TY 2014 Form 990

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) KENT HOJEM........................................................................ DIRECTOR, SECRETARY	10.00 .......................40.00	X	X	182,170	15,179
(2) RENEE MCCLAIN........................................................................ DIRECTOR, TREASURER	10.00 .......................40.00	X	X	111,935	7,126
(3) GARY GONTER........................................................................ DIRECTOR (WWFA PRESIDENT)	2.00 .......................	X	X	28,078	0
(4) JERRY LARSON........................................................................ DIRECTOR, PRESIDENT	10.00 .......................3.00	X	X	13,500	0
(5) MICHAEL NELSON........................................................................ DIRECTOR, VICE-PRESIDENT	10.00 .......................3.00	X	X	13,500	0
(6) BOB CARLSON........................................................................ DIRECTOR	2.00 .......................	X		0	0
(7) BRIEN ELVINS........................................................................ DIRECTOR	2.00 .......................	X		0	0
(8) DALE T MITCHELL........................................................................ DIRECTOR	2.00 .......................	X		0	0
(9) DON HAWKINS........................................................................ DIRECTOR	2.00 .......................	X		0	0
(10) GARY LARSON........................................................................ DIRECTOR	2.00 .......................	X		0	0
(11) GENA VINCENT........................................................................ DIRECTOR	2.00 .......................	X		0	0
(12) JEFF JEWETT........................................................................ DIRECTOR	2.00 .......................	X		0	0
(13) JEFF MCVICKER........................................................................ DIRECTOR	2.00 .......................	X		0	0
(14) KATHLEEN OLSON........................................................................ DIRECTOR	2.00 .......................	X		0	0
(15) KRISTINA STAMBAUGH........................................................................ DIRECTOR	2.00 .......................	X		0	0
(16) LAURA STONER........................................................................ DIRECTOR	2.00 .......................	X		0	0
(17) LISA GIMMESTAD........................................................................ DIRECTOR	2.00 .......................	X		0	0

Part X Balance Sheet Check if Schedule O contains a response or note to any line in this Part X ..............
	1	Cash–non-interest-bearing .............	367,474	1	367,373
2	Savings and temporary cash investments .........	47,322	2	47,336
3	Pledges and grants receivable, net ...........	133,071	3	78,501
4	Accounts receivable, net .............		4
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
			5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
			6
7	Notes and loans receivable, net .............		7
8	Inventories for sale or use ..............	1,478	8	0
9	Prepaid expenses and deferred charges ..........		9
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	6,193
b	Less: accumulated depreciation .....	10b	0	6,193	10c	6,193
11	Investments—publicly traded securities ..........		11
12	Investments—other securities. See Part IV, line 11 .....	2,298,375	12	2,247,061
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........		15
16	Total assets. Add lines 1 through 15 (must equal line 34)......	2,853,913	16	2,746,464
	17	Accounts payable and accrued expenses .........	635	17	0
18	Grants payable .................		18
19	Deferred revenue ................		19
20	Tax-exempt bond liabilities .............		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..		21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ....		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................		25
26	Total liabilities. Add lines 17 through 25.........	635	26	0
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	418,904	27	382,879
28	Temporarily restricted net assets ...........	2,434,374	28	2,363,585
29	Permanently restricted net assets ...........		29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances ...........	2,853,278	33	2,746,464
34	Total liabilities and net assets/fund balances ........	2,853,913	34	2,746,464

- TIN:

SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow

Attach to Form 990 or Form 990-EZ.
right arrow

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization

WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions.

The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E.)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in

section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross

receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of

its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses

acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box in lines 11a through 11d that describes the type of supporting organization and complete lines 11e, 11f, and 11g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations .............................

Provide the following information about the supported organization(s).

(i)Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i)Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2014

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....	311,744	282,497	364,626	307,630	286,621	1,553,118
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3	311,744	282,497	364,626	307,630	286,621	1,553,118
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..						2,427
6	Public support. Subtract line 5 from line 4.						1,550,691

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
7	Amounts from line 4..	311,744	282,497	364,626	307,630	286,621	1,553,118
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	45,802	48,700	58,645	75,372	96,996	325,515
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
11	Total support Add lines 7 through 10.						1,878,633

Gross receipts from related activities, etc. (see instructions) ..................

First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here........................................ right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2014 (line 6, column (f) divided by line 11, column (f)) .........

82.540 %

Public support percentage for 2013 Schedule A, Part II, line 14 ...............

83.780 %

16a

33 1/3% support test—2014. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2013. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2014. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2013. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow

Schedule A (Form 990 or 990-EZ) 2014

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3	Gross receipts from activities that are not an unrelated trade or business under section 513..
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge..
6	Total. Add lines 1 through 5.
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons...
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public support (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization,
check this box and stop here............................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2014 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2013 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2014 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2013 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2014. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2013. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow

Schedule A (Form 990 or 990-EZ) 2014

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 11 of Part I. If you checked 11a of Part I, complete Sections A and B. If you checked 11b of Part I, complete Sections A and C. If you checked 11c of Part I, complete Sections A, D, and E. If you checked 11d of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked 11a or 11b in Part I, answer (b) and (c) below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations....

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer (b) and (c) below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed, (ii) the reasons for each such action, (iii) the authority under the organization's organizing document authorizing such action, and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (a) its supported organizations; (b) individuals that are part of the charitable class benefited by one or more of its supported organizations; or (c) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in IRC 4958(c)(3)(C)), a family member of a substantial contributor, or a 35-percent controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part II of Schedule L (Form 990).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined in line 9(a)) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined in line 9(a)) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of IRC 4943 because of IRC 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization?

11a

A family member of a person described in (a) above?

11b

A 35% controlled entity of a person described in (a) or (b) above? If “Yes” to a, b, or c, provide detail in Part VI.

11c

Schedule A (Form 990 or 990-EZ) 2014

Page 5

Part IV

Supporting Organizations (continued)

Section B. Type I Supporting Organizations

Yes

Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (1) a written notice describing the type and amount of support provided during the prior tax year, (2) a copy of the Form 990 that was most recently filed as of the date of notification, and (3) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in (2), did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer (a) and (b) below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described in (a) constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer (a) and (b) below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI the role played by the organization in this regard.

Schedule A (Form 990 or 990-EZ) 2014

Page 6

Part V – Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

1. Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970. See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by .035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6
7	Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990 or 990-EZ) 2014

Page 7

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity
3 Administrative expenses paid to accomplish exempt purposes of supported organizations
4 Amounts paid to acquire exempt-use assets
5 Qualified set-aside amounts (prior IRS approval required)
6 Other distributions (describe in Part VI). See instructions
7Total annual distributions. Add lines 1 through 6.
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions
9 Distributable amount for 2014 from Section C, line 6
10 Line 8 amount divided by Line 9 amount

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2014	(iii) Distributable Amount for 2014
1 Distributable amount for 2014 from Section C, line 6
2 Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions)
3 Excess distributions carryover, if any, to 2014:
a From 2009.......X
b From 2010.......X
c From 2011.......X
d From 2012.......X
e From 2013.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2014 distributable amount
i Carryover from 2009 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.
4Distributions for 2014 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2014 distributable amount
c Remainder. Subtract lines 4a and 4b from 4.
5 Remaining underdistributions for years prior to 2014, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions)
6 Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions)
7 Excess distributions carryover to 2015. Add lines 3j and 4c.
8 Breakdown of line 7:
a From 2010.......X
b From 2011.......X
c From 2012.......X
d From 2013.......
e From 2014.......

Schedule A (Form 990 or 990-EZ) (2014)

Schedule A (Form 990 or 990-EZ) 2014

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation

Schedule A (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- 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

WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

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 WASHINGTON STATE FAIR FOUNDATION

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	,	$RESTRICTED	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 WASHINGTON STATE FAIR FOUNDATION

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

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

Page 4

Name of organization
WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

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:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b.
SchDMd Bullet

Attach to Form 990.
Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .........
2	Aggregate value of contributions to (during year)
3	Aggregate value of grants from (during year)
4	Aggregate value at end of year ........

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements .......................	2a
b	Total acreage restricted by conservation easements ..................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register ....................	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet

Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .......................................

Yes No

In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.

If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:

(i)

Revenue included in Form 990, Part VIII, line 1 ........................ SchDMd Bullet

(ii)

Assets included in Form 990, Part X .............................. SchDMd Bullet

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:

Revenue included in Form 990, Part VIII, line 1 .......................... SchDMd Bullet

Assets included in Form 990, Part X ............................... SchDMd Bullet

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 52283D

Schedule D (Form 990) 2014

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No

If "Yes," explain the arrangement in Part XIII and complete the following table:


c	Beginning balance .................................	1c
d	Additions during the year ..............................	1d
e	Distributions during the year .............................	1e
f	Ending balance ...................................	1f

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability?

Yes No

If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII .......

Part V

Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.

		(a)Current year	(b)Prior year	b (c)Two years back	(d)Three years back	(e)Four years back
1a	Beginning of year balance ....	1,470,842	1,559,095	1,500,466	1,451,811	1,352,551
b	Contributions ........	89,249	134,854			145,356
c	Net investment earnings, gains, and losses	96,984	75,351	58,629	48,655	45,681
d	Grants or scholarships .....	95,665	194,541			61,750
e	Other expenditures for facilities and programs ........	62,878	101,624			30,027
f	Administrative expenses ....		2,293
g	End of year balance ......	1,498,532	1,470,842	1,559,095	1,500,466	1,451,811

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment SchDMd Bullet

62.000 %

Permanent endowment SchDMd Bullet

38.000 %

Temporarily restricted endowment SchDMd Bullet

The percentages in lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) unrelated organizations ........................

3a(i)

(ii) related organizations ........................

3a(ii)

If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........

Describe in Part XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(b)Cost or other basis (other)	(d) Book value
1a	Land .................
b	Buildings ................
c	Leasehold improvements ............
d	Equipment ................	6,193	6,193
e	Other .................
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......			6,193

Schedule D (Form 990) 2014

Page 3

Part VII

InvestmentsOther Securities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11b. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)	(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
(3)Other (A) SCHOLARSHIP INVESTMENT FUNDS	2,247,061	F








Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	2,247,061

Part VIII

InvestmentsProgram Related. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment		(b) Book value	(c) Method of valuation: Cost or end-of-year market value









Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value









Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability		(b) Book value
Federal income taxes









Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII

Schedule D (Form 990) 2014

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......			1	266,815
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a	-79,003
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	102,426
e	Add lines 2a through 2d .....................			2e	23,423
3	Subtract line 2e from line 1.....................			3	243,392
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b	132,450
c	Add lines 4a and 4b.......................			4c	132,450
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	375,842

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........			1	373,629
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d	102,426
e	Add lines 2a through 2d......................			2e	102,426
3	Subtract line 2e from line 1.....................			3	271,203
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b	132,450
c	Add lines 4a and 4b.......................			4c	132,450
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	403,653

Part XIII

Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference	Explanation
PART V, LINE 4:	SUPPORT ORGANIZATION'S CHARITABLE ACTIVITIES.
PART X, LINE 2:	NO PROVISION FOR INCOME TAXES HAS BEEN MADE IN THE CONSOLIDATED FINANCIAL STATEMENTS, SINCE THE ASSOCIATION AND THE FOUNDATION ARE EXEMPT FROM FEDERAL INCOME TAXES UNDER PROVISIONS OF INTERNAL REVENUE CODE SECTION 501(C)(3). ADDITIONALLY, THE ORGANIZATION HAS DONE AN ASSESSMENT OF ANY UNCERTAIN TAX POSITIONS AS REQUIRED UNDER FASB ACCOUNTING STANDARDS CODIFICATION ASC 740, AND HAS DETERMINED THEY CURRENTLY HAVE NO UNCERTAIN TAX BENEFITS TO RECORD AS A LIABILITY AT NOVEMBER 30, 2015 AND 2014. THE ASSOCIATION AND THE FOUNDATION FILE FORMS 990 AND 990-T, IF APPLICABLE, WHICH ARE SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE UP TO THREE YEARS FROM THE EXTENDED DUE DATE OF EACH RETURN. THE ASSOCIATION AND THE FOUNDATION'S FORMS 990 AND 990-T, IF APPLICABLE, ARE NO LONGER SUBJECT TO EXAMINATION FOR THE FISCAL YEARS ENDED NOVEMBER 30, 2011 AND PRIOR.
PART XI, LINE 2D - OTHER ADJUSTMENTS:	SPECIAL EVENT EXPENSES 102,426.
PART XI, LINE 4B - OTHER ADJUSTMENTS:	UNREIMBURSED EXPENSES PAID BY WWFA ON WA STATE FAIR FDN'S BEHALF 80,629. NON-CASH AUCTION CONTRIBUTIONS 51,821.
PART XII, LINE 2D - OTHER ADJUSTMENTS:	SPECIAL EVENT EXPENSES 102,426.
PART XII, LINE 4B - OTHER ADJUSTMENTS:	NON-CASH AUCTION CONTRIBUTIONS 51,821. UNREIMBURSED EXPENSES PAID BY WWFA ON WA STATE FAIR FDN'S BEHALF 80,629.

Schedule D (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE G (Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information Regarding
Fundraising or Gaming Activities

Complete if the organization answered "Yes" to Form 990, Part IV, lines 17, 18, or 19, or if the organization entered more than $15,000 on Form 990-EZ, line 6a. right arrow

Attach to Form 990 or Form 990-EZ.
right arrow

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization
WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

Part I

Fundraising Activities. Complete if the organization answered "Yes" to Form 990, Part IV, line 17. Form 990-EZ

filers are not required to complete this part.

Indicate whether the organization raised funds through any of the following activities. Check all that apply.

a	Mail solicitations	e	Solicitation of non-government grants
b	Internet and email solicitations	f	Solicitation of government grants
c	Phone solicitations	g	Special fundraising events
d	In-person solicitations

Did the organization have a written or oral agreement with any individual (including officers, directors, trustees

or key employees listed in Form 990, Part VII) or entity in connection with professional fundraising services?

Yes

If "Yes," list the ten highest paid individuals or entities (fundraisers) pursuant to agreements under which the fundraiser is
to be compensated at least $5,000 by the organization.

(i) Name and address of individual or entity (fundraiser)	(iii) Did fundraiser have custody or control of contributions?
	Yes	No










Total .................

List all states in which the organization is registered or licensed to solicit contributions or has been notified it is exempt from registration or licensing.

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

Cat. No. 50083H

Schedule G (Form 990 or 990-EZ) 2014

Page 2

Part II

Fundraising Events. Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 of fundraising event contributions and gross income on Form 990-EZ, lines 1 and 6b. List events with gross receipts greater than $5,000.

		(a) Event #1 AUCTION (event type)	(b) Event #2 SPRING FLING (event type)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	139,138	37,885	177,023
2	Less: Contributions . .	56,568	27,250	83,818
3	Gross income (line 1 minus line 2) . . .	82,570	10,635	93,205
4	Cash prizes . . .
5	Noncash prizes . .
6	Rent/facility costs . .	1,928	187	2,115
7	Food and beverages .	9,160	5,575	14,735
8	Entertainment . . .	3,956	1,825	5,781
9	Other direct expenses .	77,173	2,621	79,794
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........			102,425
11	Net income summary. Subtract line 10 from line 3, column (d)...........			-9,220

Part III

Gaming. Complete if the organization answered "Yes" to Form 990, Part IV, line 19, or reported more than $15,000 on Form 990-EZ, line 6a.

(a) Bingo

(b) Pull tabs/Instant
bingo/progressive bingo

(c) Other gaming

(d) Total gaming (add col.(a) through col.(c))

Gross revenue . . . .

Cash prizes . . . .

Non-cash prizes . . .

Rent/facility costs . . .

Other direct expenses . .

Volunteer labor . . .

	Yes %
	No

	Yes %
	No

	Yes %
	No

Direct expense summary. Add lines 2 through 5 in column (d) ........... right arrow

Net gaming income summary. Subtract line 7 from line 1, column (d) ......... right arrow

Enter the state(s) in which the organization conducts gaming activities:

Is the organization licensed to conduct gaming activities in each of these states? ............

YesNo

If "No," explain:

10a

Were any of the organization's gaming licenses revoked, suspended or terminated during the tax year? .....

YesNo

If "Yes," explain:

Schedule G (Form 990 or 990-EZ) 2014

Page 3

Does the organization conduct gaming activities with nonmembers? .................

YesNo

Is the organization a grantor, beneficiary or trustee of a trust or a member of a partnership or other entity

formed to administer charitable gaming? ..........................

YesNo

Indicate the percentage of gaming activities conducted in:

The organization's facility ......................

13a

An outside facility ........................

13b

Enter the name and address of the person who prepares the organization's gaming/special events books and records:

Name

Address

15a

Does the organization have a contract with a third party from whom the organization receives gaming

revenue? ......................................

YesNo

If "Yes," enter the amount of gaming revenue received by the organization right arrow

$ and the

amount of gaming revenue retained by the third party right arrow

If "Yes," enter name and address of the third party:

Name

Address

Gaming manager information:

Name

Gaming manager compensation right arrow

Description of services provided right arrow

Director/officer Employee Independent contractor

Mandatory distributions:

Is the organization required under state law to make charitable distributions from the gaming proceeds to

retain the state gaming license? ............................

YesNo

Enter the amount of distributions required under state law distributed to other exempt organizations or spent

in the organization's own exempt activities during the tax year right arrow

Part IV

Supplemental Information. Provide the explanations required by Part I, line 2b, columns (iii) and (v), and Part III, lines 9, 9b, 10b, 15b, 15c, 16, and 17b, as applicable. Also provide any additional information (see instructions).

Return Reference	Explanation

Schedule G (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

Information about Schedule I (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
WASHINGTON STATE FAIR FOUNDATION

Employer identification number
26-1250496

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21, for any recipient that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC section if applicable	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) WESTERN WASHINGTON FAIR ASSOCIATION 110 - 9TH AVENUE SW PUYALLUP,WA98371	91-0470250	501(C)(3)	102,245	TO PROMOTE THE FOUNDATION'S MISSION THROUGH FAIR RELATED ACTIVITIES.

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................ Bullet Image

Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50055P

Schedule I (Form 990) 2014

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

(a)Type of grant or assistance	(b)Number of recipients	(c)Amount of cash grant	(f)Description of non-cash assistance
(1) 4 YEAR ACADEMIC SCHOLARSHIPS AT $1,250 PER YEAR; SUMNER, BONNEY LAKE, ROGERS, PUYALLUP, EMERALD RIDGE HS. 10 1 YEAR ACADEMIC SCHOLARSHIPS AT $1,000 PER YEAR; ORTING, FIFE,CURTIS, SPANAWAY LAKE,	42	47,083
(2) 1 YEAR ART SCHOLARSHIPS AT $1,000 EACH; BONNEY LAKE, ROGERS, PUYALLUP, EMERALD RIDGE HS	5	3,332
(3) 2 YEAR VET-TECH SCHOLARSHIPS AT $1,250 PER YEAR; PIERCE COLLEGE	1	2,500
(4) DAFFODIL FESTIVAL FOUNDATION SCHOLARSHIP FUND; DAFFODIL SCHOLARSHIP	1	5,000
(5) 1 YEAR GENERAL SCHOLARSHIPS, 4 AT $1,250; STONER ENDOWMENT SCHOLARSHIP	4	5,000
(6) CAMPBELL/MONTGOMERTY - $1,000; PUYALLUP SCHOOL DISTRICT	1	1,000
(7) KORUM FAMILY ART SCHOLARSHIP; SCHOOLS TO BE DETERMINED	3	5,000
(8) VITICULTURE & ENOLOGY SCHOLARSHIP AT $2,000 PER YEAR; WASHINGTON STATE UNIVERSITY	1	2,000
(9) WRANGLER SCHOLARSHIP FOR AGRICULTURE EDUCATION AT $1,500; APPLICANTS MUST BE GRADUATING SENIORS IN PUYALLUP, SUMNER, ORTING, BETHEL, EATONVILLE, WHITE RIVER, OR ENUMCLAW SCHOOL DISTRICT	1	1,500
(10) ANDERSON CRIMINAL JUSTICE SCHOLARSHIP AT $1,250 PER YEAR, UP TO FOUR YEARS.	3	6,250
(11) ANDERSON VETERINARY SCHOOL SCHOLARSHIP AT $2,500 PER YEAR FOR TWO YEARS.	2	5,000	E058901 - 10/04/16 02:57PM WORKSHEET SCHEDULE I
(12) PACIFIC LUTHERAN UNIVERSITY AGRICULTURE OR EDUCATION RELATED FIELD SCHOLARSHIP	2	2,500
(13) THE COLLEGE ACCESS PROGRAM SCHOLARSHIPS WERE AWARDED TO STUDENTS PARTICIPATING, AND DEMONSTRATING SUCCESS, IN THREE SPECIFIC COLLEGE ACCESS PROGRAM. EACH SCHOLARSHIP IS $2,500.	3	7,500
(14) THE ABSHER FAMILY ENDOWMENT SCHOLARSHIP AWARD IS INTENDED TO SUPPORT OF A LOCAL STUDENT WHO WILL ATTEND THE UNIVERSITY OF WASHINGTON. THE AWARD IS $2,000.	1	2,000

Part IV

Supplemental Information. Provide the information required in Part I, line 2, Part III, column (b), and any other additional information.

Return Reference

Explanation

PART I, LINE 2:

ALL SCHOLARSHIPS, WITH THE EXCEPTION OF WRANGLER ENDOWED SCHOLARSHIPS, ARE PAID DIRECTLY TO THE STUDENTS' SCHOOLS. AMOUNTS REPORTED ON PART III ARE NET OF ANY SCHOLARSHIPS REFUNDED TO THE GRANTOR. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION ACADEMIC SCHOLARSHIPS: (FIVE OFFERED EACH YEAR) (EMERALD RIDGE, PUYALLUP, ROGERS, SUMNER AND BONNEY LAKE HIGH SCHOOLS) 1. THE HIGH SCHOOL SCHOLARSHIP COMMITTEE WILL DETERMINE THE RECIPIENT OF THIS SCHOLARSHIP. 2. THIS IS A FOUR-YEAR SCHOLARSHIP AT $ 1,250 PER YEAR. 3. SCHOLARSHIP MUST BE USED IN CONTIGUOUS YEARS. 4. THE SCHOLARSHIP WAS DESIGNED TO BE FLEXIBLE WITH REGARD TO THE RECIPIENT'S CHOICE OF EITHER A TWO OR A FOUR-YEAR INSTITUTION. 5. AN ANNUAL REVIEW BY THE WASHINGTON STATE FAIR FOUNDATION COMMITTEE WILL BE MADE BEFORE RENEWAL OF THE SCHOLARSHIP. THE FOUNDATION COMMITTEE RECOMMENDS THE FOLLOWING CRITERIA FOR USE IN SELECTION OF WASHINGTON STATE FAIR FOUNDATION'S HIGH SCHOOL SCHOLARSHIP RECIPIENTS. 1. RECIPIENT MUST BE A GRADUATING SENIOR FROM HIGH SCHOOL. 2. RECIPIENT SHOULD HAVE A 3.0 MINIMUM HIGH SCHOOL G.P.A. AS AN INDICATION OF SCHOLASTIC APTITUDE AND THE INTENT TO SERIOUSLY PURSUE A CAREER. 3. RECIPIENT MUST DEMONSTRATE CHARACTER, DISCIPLINE, CITIZENSHIP, AND RESPONSIBILITY. 4. FINANCIAL NEED IS NOT A CRITERIA. THE PURPOSE OF THIS SCHOLARSHIP IS TO CHOOSE THE BEST CANDIDATE. HOWEVER, WHERE TWO CANDIDATES, SIMILAR IN OTHER AREAS INCLUDING ACADEMICS ARE BEING CONSIDERED, FINANCIAL NEED SHOULD BE A FACTOR IN THE DECISION. 5. THE RECIPIENT MUST MAINTAIN AN ACCEPTABLE G.P.A. FOR HIS OR HER COLLEGE OR UNIVERSITY AND BE A FULL TIME STUDENT TO REMAIN ELIGIBLE IN SUBSEQUENT YEARS. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S VET TECH SCHOLARSHIP FOR PIERCE COLLEGE: (ONE OFFERED EACH YEAR) 1. THE PIERCE COLLEGE SCHOLARSHIP COMMITTEE WILL DETERMINE THE RECIPIENT OF THIS SCHOLARSHIP. 2. THIS IS A $2,500 TWO-YEAR SCHOLARSHIP, AT $1,250 PER YEAR. 3. SCHOLARSHIP MUST BE USED IN CONTIGUOUS YEARS. THE FOUNDATION COMMITTEE RECOMMENDS THE FOLLOWING CRITERIA FOR USE IN SELECTION OF WASHINGTON STATE FAIR FOUNDATION'S PIERCE COLLEGE VET-TECH SCHOLARSHIP RECIPIENTS. 1. RECIPIENT SHOULD HAVE A 3.0 MINIMUM HIGH SCHOOL G.P.A. 2. RECIPIENT MUST MAINTAIN AN ACCEPTABLE G.P.A. FOR PIERCE COLLEGE AS AN INDICATION OF SCHOLASTIC APTITUDE AND THE INTENT TO SERIOUSLY PURSUE A CAREER AND BE A FULL TIME STUDENT TO REMAIN ELIGIBLE FOR THE SECOND YEAR OF THE SCHOLARSHIP. 3. RECIPIENT MUST DEMONSTRATE CHARACTER, RESPONSIBILITY, CITIZENSHIP AND DISCIPLINE. 4. FINANCIAL NEED IS NOT A CRITERIA. THE PURPOSE OF THIS SCHOLARSHIP IS TO CHOOSE THE BEST CANDIDATE. HOWEVER, WHERE TWO CANDIDATES, SIMILAR IN OTHER AREAS INCLUDING ACADEMICS ARE BEING CONSIDERED, FINANCIAL NEED SHOULD BE A FACTOR IN THE DECISION. 5. PREFERABLY THE AWARD SHOULD BE GRANTED TO A STUDENT WHO HAS NOT RECEIVED OTHER SUBSTANTIAL SCHOLARSHIPS, INCLUDING OTHER WASHINGTON STATE FAIR FOUNDATION SCHOLARSHIPS. DESCRIPTION OF WASHINGTON STATE FAIR FOUNDATION'S DAFFODIL FESTIVAL QUEEN'S SCHOLARSHIP DONATION: (ONE OFFERED EACH YEAR) 1. THE WASHINGTON STATE FAIR FOUNDATION WILL CONTRIBUTE $5,000 TO THE DAFFODIL FESTIVAL FOUNDATION QUEEN'S SCHOLARSHIP FUND. 2. THE RECIPIENT WILL BE THE DAFFODIL QUEEN WHO IS CHOSEN FROM THE PRINCESSES BY A PANEL OF JUDGES SELECTED BY THE DAFFODIL FESTIVAL AT THE QUEEN'S CORONATION. 3. THE RECIPIENT MUST USE THE SCHOLARSHIP FOR TUITION OR BOOKS FROM A COLLEGE, UNIVERSITY OR VOCATIONAL SCHOOL. 4. THE RECIPIENT MUST ELECT TO USE THE SCHOLARSHIP WITHIN TWO YEARS OF RECEIVING IT AND COMPLETE IT WITHIN FOUR YEARS. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S FRED OLDFIELD SCHOLARSHIP FOR THE ARTS (FIVE OFFERED EACH YEAR) 1. EACH HIGH SCHOOL SCHOLARSHIP COMMITTEE WILL DETERMINE THE RECIPIENT OF THIS SCHOLARSHIP. 2. THIS IS A ONE-YEAR $1,000 SCHOLARSHIP FOR FIVE AREA HIGH SCHOOLS. FUNDS FOR THESE SCHOLARSHIPS ARE ALL OR PARTIALLY FUNDED BY THE PROCEEDS GENERATED BY THE FRED OLDFIELD PAINTING WHICH IS AUCTIONED DURING THE WASHINGTON STATE FAIR. 3. THE SCHOLARSHIP MUST BE USED IN AN ACCREDITED TWO OR FOUR YEAR INSTITUTION OR ACCREDITED SCHOOL FOR THE ARTS. 4. THIS SCHOLARSHIP SHALL BE BASED ON THE RECIPIENT'S TALENT, NOT SCHOLASTIC ABILITY. HOWEVER, THE RECIPIENT'S G.P.A. MUST BE SUFFICIENT TO ALLOW ENTRY INTO THE INSTITUTION OF THEIR CHOICE. THE FOUNDATION COMMITTEE RECOMMENDS THE FOLLOWING CRITERIA FOR SELECTING THE RECIPIENTS OF THE WASHINGTON STATE FAIR FOUNDATION'S FRED OLDFIELD SCHOLARSHIP FOR THE ARTS: 1. RECIPIENTS MUST BE GRADUATING SENIORS FROM PUYALLUP, ROGERS, EMERALD RIDGE, SUMNER AND BONNEY LAKE HIGH SCHOOLS. 2. THE RECIPIENTS MUST BE INVOLVED IN THE STUDY OF THE ARTS, I.E. MUSIC, THEATER, ART, AND DEMONSTRATE AN INTENTION TO SERIOUSLY PURSUE A CAREER IN THE ARTS. 3. FINANCIAL NEED IS NOT A CRITERION. HOWEVER, SHOULD IT BE A CHOICE BETWEEN TWO EQUALLY TALENTED INDIVIDUALS, FINANCIAL NEED WILL BECOME THE DECIDING FACTOR. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S BILL STONER ENDOWMENT SCHOLARSHIP (FOUR OFFERED EACH YEAR) FOUR ENDOWMENT SCHOLARSHIPS CONSISTING OF $1,250 EACH WILL BE AWARDED TO A WASHINGTON STATE RESIDENT WHO PLANS TO ATTEND AN ORGANIZED ACADEMIC, ARTS, TRADE OR VOCATIONAL INSTITUTION. (THIS INCLUDES ADULTS WHO ARE FURTHERING THEIR EDUCATION AS WELL AS STUDENTS RECENTLY OUT OF SCHOOL IN ADDITION TO GRADUATING SENIORS FROM HIGH SCHOOL). THESE SCHOLARSHIPS ARE INTENDED TO ASSIST RECIPIENTS IN REACHING THEIR CAREER GOALS. THE APPLICANT'S FINANCIAL NEED WILL BE CONSIDERED BY THE SCHOLARSHIP COMMITTEE IN THE SELECTION OF THE SCHOLARSHIP RECIPIENTS. THIS SCHOLARSHIP IS LIMITED TO WASHINGTON STATE RESIDENTS. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S CAMPBELL-MONTGOMERY ENDOWMENT SCHOLARSHIP (ONE OFFERED EACH YEAR) THE CAMPBELL/MONTGOMERY SCHOLARSHIP WAS CREATED BY ROBERT CAMPBELL AND MARNA MONTGOMERY CAMPBELL IN HOPES IT WILL SPUR BETTER WRITING, BETTER COMMUNICATION AND BETTER THINKING THROUGH SCHOLARSHIPS TO GRADUATING SENIORS OF GENUINE MERIT FROM PUYALLUP AREA HIGH SCHOOLS. THE $1,000 SCHOLARSHIP IS INTENDED TO ASSIST THE RECIPIENT IN REACHING HIS OR HER CAREER GOAL. APPLICANTS MUST USE THE SCHOLARSHIP IN ORDER TO ATTEND A COLLEGE OF HIS OR HER CHOICE. THE MONEY WILL BE PAID DIRECTLY TO THE INSTITUTION. THE CRITERIA FOR THE SCHOLARSHIP ARE AS FOLLOWS: A. THE RECIPIENT MUST BE A GRADUATING SENIOR FROM PUYALLUP, ROGERS OR EMERALD RIDGE HIGH SCHOOLS. B. THE RECIPIENT MUST HAVE A NOTABLE ACADEMIC RECORD SUITABLE FOR COLLEGE LEVEL EDUCATION. C. PREFERENCE WILL BE GIVEN TO A STUDENT, WHO HAS EXPRESSED AN INTEREST AND DISPLAYED TALENT IN THE ART OF WRITING, BE IT JOURNALISM, PROSE OR POETRY, THEATER OR FILM. SEE SCHEDULE O FOR ADDITIONAL DESCRIPTIONS.

Schedule I (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet

Complete if the organization answered "Yes" to Form 990, Part IV, line 23.
SchJMediumBullet

Attach to Form 990.
SchJMediumBullet

Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain....

Yes

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked in line 1a? ..

Yes

Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:

Receive a severance payment or change-of-control payment? ................

Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........

Participate in, or receive payment from, an equity-based compensation arrangement? .........

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 5a or 5b, describe in Part III.

For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 6a or 6b, describe in Part III.

For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................

If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50053T

Schedule J (Form 990) 2014

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column(B) reported as deferred in prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1KENT HOJEMDIRECTOR, SECRETARY	(i) (ii)	182,170 ............................... 0	0 ............................... 0	0 ............................... 0	10,800 ............................... 0	4,379 ............................... 0	197,349 ............................... 0	0 ............................... 0

Schedule J (Form 990) 2014

Page 3

Part III

Supplemental Information

Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II.
Also complete this part for any additional information.

Return Reference	Explanation
SCHEDULE J, PART I, SECTION 3:	THE WASHINGTON STATE FAIR FOUNDATION RELIED ON THE WESTERN WASHINGTON FAIR ASSOCIATION (RELATED ORGANIZATION) TO DETERMINE THE COMPENSATION REPORTED IN SCHEDULE J, PART II. THE WESTERN WASHINGTON FAIR ASSOCIATION USES THE FOLLOWING METHODS TO DETERMINE COMPENSATION: 1) COMPENSATION COMMITTEE, 2) COMPENSATION STUDY/MARKET PRICING, 3) APPROVAL BY COMPENSATION COMMITTEE.

Schedule J (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE M
(Form 990)

Department of the Treasury

Internal Revenue Service

Noncash Contributions

Complete if the organizations answered "Yes" on Form 990, Part IV, lines 29 or 30.
Right pointing arrow large image

Attach to Form 990.
Right pointing arrow large image

Information about Schedule M (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

Part I

Types of Property

	(a) Check if applicable	(b) Number of contributions or items contributed	(c) Noncash contribution amounts reported on Form 990, Part VIII, line 1g	(d) Method of determining noncash contribution amounts
1 Art—Works of art ....
2 Art—Historical treasures .
3 Art—Fractional interests ..
4 Books and publications ..
5 Clothing and household goods .......
6 Cars and other vehicles ..
7 Boats and planes ....
8 Intellectual property ...
9 Securities—Publicly traded .
10 Securities—Closely held stock .
11 Securities—Partnership, LLC, or trust interests ....
12 Securities—Miscellaneous ..
13 Qualified conservation contribution—Historic structures .....
14 Qualified conservation contribution—Other ...
15 Real estate—Residential .
16 Real estate—Commercial ..
17 Real estate—Other ...
18 Collectibles .....
19 Food inventory ...
20 Drugs and medical supplies .
21 Taxidermy ......
22 Historical artifacts ....
23 Scientific specimens ..
24 Archeological artifacts ...
25 Other ( UNREIMBURSED EXPENSES )	X	1	80,629	FAIR MARKET VALUE
26 Other ( AUCTION ITEMS )	X	297	51,821	FAIR MARKET VALUE
27 Other ( SPECIAL EVENTS )	X	1	75	FAIR MARKET VALUE
28 Other ( )

Number of Forms 8283 received by the organization during the tax year for contributions
for which the organization completed Form 8283, Part IV, Donee Acknowledgement ...

Yes

30a

During the year, did the organization receive by contribution any property reported in Part I, lines 1 through 28, that

it must hold for at least three years from the date of the initial contribution, and which is not required to be used

for exempt purposes for the entire holding period? ..................

30a

If "Yes," describe the arrangement in Part II.

Does the organization have a gift acceptance policy that requires the review of any non-standard contributions?

32a

Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash

contributions? ..........................

32a

If "Yes," describe in Part II.

If the organization did not report an amount in column (c) for a type of property for which column (a) is checked,

describe in Part II.

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 51227J

Schedule M (Form 990) (2014)

Page 2

Part II

Supplemental Information. Provide the information required by Part I, lines 30b,
32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information.

Return Reference	Explanation

Schedule M (Form 990) (2014)

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.
MediumBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization

WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

Return Reference	Explanation
FORM 990, PART V, LINE 2A:	NUMBER OF EMPLOYEES REPORTED ON FORM W-3: THE FOUNDATION REIMBURSES ITS RELATED PARTY FOR THE COMPENSATION OF ITS ONE EMPLOYEE. ALL PAYROLL RETURNS ARE FILED BY THE RELATED PARTY.
FORM 990, PART VI, SECTION B, LINE 11	THE WASHINGTON STATE FAIR FOUNDATION'S FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM. UPON COMPLETION OF THE RETURN, IT IS REVIEWED IN DETAIL BY THE ORGANIZATION'S TREASURER. A COPY OF THE RETURN IS ALSO AVAILABLE TO EACH BOARD MEMBER FOR HIS/HER REVIEW.
FORM 990, PART VI, SECTION C, LINE 19	THE WASHINGTON STATE FAIR FOUNDATION MAKES ITS GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. THE ORGANIZATION'S FORM 990 IS ALSO AVAILABLE TO THE PUBLIC UPON REQUEST AND IS POSTED ON GUIDESTAR'S WEBSITE.
FORM 990, PART XI, LINE 2C:	THE WASHINGTON STATE FAIR FOUNDATION UNDERGOES AN ANNUAL FINANCIAL STATEMENT AUDIT PERFORMED BY AN INDEPENDENT ACCOUNTING FIRM. THE AUDITED FINANCIAL STATEMENTS ARE PRESENTED ON A CONSOLIDATED BASIS WITH THE WESTERN WASHINGTON FAIR ASSOCIATION (RELATED ORGANIZATION). THE FINANCE AND BUDGET/INTERNAL AUDIT COMMITTEE IS RESPONSIBLE FOR THE OVERSIGHT OF THE FINANCIAL STATEMENT AUDIT, AS WELL AS THE SELECTION OF AN INDEPENDENT ACCOUNTING FIRM.
FORM 990, SCHEDULE I, PART IV	DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S KORUM FAMILY ART SCHOLARSHIP (FIRST, SECOND & THIRD OFFERED EACH YEAR) THIS SCHOLARSHIP IS INTENDED TO SHOWCASE THE ENTIRE STATE OF WASHINGTON, AND TO ENCOURAGE YOUNG ARTISTS IN THE PURSUIT OF THEIR ARTISTIC/EDUCATIONAL GROWTH. THESE SCHOLARSHIPS ARE AVAILABLE TO GRADUATING SENIORS FROM THE FOLLOWING AREA HIGH SCHOOLS: PUYALLUP, ROGERS, EMERALD RIDGE, WALKER, CASCADE CHRISTIAN, SUMNER, BONNEY LAKE AND ORTING. IN ADDITION THESE SCHOLARISHIOP ARE AVAILABLE TO ANY JUNIOR FROM THE STATE OF WASHINGTON. THE $2,500, THE $1,500 AND THE $1,000 SCHOLARSHIPS ARE INTENDED TO ASSIST THE RECIPIENTS IN PURSUIT OF THEIR ARTISTIC/EDUCATIONAL GOALS. APPLICANTS MUST USE THE SCHOLARSHIP IN ORDER TO ATTEND A COLLEGE OF HIS OR HER CHOICE. MONIES WILL BE FORWARDED DIRECTLY TO THE RECIPIENT'S CHOICE OF EDUCATIONAL INSTITUTION. ONLY ORIGINAL FLAT AND 3 DIMENSIONAL WORK IS ELIGIBLE FOR JUDGING. A SELECTION COMMITTEE AT EACH HIGH SCHOOL WILL CHOOSE FIVE CANDIDATES. THESE 40 CANDIDATES WILL COMPETE FOR THE THREE SCHOLARSHIPS. THE WINNERS WILL BE CHOSEN BY THE KORUM FAMILY ART SCHOLARSHIP SELECTION COMMITTEE. THE FIRST PLACE PIECE WILL BE AUCTIONED AT THE ANNUAL WASHINGTON STATE FAIR FOUNDATION ROUNDUP AUCTION WITH THE PROCEEDS GOING TO THE WASHINGTON STATE FAIR FOUNDATION'S KORUM FAMILY ART SCHOLARSHIP. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S WSU SCHOLARSHIP FOR ENOLOGY AND VITICULTURE (ONE OFFERED EACH YEAR) THIS SCHOLARSHIP WILL BE AWARDED ANNUALLY TO A WASHINGTON STATE UNIVERSITY STUDENT IN THE AMOUNT OF $2,000 PER YEAR FOR TWO CONSECUTIVE YEARS. THE PURPOSE OF THE SCHOLARSHIP IS TO ASSIST AND ENCOURAGE TALENTED STUDENTS IN THEIR PURSUIT OF A CAREER IN THE WASHINGTON WINE INDUSTRY. IN ADDITION, TO A SINGLE $2,000 (ONE TIME) AWARD AVAILABLE TO STUDENTS PURSUING A DEGREE IN A VITICULTURE OR ENOLOGY-RELATED FIELD AT ANY OF THE FOLLOWING SCHOOLS: WSU, WALLA WALLA COMMUNITY COLLEGE, SOUTH SEATTLE COMMUNITY COLLEGE OR YAKIMA VALLEY COMMUNITY COLLEGE. PREFERENCE WILL BE GIVEN TO STUDENTS WHO ARE FROM THE STATE OF WASHINGTON. RECIPIENT WILL BE CHOSEN BY THE DIRECTOR OF THE VITICULTURE AND ENOLOGY DEPARTMENT. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S ANDERSON CRIMINAL JUSTICE SCHOLARSHIP ONE SCHOLARSHIP WILL BE AWARDED FOR $2,050 PER YEAR, UP TO TWO YEARS, AS LONG AS THE STUDENT IS STILL IN A CRIMINAL JUSTICE PROGRAM WHEN THEIR MAJOR IS DECLARED: 1. SCHOLARSHIP MUST BE USED IN CONTIGUOUS YEARS. 2. THE SCHOLARSHIP WAS DESIGNED TO BE FLEXIBLE WITH REGARD TO THE RECIPIENT'S CHOICE OF EITHER A TWO OR A FOUR-YEAR INSTITUTION. 3. THIS SCHOLARSHIP IS LIMITED TO WASHINGTON STATE RESIDENTS ONLY AND WHO ARE STARTING THEIR POST SECONDARY EDUCATION IN THE FALL/AUTUMN QUARTER. 4. MUST ATTEND A COLLEGE IN THE STATE OF WASHINGTON. 5. AN ANNUAL REVIEW BY THE WASHINGTON STATE FAIR FOUNDATION SCHOLARSHIP COMMITTEE WILL BE MADE BEFORE RENEWAL OF THE SCHOLARSHIP. RECIPIENT MUST SUBMIT A TRANSCRIPT OF PRIOR YEAR'S GRADES BY JULY 15TH EACH YEAR. THIS SCHOLARSHIP IS INTENDED TO ASSIST RECIPIENTS IN REACHING THEIR CAREER GOALS. APPLICANTS MUST USE THE SCHOLARSHIP MONIES TO OBTAIN TRAINING FROM A COLLEGE, UNIVERSITY OR ACCREDITED TRADE OR VOCATIONAL SCHOOL IN WASHINGTON STATE. THE MONIES MAY BE USED FOR BOOKS AND TUITION ONLY AND WILL BE PAID DIRECTLY TO THE INSTITUTION OR SCHOOL. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S ANDERSON VETERINARY SCHOOL SCHOLARSHIP ONE SCHOLARSHIP WILL BE AWARDED TO A THIRD YEAR VETERINARY SCHOOL STUDENT ATTENDING WASHINGTON STATE UNIVERSITY WITH AN EMPHASIS IN EQUINE MEDICINE. THE SCHOLARSHIP IS $2,500 PER YEAR FOR TWO YEARS. 1. MUST BE USED IN CONTIGUOUS YEARS. 2. IS LIMITED TO STUDENTS WHO GRADUATED FROM A HIGH SCHOOL IN WASHINGTON STATE. 3. MUST HAVE DOCUMENTED FINANCIAL NEED. 4. IS CONTINGENT ON AN ANNUAL REVIEW BY THE WASHINGTON STATE FAIR FOUNDATION SCHOLARSHIP COMMITTEE BEFORE RENEWAL OF THE SCHOLARSHIP. RECIPIENT MUST SUBMIT A TRANSCRIPT OF PRIOR YEAR'S GRADES BY JULY 15TH EACH YEAR. THE MONIES MAY BE USED FOR BOOKS AND TUITION ONLY AND WILL BE PAID DIRECTLY TO THE INSTITUTION OR SCHOOL. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S PLU (PACIFIC LUTHERAN UNIVERSITY) SCHOLARSHIP: THE SCHOLARSHIP, IN THE AMOUNT OF $2,500, IS INTENDED TO ASSIST AND ENCOURAGE TALENTED STUDENTS IN PURSUIT OF A CAREER IN AN AGRICULTURE OR EDUCATION RELATED FIELD. THE FOLLOWING GUIDELINES ARE USED IN SELECTING THE RECIPIENTS: 1. PREFERENCE IS GIVEN TO WASHINGTON STATE RESIDENTS WHO ARE ENROLLED FULL TIME IN THE PROGRAM. 2. DEMONSTRATION OF FINANCIAL NEED IS NOT A CRITERIA; HOWEVER, PREFERENCE SHOULD BE GIVEN TO A STUDENT WHO HAS NOT RECEIVED OTHER SUBSTANTIAL SCHOLARSHIPS, INCLUDING OTHER SCHOLARSHIPS FROM THE WASHINGTON STATE FAIR FOUNDATION. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S COLLEGE ACCESS PROGRAM SCHOLARSHIPS: THE SCHOLARSHIP IN THE AMOUNT OF $2,500, IS INTENDED FOR STUDENTS PARTICIPATING, AND DEMONSTRATING SUCCESS, IN THREE SPECIFIC COLLEGE ACCESS PROGRAMS - COLLEGE BOUND AND TRIO TALENT SEARCH, BOTH RUN BY THE METROPOLITAN DEVELOPMENT COUNCIL OF TACOMA, AND AVID, A PUYALLUP SCHOOL DISTRICT PROGRAM. THESE PROGRAMS ARE DESIGNED TO SUPPORT STUDENTS WHO ARE TYPICALLY CONSIDERED TO BE IN "UNDERSERVED" POPULATIONS. DESCRIPTION OF THE WASHINGTON STATE FAIR FOUNDATION'S ABSHER FAMILY ENDOWMENT SCHOLARSHIP: THE SCHOLARSHIP IN THE AMOUNT OF $2,500, IS INTENDED TO TO SUPPORT OF A LOCAL STUDENT WHO WILL ATTEND THE UNIVERSITY OF WASHINGTON. THE FOLLOWING GUIDELINES ARE USED IN SELECTING THE RECIPIENTS: 1. GRADUATING SENIOR FROM PUYALLUP SCHOOL DISTRICT, SUMNER HIGH SCHOOL OR CASCADE CHRISTIAN 2. ATTENDING UNIVERSITY OF WASHINGTON DESCRIPTION OF THE WRANGLER SCHOLARSHIP FOR AGRICULTURE EDUCATION: THE WRANGLER AGRICULTURE EDUCATION SCHOLARSHIP ENDOWMENT WAS FUNDED BY THE WASHINGTON STATE FAIR RODEO WRANGLERS TO SUPPORT STUDENTS INTERESTED IN PURSUING A DEGREE IN AN AGRICULTURE-RELATED FIELD. THE $1,500 AWARD IS PAID DIRECTLY TO THE RECIPIENT'S COLLEGE OR UNIVERSITY TO BE USED TOWARD TUITION OR BOOKS. APPLICANTS MUST BE SENIORS GRADUATING FROM HIGH SCHOOL IN THE PUYALLUP, SUMNER, ORTING, BETHEL, EATONVILLE, WHITE RIVER OR ENUMCLAW SCHOOL DISTRICT; ATTENDING AN ACCREDITED TWO OR FOUR YEAR COLLEGE OR UNIVERSITY WITH DEMONSTRATED FINANCIAL NEED. PREFERENCE MAY BE GIVEN TO STUDENTS WHO HAVE PARTICIPATED IN FFA OR 4-H.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBullet

Attach to Form 990.
MediumBullet

Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

WASHINGTON STATE FAIR FOUNDATION

Employer identification number

26-1250496

Part I

Identification of Disregarded Entities Complete if the organization answered "Yes" on Form 990, Part IV, line 33.

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity

Part II

Identification of Related Tax-Exempt Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) WESTERN WASHINGTON FAIR ASSOCIATION 110 - 9TH AVENUE SW PUYALLUP,WA98371 91-0470250	TO PROVIDE SPRING & FALL FAIRS FOR THE EDUCATIONAL BENEFIT OF THE COMMUNITY	WA	501(C)(3)	9	N/A		No

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

Schedule R (Form 990) 2014

Page 2

Part III

Identification of Related Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	Yes	No

Schedule R (Form 990) 2014

Page 3

Part V

Transactions With Related Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.

Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .

b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

g Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

h Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

i Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

j Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .

l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .

m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .

n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .

o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

q Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

r Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved
(1) WESTERN WASHINGTON FAIR ASSOCIATION	B	102,245
(2) WESTERN WASHINGTON FAIR ASSOCIATION	O	80,629

Schedule R (Form 990) 2014

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 37.

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(e) Are all partners section 501(c)(3) organizations?		(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Schedule R (Form 990) 2014

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R (see instructions).

Return Reference	Explanation

Schedule R (Form 990) 2014

Additional Data

Software ID:
Software Version:

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	307,630	286,621
9	Program service revenue (Part VIII, line 2g) .........	0	0
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	75,372	96,996
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	-15,662	-7,775
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	367,340	375,842
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	175,125	197,910
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	104,918	109,805
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 87,725
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	64,412	95,938
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	344,455	403,653
19	Revenue less expenses. Subtract line 18 from line 12.......	22,885	-27,811
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	2,853,913	2,746,464
21	Total liabilities (Part X, line 26).............	635	0
22	Net assets or fund balances. Subtract line 21 from line 20.....	2,853,278	2,746,464

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 95,665 including grants of $ 95,665 ) (Revenue $ )
	THE WASHINGTON STATE FAIR FOUNDATION SCHOLARSHIP PROGRAM ASSISTS WASHINGTON STATE STUDENTS PURSUING HIGHER EDUCATION BY PROVIDING SCHOLARSHIPS. EACH YEAR A SELECTION OF SCHOLARSHIPS ARE AWARDED TO MOTIVATED STUDENTS WORKING TOWARD DIRECT CAREER PATHS. FOR FISCAL YEAR ENDING NOVEMBER 30, 2015. 41 AWARDS WERE GIVEN TOWARD STUDENTS' TUITION AND BOOKS. THESE AWARDS TOTALED $95,665 FOR 2015 AND WERE PAID TO THE COLLEGES, UNIVERSITIES AND VOCATIONAL TECHNICAL SCHOOLS AWARDEES ATTENDED.

4b	(Code: ) (Expenses $ 64,618 including grants of $ 64,618 ) (Revenue $ )
	THE FOUNDATION SUPPORTS THE OPERATION OF THE WASHINGTON STATE FAIR'S TRAVELING FARM, WHICH BRINGS AGRICULTUAL EDUCATION, NUTRITIONAL AWARENESS, AND AN APPRECIATION FOR THE ROLE OF FARMING TO YOUNG CHILDREN IN A FIELD TRIP EXPERIENCE AT THEIR SCHOOL CAMPUS. THE TRAVELING FARM VISITS SCHOOLS WITH LIVE ANIMALS AND INTERACTIVE, EDUCATIONAL EXHIBITS AT NO COST TO SCHOOLS, TEACHERS OR FAMILIES. ANNUALLY, THE TRAVELING FARM VISITS AN AVERAGE OF 10,000 STUDENTS. THE FOUNDATION RAISED THE MONEY FOR A NEW ANIMAL TRANSPORT VEHICLE FOR THE FISCAL YEAR ENDING NOVEMBER 30, 2015 AS WELL.

4c	(Code: ) (Expenses $ 26,627 including grants of $ 26,627 ) (Revenue $ )
	TRAVELING FARM ANIMAL, DONATIONS FOR VEHICLES TO THE WASHINGTON STATE FAIR AND OTHER PROGRAM SERVICE RELATED EXPENSES

	(Code: ) (Expenses $ 36,964 including grants of $ 11,000 ) (Revenue $ 1,445 )
	FAIRVIEW CLUB, DONATIONS FOR ARCHIVE SOFTWARE TO THE WASHINGTON STATE FAIR AND OTHER PROGRAM SERVICE RELATED EXPENSES.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 36,964 including grants of $ 11,000 ) (Revenue $ 1,445 )
4e	Total program service expenses223,874

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	349,183	0	22,305

(A) Name and business address	(B) Description of services	(C) Compensation





2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 0

1	Briefly describe the organization’s mission or most significant activities: THE MISSION OF THE WASHINGTON STATE FAIR FOUNDATION IS TO FINANCIALLY SUPPORT THE SCHOLARSHIP AND EDUCATIONAL PROGRAMS OF THE WASHINGTON STATE FAIR AND TO HELP PRESERVE AND IMPROVE THE FAIR FOR FUTURE GENERATIONS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	20
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	16
5	Total number of individuals employed in calendar year 2014 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	40
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(18) LYN ANDERSON........................................................................ DIRECTOR	2.00 .......................	X	0	0	0
(19) MIKE EGAN........................................................................ DIRECTOR	2.00 .......................	X	0	0	0
(20) TIM YEOMANS........................................................................ DIRECTOR	2.00 .......................	X	0	0	0

				(A) Total revenue	(B) Related or exempt function revenue	(C) Unrelated business revenue	(D) Revenue excluded from tax under sections 512-514
1a	Federated campaigns..1a
b	Membership dues....1b
c	Fundraising events....1c		83,818
d	Related organizations...1d		80,629
e	Government grants (contributions)1e

f	All other contributions, gifts, grants, and similar amounts not included above1f		122,174

g	Noncash contributions included in lines 1a-1f:$		132,525
h	Total. Add lines 1a-1f.......			286,621
			Business Code
2a
b
c
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........
3	Investment income (including dividends, interest, and other similar amounts).......			96,996			96,996
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses
c	Gain or (loss)
d	Net gain or (loss)..........
8a	Gross income from fundraising events (not including $ 83,818 of contributions reported on line 1c). See Part IV, line 18 ..
	a		93,205
b	Less: direct expenses ...b		102,425
c	Net income or (loss) from fundraising events..			-9,220			-9,220
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..
Miscellaneous Revenue			Business Code
11a	MISCELLANEOUS		900099	1,445	1,445
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			1,445
12	Total revenue. See Instructions......			375,842	1,445	0	87,776


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			367,474	1	367,373
2	Savings and temporary cash investments .........			47,322	2	47,336
3	Pledges and grants receivable, net ...........			133,071	3	78,501
4	Accounts receivable, net .............				4
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
					5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
					6
7	Notes and loans receivable, net .............				7
8	Inventories for sale or use ..............			1,478	8	0
9	Prepaid expenses and deferred charges ..........				9
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	6,193
b	Less: accumulated depreciation .....	10b	0	6,193	10c	6,193
11	Investments—publicly traded securities ..........				11
12	Investments—other securities. See Part IV, line 11 .....			2,298,375	12	2,247,061
13	Investments—program-related. See Part IV, line 11 .....				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........				15
16	Total assets. Add lines 1 through 15 (must equal line 34)......			2,853,913	16	2,746,464
17	Accounts payable and accrued expenses .........			635	17	0
18	Grants payable .................				18
19	Deferred revenue ................				19
20	Tax-exempt bond liabilities .............				20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..				21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........				22
23	Secured mortgages and notes payable to unrelated third parties ..				23
24	Unsecured notes and loans payable to unrelated third parties ....				24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................				25
26	Total liabilities. Add lines 17 through 25.........			635	26	0
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			418,904	27	382,879
28	Temporarily restricted net assets ...........			2,434,374	28	2,363,585
29	Permanently restricted net assets ...........				29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds				32
33	Total net assets or fund balances ...........			2,853,278	33	2,746,464
34	Total liabilities and net assets/fund balances ........			2,853,913	34	2,746,464