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) CATHERINE SLOSS JONES........................................................................ DIRECTOR AND CHAIRMAN	0.50 .......................	X	X
(2) PETER T WORTHEN........................................................................ DIRECTOR AND VICE CHAIR	0.90 .......................	X	X
(3) ANN M PURDY........................................................................ DIRECTOR AND TREASURER	0.80 .......................	X	X
(4) ANDRE TAYLOR........................................................................ DIRECTOR AND SECRETARY	0.50 .......................	X	X
(5) WILLIAM P ACKER III........................................................................ DIRECTOR	0.40 .......................	X
(6) WALTER M BEALE JR........................................................................ DIRECTOR	0.20 .......................	X
(7) SLADE BLACKWELL........................................................................ DIRECTOR	0.20 .......................	X
(8) DUNCAN BLAIR........................................................................ DIRECTOR	0.30 .......................	X
(9) JAY BRANDRUP........................................................................ DIRECTOR	0.40 .......................	X
(10) DELL BROOKE........................................................................ DIRECTOR	0.10 .......................	X
(11) ROBERT O BURTON........................................................................ DIRECTOR	0.10 .......................	X
(12) THOMAS N CARRUTHERS JR........................................................................ DIRECTOR	0.40 .......................	X
(13) LINDA COLEMAN........................................................................ DIRECTOR	0.10 .......................	X
(14) ROBERT M COUCH........................................................................ DIRECTOR	0.40 .......................	X
(15) DERROL DAWKINS MD........................................................................ DIRECTOR	0.10 .......................	X
(16) GARRY L GAUSE........................................................................ DIRECTOR	0.10 .......................	X
(17) BRENDA HACKNEY........................................................................ DIRECTOR	0.20 .......................	X

(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)
(18) WILL HANCOCK........................................................................ DIRECTOR	0.30 .......................	X			0	0
(19) BILL HORTON........................................................................ DIRECTOR	0.20 .......................	X			0	0
(20) GREG JOHNSTON........................................................................ DIRECTOR	0.20 .......................	X			0	0
(21) JAMES E LIVINGSTON........................................................................ DIRECTOR	0.10 .......................	X			0	0
(22) FRANK H LONG JR........................................................................ DIRECTOR	0.50 .......................	X			0	0
(23) SCOTT MCBRAYER........................................................................ DIRECTOR	0.10 .......................	X			0	0
(24) MARK S MCCOLL........................................................................ DIRECTOR	0.20 .......................	X			0	0
(25) ROBERT MCKENNA PHD........................................................................ DIRECTOR	0.20 .......................	X			0	0
(26) AIMEE B MCLAIN MD........................................................................ DIRECTOR	0.20 .......................	X			0	0
(27) AUBREY S MILLER........................................................................ DIRECTOR	0.20 .......................	X			0	0
(28) ANNE M OBERHEU MD........................................................................ DIRECTOR	0.50 .......................	X			0	0
(29) MICHAEL PATTERSON........................................................................ DIRECTOR	0.20 .......................	X			0	0
(30) DON A SCIVLEY........................................................................ DIRECTOR	0.30 .......................	X			0	0
(31) TOM SHUFFLEBARGER........................................................................ DIRECTOR	0.40 .......................	X			0	0
(32) GRAHAM SISSON JR........................................................................ DIRECTOR	0.40 .......................	X			0	0
(33) ROBERT SPOTSWOOD........................................................................ DIRECTOR	0.40 .......................	X			0	0
(34) MICHAEL E STEPHENS........................................................................ DIRECTOR	0.10 .......................	X			0	0
(35) ROBERT A WASON IV........................................................................ DIRECTOR	0.40 .......................	X			0	0
(36) JOEL T WELKER........................................................................ DIRECTOR	0.20 .......................	X			0	0
(37) LINDA WILDER........................................................................ DIRECTOR	0.40 .......................	X			0	0
(38) TERRI Q WILLIAMS........................................................................ DIRECTOR	0.20 .......................	X			0	0
(39) JEFF UNDERWOOD........................................................................ PRESIDENT	40.00 .......................		X		260,676	28,774
(40) CATHY MILLER........................................................................ CFO AND DIRECTOR OF ADMINI	40.00 .......................		X		167,515	22,388
(41) BETH CURRY........................................................................ CHIEF PROGRAM OFFICER	40.00 .......................		X		158,087	19,819
(42) AMY RAUWORTH........................................................................ DIR POLICY & PUBLIC AFFAIRS	40.00 .......................			X	100,923	17,136

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.	(A) Total expenses	(B) Program service expenses	(C) Management and general expenses	(D) Fundraising expenses
1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ....
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16 ............
4	Benefits paid to or for members ....
5	Compensation of current officers, directors, trustees, and key employees ....	775,317	334,404	397,495	43,418
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....
7	Other salaries and wages ....	3,896,713	2,562,328	1,010,300	324,085
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	91,958	66,995	16,224	8,739
9	Other employee benefits .......	421,077	264,088	120,738	36,251
10	Payroll taxes ...........	338,149	209,270	101,144	27,735
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	44,612		44,612
c	Accounting ...........	26,400		26,400
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......	61,565		61,565
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ....	516,484	157,144	347,069	12,271
12	Advertising and promotion ....	126,019	89,074	18,277	18,668
13	Office expenses .......	256,136	78,098	161,976	16,062
14	Information technology ......
15	Royalties ..
16	Occupancy ...........	664,332	1,897,584	-1,252,775	19,523
17	Travel ............	585,355	533,822	34,589	16,944
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....	28,959	11,467	14,697	2,795
20	Interest ...........	338,813	330,916	4,265	3,632
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	969,886	947,282	12,209	10,395
23	Insurance ..............	145,050		145,050
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	MINOR EQUIPMENT	130,880	79,287	50,664	929
b	REPAIRS AND MAINTENANCE	94,092	5,057	89,035
c	MAINTENANCE CONTRACTS	50,775	1,120	49,125	530
d	EQUIPMENT RENTAL AND RE	16,374	16,374
e	All other expenses	37,721	35,156	2,565
25	Total functional expenses. Add lines 1 through 24e	9,616,667	7,619,466	1,455,224	541,977
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

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 .............	300	1	300
2	Savings and temporary cash investments .........	847,302	2	1,863,686
3	Pledges and grants receivable, net ...........	11,544	3	25,890
4	Accounts receivable, net .............	182,667	4	432,073
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 ..............	1,682	8	1,790
9	Prepaid expenses and deferred charges ..........	78,541	9	55,502
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	49,655,418
b	Less: accumulated depreciation .....	10b	28,158,493	21,718,996	10c	21,496,925
11	Investments—publicly traded securities ..........		11
12	Investments—other securities. See Part IV, line 11 .....	59,985,948	12	53,329,435
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........	201,471	15	183,244
16	Total assets. Add lines 1 through 15 (must equal line 34)......	83,028,451	16	77,388,845
	17	Accounts payable and accrued expenses .........	748,543	17	847,652
18	Grants payable .................		18
19	Deferred revenue ................	173,782	19	106,622
20	Tax-exempt bond liabilities .............	10,317,423	20	9,479,738
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....................	33,674	25	33,745
26	Total liabilities. Add lines 17 through 25.........	11,273,422	26	10,467,757
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	71,268,106	27	66,496,870
28	Temporarily restricted net assets ...........	366,235	28	302,985
29	Permanently restricted net assets ...........	120,688	29	121,233
	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 ...........	71,755,029	33	66,921,088
34	Total liabilities and net assets/fund balances ........	83,028,451	34	77,388,845

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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

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.") ....	1,588,602	1,298,999	2,290,392	2,603,585	3,006,362	10,787,940
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	1,588,602	1,298,999	2,290,392	2,603,585	3,006,362	10,787,940
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)..
6	Public support. Subtract line 5 from line 4.						10,787,940

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..	1,588,602	1,298,999	2,290,392	2,603,585	3,006,362	10,787,940
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	3,917,293	3,486,953	3,807,356	4,566,052	6,420,206	22,197,860
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.)..	35,487	21,008	20,169	25,932	169,287	271,883
11	Total support Add lines 7 through 10.						33,257,683

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)) .........

32.440 %

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

33.220 %

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
1. TEN PERCENT OF SUPPORT REQUIREMENT: LAKESHORE FOUNDATION HAS MET THE REQUIREMENT OF AT LEAST 10% OF TOTAL SUPPORT COMING FROM THE PUBLIC AND GOVERNMENT SINCE FISCAL YEAR 2007. THE PUBLIC SUPPORT PERCENTAGE FOR FISCAL YEAR ENDING SEPTEMBER 30, 2015 WAS 32.44%. 2. ATTRACTION OF PUBLIC SUPPORT REQUIREMENT: LAKESHORE FOUNDATION ENGAGES IN A VARIETY OF CONTINUOUS FUNDRAISING EFFORTS TO ATTRACT NEW AND ADDITIONAL PUBLIC AND GOVERNMENTAL SUPPORT. LAKESHORE FOUNDATION MAINTAINS A DEVELOPMENT STAFF FOR THE SOLICITATION OF GIFTS AND GRANTS FROM THE GENERAL PUBLIC, CORPORATIONS, FOUNDATIONS, OTHER PUBLIC CHARITIES AND GOVERNMENT AGENCIES. THE DEVELOPMENT STAFF INCLUDES A FULL-TIME DIRECTOR OF DEVELOPMENT, FULL-TIME ASSOCIATE DIRECTOR OF DEVELOPMENT (GRANTS WRITER), FULL-TIME DEVELOPMENT AND SPECIAL EVENTS COORDINATOR, FULL-TIME DEVELOPMENT SPECIALIST AND A PART-TIME DEVELOPMENT SPECIALIST. LAKESHORE FOUNDATION MEETS REGULARLY WITH CURRENT AND PROSPECTIVE DONORS, SPEAKS AT MEETINGS, HOLDS FUND-RAISING EVENTS, WRITES GRANT PROPOSALS AND USES DIRECT MAIL SOLICITATION TO OBTAIN CHARITABLE GIFTS. THROUGH OUR FUNDRAISING EFFORTS, LAKESHORE FOUNDATION WILL CONTINUE TO STRIVE TO INCREASE PUBLIC SUPPORT IN FUTURE YEARS. 3. ADDITIONAL FACTORS TO BE CONSIDERED: (A) SOURCES OF SUPPORT: LAKESHORE FOUNDATION'S REVENUE IS DERIVED FROM A NUMBER OF SOURCES, INCLUDING CONTRIBUTIONS AND GRANTS, INVESTMENT AND RENTAL INCOME, AND PROGRAM FEES. THE SOURCES OF CONTRIBUTIONS ARE DIVERSE, INCLUDING INDIVIDUALS, CORPORATIONS, FOUNDATIONS, GRANTS FROM OTHER PUBLIC CHARITIES, GOVERNMENTAL GRANTS, INCOME FROM FUND RAISING EVENTS AND GIFTS-IN-KIND. DURING LAKESHORE FOUNDATION'S FISCAL YEAR ENDING SEPTEMBER 30, 2015, 1127 DONORS AND GRANTORS CONTRIBUTED APPROXIMATELY $3,000,000 TO THE ORGANIZATION. DURING LAKESHORE FOUNDATION'S FISCAL YEAR ENDING 2004, 204 DONORS CONTRIBUTED APPROXIMATELY $626,000 TO THE ORGANIZATION. THESE FACTS DEMONSTRATE A SIGNIFICANT INCREASE IN PUBLIC SUPPORT OVER THE PAST ELEVEN YEARS AND THAT DONORS ARE FROM A BROAD BASE OF CONTRIBUTORS RATHER THAN FROM MEMBERS OF A SINGLE FAMILY OR A FEW FAMILIES. (B) REPRESENTATIVE GOVERNING BODY: THE LAKESHORE FOUNDATION BOARD OF DIRECTORS CONSISTS OF 38 MEN AND WOMEN REPRESENTING A BROAD CROSS SECTION OF THE GENERAL COMMUNITY AND THE CONSTITUENCY SERVED BY THE ORGANIZATION. APPROXIMATELY 67% OF LAKESHORE'S DIRECTORS ARE AFRICAN AMERICAN, FEMALE, INDIVIDUALS WITH A DISABILITY OR PARENTS OF A CHILD WITH A DISABILITY. DIRECTORS INCLUDE CORPORATE, GOVERNMENTAL AND INSTITUTIONAL REPRESENTATIVES, AS WELL AS RETIREES AND CIVIC LEADERS. THE AGE RANGE OF DIRECTORS IS 40'S TO 80'S. THE BOARD INCLUDES PEOPLE WITH A VARIETY OF PROFESSIONAL QUALIFICATIONS, INCLUDING EXPERTISE IN THE AREAS OF BUSINESS, FINANCE, HEALTH CARE, LAW, AND COMMUNICATIONS.(C) PROVIDING SERVICES FOR THE BENEFIT OF THE GENERAL PUBLIC: LAKESHORE FOUNDATION SERVES CHILDREN AND ADULTS WITH PHYSICAL DISABILITY AND CHRONIC HEALTH CONDITIONS SUCH AS, BUT NOT LIMITED TO, SPINAL CORD INJURIES, STROKES, AMPUTATIONS, ARTHRITIS, MULTIPLE SCLEROSIS, DIABETES, CEREBRAL PALSY AND BIRTH CONDITIONS. OUR MISSION IS BASED ON THE FACT THAT PHYSICAL ACTIVITY IS ESSENTIAL FOR INDIVIDUALS WITH PHYSICAL DISABILITIES TO LEAD HEALTHY, ACTIVE, AND INDEPENDENT LIVES. LAKESHORE'S ADAPTED RECREATION, SPORT, FITNESS AND AQUATICS PROGRAMS SERVE PEOPLE LOCALLY, NATIONALLY AND INTERNATIONALLY.THE WORK OF LAKESHORE FOUNDATION FALLS INTO THREE BROAD CATEGORIES: ACTIVITY, RESEARCH, AND POLICY AND ADVOCACY. ACTIVITIES CONDUCTED BY LAKESHORE FOUNDATION INCLUDE ITS DAILY FITNESS AND AQUATICS CLASSES, RECREATIONAL AND COMPETITIVE SPORTS PROGRAMS, AFTER SCHOOL PROGRAMS, SUMMER AND DAY CAMPS FOR YOUTH AND OUTDOOR BASED RECREATION ACTIVITIES. FULL OR PARTIAL SCHOLARSHIPS, BASED ON DEMONSTRATED FINANCIAL NEED, ARE AWARDED TO INDIVIDUALS AND FAMILIES TO ENSURE THAT FINANCIAL RESOURCES ARE NOT A BARRIER TO PARTICIPATION IN LAKESHORE'S PROGRAMS. IN 2003, LAKESHORE FOUNDATION WAS DESIGNATED BY THE UNITED STATES OLYMPIC COMMITTEE (USOC) AS A U.S. OLYMPIC AND PARALYMPIC TRAINING SITE PROVIDING ATHLETES WITH ACCESS TO SPORTS SCIENCE, ON-SITE HOUSING AND DINING, AND TRAINING SERVICES. ATHLETES TRAINING AT LAKESHORE INCLUDE USA TEAMS OF WHEELCHAIR RUGBY, GOALBALL, WHEELCHAIR BASKETBALL AND OTHERS. IN ADDITION TO TRAINING ACTIVITIES, LAKESHORE HOSTS COMPETITIVE EVENTS FOR DEVELOPMENTAL, NATIONAL AND INTERNATIONAL TEAMS. LAKESHORE ALSO SERVES AS THE HIGH PERFORMANCE MANAGEMENT ORGANIZATION FOR USA WHEELCHAIR RUGBY THROUGH A CONTRACT WITH THE USOC.SINCE 2006, LAKESHORE'S LIMA FOXTROT PROGRAMS HAVE SERVED THOUSANDS OF INJURED MILITARY PERSONNEL AND THEIR FAMILIES FROM ACROSS THE NATION THROUGH ADAPTED SPORT AND RECREATION CAMPS AT NO COST TO THE PARTICIPANTS. THE LAKESHORE FOUNDATION/UAB RESEARCH COLLABORATIVE IS A WORLD-CLASS RESEARCH PROGRAM IN PHYSICAL ACTIVITY, HEALTH PROMOTION AND DISABILITY LINKING LAKESHORE'S EXTRAORDINARY PROGRAMS WITH UAB'S RESEARCH EXPERTISE. THE UNIQUE COLLABORATIVE ESTABLISHES LAKESHORE AS THE NATIONAL AND INTERNATIONAL LEADER IN PROMOTING EVIDENCE BASED SCIENCE AND PRACTICE IN PHYSICAL ACTIVITY, SPORT, HEALTH PROMOTION AND DISABILITY.LAKESHORE IS HOME TO THE NATIONAL CENTER ON HEALTH, PHYSICAL ACTIVITY AND DISABILITY (NCHPAD). THIS CENTER, FEDERALLY FUNDED BY THE CENTERS FOR DISEASE CONTROL AND PREVENTION, PROMOTES LEADERSHIP, TRAINING, WELLNESS AND PHYSICAL ACTIVITY ACROSS THE UNITED STATES. NCHPAD PROVIDES EDUCATIONAL SERVICES TO THE PUBLIC THROUGH DISTRIBUTION OF EDUCATIONAL MATERIALS.IN THE POLICY AND ADVOCACY AREA, LAKESHORE FOUNDATION WORKS TO REDUCE HEALTH DISPARITIES AND SUPPORTS THE ACHIEVEMENT OF OPTIMAL HEALTH FOR PEOPLE WITH PHYSICAL DISABILITY AND CHRONIC HEALTH CONDITIONS BY ENSURING PEOPLE WITH DISABILITY GAIN ACCESS TO HEALTH PROMOTING RESOURCES. LAKESHORE'S POLICY AND ADVOCACY EFFORT ADDRESSES THE CONSEQUENCES OF ENVIRONMENTAL, SOCIAL, AND ATTITUDINAL BARRIERS THAT PREVENT PEOPLE WITH DISABILITY FROM MAXIMUM PARTICIPATION IN SOCIETY.

Facts And Circumstances Test

1. TEN PERCENT OF SUPPORT REQUIREMENT: LAKESHORE FOUNDATION HAS MET THE REQUIREMENT OF AT LEAST 10% OF TOTAL SUPPORT COMING FROM THE PUBLIC AND GOVERNMENT SINCE FISCAL YEAR 2007. THE PUBLIC SUPPORT PERCENTAGE FOR FISCAL YEAR ENDING SEPTEMBER 30, 2015 WAS 32.44%. 2. ATTRACTION OF PUBLIC SUPPORT REQUIREMENT: LAKESHORE FOUNDATION ENGAGES IN A VARIETY OF CONTINUOUS FUNDRAISING EFFORTS TO ATTRACT NEW AND ADDITIONAL PUBLIC AND GOVERNMENTAL SUPPORT. LAKESHORE FOUNDATION MAINTAINS A DEVELOPMENT STAFF FOR THE SOLICITATION OF GIFTS AND GRANTS FROM THE GENERAL PUBLIC, CORPORATIONS, FOUNDATIONS, OTHER PUBLIC CHARITIES AND GOVERNMENT AGENCIES. THE DEVELOPMENT STAFF INCLUDES A FULL-TIME DIRECTOR OF DEVELOPMENT, FULL-TIME ASSOCIATE DIRECTOR OF DEVELOPMENT (GRANTS WRITER), FULL-TIME DEVELOPMENT AND SPECIAL EVENTS COORDINATOR, FULL-TIME DEVELOPMENT SPECIALIST AND A PART-TIME DEVELOPMENT SPECIALIST. LAKESHORE FOUNDATION MEETS REGULARLY WITH CURRENT AND PROSPECTIVE DONORS, SPEAKS AT MEETINGS, HOLDS FUND-RAISING EVENTS, WRITES GRANT PROPOSALS AND USES DIRECT MAIL SOLICITATION TO OBTAIN CHARITABLE GIFTS. THROUGH OUR FUNDRAISING EFFORTS, LAKESHORE FOUNDATION WILL CONTINUE TO STRIVE TO INCREASE PUBLIC SUPPORT IN FUTURE YEARS. 3. ADDITIONAL FACTORS TO BE CONSIDERED: (A) SOURCES OF SUPPORT: LAKESHORE FOUNDATION'S REVENUE IS DERIVED FROM A NUMBER OF SOURCES, INCLUDING CONTRIBUTIONS AND GRANTS, INVESTMENT AND RENTAL INCOME, AND PROGRAM FEES. THE SOURCES OF CONTRIBUTIONS ARE DIVERSE, INCLUDING INDIVIDUALS, CORPORATIONS, FOUNDATIONS, GRANTS FROM OTHER PUBLIC CHARITIES, GOVERNMENTAL GRANTS, INCOME FROM FUND RAISING EVENTS AND GIFTS-IN-KIND. DURING LAKESHORE FOUNDATION'S FISCAL YEAR ENDING SEPTEMBER 30, 2015, 1127 DONORS AND GRANTORS CONTRIBUTED APPROXIMATELY $3,000,000 TO THE ORGANIZATION. DURING LAKESHORE FOUNDATION'S FISCAL YEAR ENDING 2004, 204 DONORS CONTRIBUTED APPROXIMATELY $626,000 TO THE ORGANIZATION. THESE FACTS DEMONSTRATE A SIGNIFICANT INCREASE IN PUBLIC SUPPORT OVER THE PAST ELEVEN YEARS AND THAT DONORS ARE FROM A BROAD BASE OF CONTRIBUTORS RATHER THAN FROM MEMBERS OF A SINGLE FAMILY OR A FEW FAMILIES. (B) REPRESENTATIVE GOVERNING BODY: THE LAKESHORE FOUNDATION BOARD OF DIRECTORS CONSISTS OF 38 MEN AND WOMEN REPRESENTING A BROAD CROSS SECTION OF THE GENERAL COMMUNITY AND THE CONSTITUENCY SERVED BY THE ORGANIZATION. APPROXIMATELY 67% OF LAKESHORE'S DIRECTORS ARE AFRICAN AMERICAN, FEMALE, INDIVIDUALS WITH A DISABILITY OR PARENTS OF A CHILD WITH A DISABILITY. DIRECTORS INCLUDE CORPORATE, GOVERNMENTAL AND INSTITUTIONAL REPRESENTATIVES, AS WELL AS RETIREES AND CIVIC LEADERS. THE AGE RANGE OF DIRECTORS IS 40'S TO 80'S. THE BOARD INCLUDES PEOPLE WITH A VARIETY OF PROFESSIONAL QUALIFICATIONS, INCLUDING EXPERTISE IN THE AREAS OF BUSINESS, FINANCE, HEALTH CARE, LAW, AND COMMUNICATIONS.(C) PROVIDING SERVICES FOR THE BENEFIT OF THE GENERAL PUBLIC: LAKESHORE FOUNDATION SERVES CHILDREN AND ADULTS WITH PHYSICAL DISABILITY AND CHRONIC HEALTH CONDITIONS SUCH AS, BUT NOT LIMITED TO, SPINAL CORD INJURIES, STROKES, AMPUTATIONS, ARTHRITIS, MULTIPLE SCLEROSIS, DIABETES, CEREBRAL PALSY AND BIRTH CONDITIONS. OUR MISSION IS BASED ON THE FACT THAT PHYSICAL ACTIVITY IS ESSENTIAL FOR INDIVIDUALS WITH PHYSICAL DISABILITIES TO LEAD HEALTHY, ACTIVE, AND INDEPENDENT LIVES. LAKESHORE'S ADAPTED RECREATION, SPORT, FITNESS AND AQUATICS PROGRAMS SERVE PEOPLE LOCALLY, NATIONALLY AND INTERNATIONALLY.THE WORK OF LAKESHORE FOUNDATION FALLS INTO THREE BROAD CATEGORIES: ACTIVITY, RESEARCH, AND POLICY AND ADVOCACY. ACTIVITIES CONDUCTED BY LAKESHORE FOUNDATION INCLUDE ITS DAILY FITNESS AND AQUATICS CLASSES, RECREATIONAL AND COMPETITIVE SPORTS PROGRAMS, AFTER SCHOOL PROGRAMS, SUMMER AND DAY CAMPS FOR YOUTH AND OUTDOOR BASED RECREATION ACTIVITIES. FULL OR PARTIAL SCHOLARSHIPS, BASED ON DEMONSTRATED FINANCIAL NEED, ARE AWARDED TO INDIVIDUALS AND FAMILIES TO ENSURE THAT FINANCIAL RESOURCES ARE NOT A BARRIER TO PARTICIPATION IN LAKESHORE'S PROGRAMS. IN 2003, LAKESHORE FOUNDATION WAS DESIGNATED BY THE UNITED STATES OLYMPIC COMMITTEE (USOC) AS A U.S. OLYMPIC AND PARALYMPIC TRAINING SITE PROVIDING ATHLETES WITH ACCESS TO SPORTS SCIENCE, ON-SITE HOUSING AND DINING, AND TRAINING SERVICES. ATHLETES TRAINING AT LAKESHORE INCLUDE USA TEAMS OF WHEELCHAIR RUGBY, GOALBALL, WHEELCHAIR BASKETBALL AND OTHERS. IN ADDITION TO TRAINING ACTIVITIES, LAKESHORE HOSTS COMPETITIVE EVENTS FOR DEVELOPMENTAL, NATIONAL AND INTERNATIONAL TEAMS. LAKESHORE ALSO SERVES AS THE HIGH PERFORMANCE MANAGEMENT ORGANIZATION FOR USA WHEELCHAIR RUGBY THROUGH A CONTRACT WITH THE USOC.SINCE 2006, LAKESHORE'S LIMA FOXTROT PROGRAMS HAVE SERVED THOUSANDS OF INJURED MILITARY PERSONNEL AND THEIR FAMILIES FROM ACROSS THE NATION THROUGH ADAPTED SPORT AND RECREATION CAMPS AT NO COST TO THE PARTICIPANTS. THE LAKESHORE FOUNDATION/UAB RESEARCH COLLABORATIVE IS A WORLD-CLASS RESEARCH PROGRAM IN PHYSICAL ACTIVITY, HEALTH PROMOTION AND DISABILITY LINKING LAKESHORE'S EXTRAORDINARY PROGRAMS WITH UAB'S RESEARCH EXPERTISE. THE UNIQUE COLLABORATIVE ESTABLISHES LAKESHORE AS THE NATIONAL AND INTERNATIONAL LEADER IN PROMOTING EVIDENCE BASED SCIENCE AND PRACTICE IN PHYSICAL ACTIVITY, SPORT, HEALTH PROMOTION AND DISABILITY.LAKESHORE IS HOME TO THE NATIONAL CENTER ON HEALTH, PHYSICAL ACTIVITY AND DISABILITY (NCHPAD). THIS CENTER, FEDERALLY FUNDED BY THE CENTERS FOR DISEASE CONTROL AND PREVENTION, PROMOTES LEADERSHIP, TRAINING, WELLNESS AND PHYSICAL ACTIVITY ACROSS THE UNITED STATES. NCHPAD PROVIDES EDUCATIONAL SERVICES TO THE PUBLIC THROUGH DISTRIBUTION OF EDUCATIONAL MATERIALS.IN THE POLICY AND ADVOCACY AREA, LAKESHORE FOUNDATION WORKS TO REDUCE HEALTH DISPARITIES AND SUPPORTS THE ACHIEVEMENT OF OPTIMAL HEALTH FOR PEOPLE WITH PHYSICAL DISABILITY AND CHRONIC HEALTH CONDITIONS BY ENSURING PEOPLE WITH DISABILITY GAIN ACCESS TO HEALTH PROMOTING RESOURCES. LAKESHORE'S POLICY AND ADVOCACY EFFORT ADDRESSES THE CONSEQUENCES OF ENVIRONMENTAL, SOCIAL, AND ATTITUDINAL BARRIERS THAT PREVENT PEOPLE WITH DISABILITY FROM MAXIMUM PARTICIPATION IN SOCIETY.

Return Reference	Explanation
SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME:	MISCELLANEOUS INCOME - 2010 AMOUNT: $ 6,227. 2011 AMOUNT: $ 6,004. 2012 AMOUNT: $ 5,602. 2013 AMOUNT: $ 3,801. 2014 AMOUNT: $ 6,263. OTHER INCOME FROM GIFTS FOR BENEFITS RECD - 2010 AMOUNT: $ 29,260. 2011 AMOUNT: $ 15,004. 2012 AMOUNT: $ 14,567. 2014 AMOUNT: $ 21,975. PROCEEDS FROM INSURANCE SETTLEMENTS - 2013 AMOUNT: $ 22,131. 2014 AMOUNT: $ 141,049.

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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

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 LAKESHORE 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 LAKESHORE 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
LAKESHORE FOUNDATION

Employer identification number

63-0288847

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 C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet

Complete if the organization is described below. SchCMd Bullet

Attach to Form 990 or Form 990-EZ.
SchCMd Bullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

If the organization answered "Yes" to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet

Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet

Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet

Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet

Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet

Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" to Form 990, Part IV, Line 5 (Proxy Tax) (see separate instructions) or Form 990-EZ, Part V, line 35c (Proxy Tax) (see separate instructions), then
Round Bullet

Section 501(c)(4), (5), or (6) organizations: Complete Part III.

Name of the organization

LAKESHORE FOUNDATION

Employer identification number

63-0288847

Part I-A

Complete if the organization is exempt under section 501(c) or is a section 527 organization.

Provide a description of the organization’s direct and indirect political campaign activities in Part IV.

Political expenditures .................................... SchCMd Bullet

Volunteer hours ........................................

Part I-B

Complete if the organization is exempt under section 501(c)(3).

Enter the amount of any excise tax incurred by the organization under section 4955 ......... SchCMd Bullet

Enter the amount of any excise tax incurred by organization managers under section 4955 ...... SchCMd Bullet

If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............

Yes No

Was a correction made? .........................................

Yes No

If "Yes," describe in Part IV.

Part I-C

Complete if the organization is exempt under section 501(c), except section 501(c)(3).

Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet

Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt function activities ................................... SchCMd Bullet

Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b.. SchCMd Bullet

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

Yes No

Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.

(a) Name	(b) Address	(c) EIN	(d) Amount paid from filing organization's funds. If none, enter -0-.	(e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2014

Page 2

Part II-A

Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).

A Check SchCMd Bullet

if the filing organization belongs to an affiliated group (and list in Part IV each affiliated group member's name, address, EIN, expenses, and share of excess lobbying expenditures).
B Check SchCMd Bullet

if the filing organization checked box A and "limited control" provisions apply.

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(b) Affiliated group totals
1a	Total lobbying expenditures to influence public opinion (grass roots lobbying) ......
b	Total lobbying expenditures to influence a legislative body (direct lobbying) .......
c	Total lobbying expenditures (add lines 1a and 1b) ...................
d	Other exempt purpose expenditures ........................
e	Total exempt purpose expenditures (add lines 1c and 1d) ...............
f	Lobbying nontaxable amount. Enter the amount from the following table in both columns.
	If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
	Not over $500,00020% of the amount on line 1e.
	Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
	Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
	Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
	Over $17,000,000$1,000,000.

g	Grassroots nontaxable amount (enter 25% of line 1f) .................
h	Subtract line 1g from line 1a. If zero or less, enter -0-. ................
i	Subtract line 1f from line 1c. If zero or less, enter -0-. ................
j	If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting section 4911 tax for this year? ......................................	Yes No

4-Year Averaging Period Under section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the separate instructions for lines 2a through 2f.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2011	(b) 2012	(c) 2013	(d) 2014	(e) Total

2a	Lobbying nontaxable amount

b	Lobbying ceiling amount (150% of line 2a, column(e))

c	Total lobbying expenditures

d	Grassroots nontaxable amount

e	Grassroots ceiling amount (150% of line 2d, column (e))

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2014

Page 3

Part II-B

Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).

For each "Yes" response to lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.

(a)

Yes

(b)

Amount

During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:

Volunteers? .........................................

Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....

Yes

Media advertisements? ....................................

Mailings to members, legislators, or the public? .........................

Publications, or published or broadcast statements? .......................

Grants to other organizations for lobbying purposes? .......................

Direct contact with legislators, their staffs, government officials, or a legislative body? ........

Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......

Other activities? ..........................

Yes

2,688

Total. Add lines 1c through 1i ...............................

2,688

Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....

If "Yes," enter the amount of any tax incurred under section 4912 .................

If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....

If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? .......

Part III-A

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).

Yes

Were substantially all (90% or more) dues received nondeductible by members? ................

Did the organization make only in-house lobbying expenditures of $2,000 or less? ................

Did the organization agree to carry over lobbying and political expenditures from the prior year? ..........

Part III-B

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either (a) BOTH Part III-A, lines 1 and 2, are answered "No" OR (b) Part III-A, line 3, is answered “Yes."

Dues, assessments and similar amounts from members .....................

Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).

Current year .........................................

Carryover from last year ....................................

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

Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .

If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ................................

Taxable amount of lobbying and political expenditures (see instructions) ..............

Part IV

Supplemental Information

Provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; Part II-A (affiliated group list); Part II-A, lines 1 and 2 (see instructions), and Part ll-B, line 1. Also, complete this part for any additional information.

Return Reference	Explanation
PART II-B, LINE 1:	INDIRECT MEMBERSHIP IN LOBBYING ORGANIZATION $1,750 CONTRACTED SERVICES $455 8 HOURS OF PAID STAFF TIME $483

Schedule C (Form 990 or 990EZ) 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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

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 ....	7,630,537	7,629,400	8,112,434	8,343,667	8,683,333
b	Contributions ........	241,435	200,622	120,172	268,356	460,759
c	Net investment earnings, gains, and losses	330,147	209,071	128,716	88,830	68,823
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........	481,862	408,556	731,922	588,419	869,248
f	Administrative expenses ....
g	End of year balance ......	7,720,257	7,630,537	7,629,400	8,112,434	8,343,667

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

Board designated or quasi-endowment SchDMd Bullet

95.000 %

Permanent endowment SchDMd Bullet

2.000 %

Temporarily restricted endowment SchDMd Bullet

3.000 %

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		(a) Cost or other basis (investment)	(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	16,176	195,000		211,176
b	Buildings ................	6,886,809	26,812,888	15,042,832	18,656,865
c	Leasehold improvements ............	3,173,258	1,617,243	3,627,252	1,163,249
d	Equipment ................	6,492,640	2,349,296	8,189,353	652,583
e	Other .................	998,892	1,113,216	1,299,056	813,052
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......					21,496,925

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) CORPORATE BONDS	25,625	F
(B) HEDGE FUNDS & ALT INV	1,339,412	C
(C) OTHER ALTERNATIVE INV	8,668,397	F
(D) CASH SWEEP ACCT	334,393	F
(E) EQUITY FUNDS	13,449,540	F
(F) BALANCED FUNDS	1,808,823	F
(G) FIXED INCOME FUNDS	5,051,647	F
(H) INTL FUNDS	22,651,598	F

Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	53,329,435

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
INVESTMENT MANAGERS FEES		5,900
RUGBY		27,845







Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		33,745
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
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1.....................		3
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
c	Add lines 4a and 4b.......................		4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

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
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
e	Add lines 2a through 2d......................		2e
3	Subtract line 2e from line 1.....................		3
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
c	Add lines 4a and 4b.......................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5

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:

PERMANENT ENDOWNMENT FOR SCHOLARSHIPS - $121,233 TEMPORARILY RESTRICTED PROGRAM EXPENSES - $302,985 BOARD DESIGNATED FUNDS FOR RESEARCH ACTIVITIES - $7,296,039

PART X, LINE 2:

THE LAKESHORE FOUNDATION AND THE LAKESHORE SUPPORT ORGANIZATION ACCOUNT FOR UNCERTAINTY IN INCOME TAXES IN ACCORDANCE WITH THE ACCOUNTING STANDARDS CODIFICATION (ASC). THE LAKESHORE FOUNDATION AND THE LAKESHORE SUPPORT ORGANIZATION HAVE DETERMINED THAT THEY DO NOT HAVE ANY TAX POSITIONS AT SEPTEMBER 30, 2015, THAT THEY WOULD BE UNABLE TO SUBSTANTIATE. TAX RETURNS FOR THE LAKESHORE FOUNDATION AND THE LAKESHORE SUPPORT ORGANIZATION WERE FILED THROUGH THE FISCAL YEAR ENDED SEPTEMBER 30, 2015. TAX RETURNS FOR THE LAKESHORE FOUNDATION AND THE LAKESHORE SUPPORT ORGANIZATION FOR THE FISCAL YEAR 2012 AND SUBSEQUENT REMAIN SUBJECT TO EXAMINATION.

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
LAKESHORE FOUNDATION

Employer identification number

63-0288847

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 AMAZING RACE (event type)	(b) Event #2 GEORGE W. BUSH (event type)	(c) Other events 1 (total number)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	31,196	514,964	2,586	548,746
2	Less: Contributions . .	31,196	492,989	2,586	526,771
3	Gross income (line 1 minus line 2) . . .		21,975		21,975
4	Cash prizes . . .
5	Noncash prizes . .	770			770
6	Rent/facility costs . .
7	Food and beverages .	3,483	41,600		45,083
8	Entertainment . . .		254,021		254,021
9	Other direct expenses .	3,651	59,036	3,241	65,928
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........				365,802
11	Net income summary. Subtract line 10 from line 3, column (d)...........				-343,827

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 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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

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....

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? ..

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)
1JEFF UNDERWOODPRESIDENT	(i) (ii)	216,085 ............................... 0	44,591 ............................... 0	0 ............................... 0	18,780 ............................... 0	10,890 ............................... 0	290,346 ............................... 0	0 ............................... 0
2CATHY MILLERCFO AND DIRECTOR OF ADMINI	(i) (ii)	149,610 ............................... 0	17,905 ............................... 0	0 ............................... 0	12,457 ............................... 0	10,992 ............................... 0	190,964 ............................... 0	0 ............................... 0
3BETH CURRYCHIEF PROGRAM OFFICER	(i) (ii)	141,665 ............................... 0	16,422 ............................... 0	0 ............................... 0	10,494 ............................... 0	10,387 ............................... 0	178,968 ............................... 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 (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part IV, line 24a. Provide descriptions,
explanations, and any additional information in Part VI.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
LAKESHORE FOUNDATION

Employer identification number
63-0288847

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	THE MEDICAL CLINIC BOARD OF THE CITY OF HOMEWOOD	63-6001295	437891CP7	09-29-2009	6,493,527	REFUNDED SERIES 2000 BONDS THROUG ISSUANCE OF SERIES 2009 BONDS		X		X		X
B	THE MEDICAL CLINIC BOARD OF THE CITY OF HOMEWOOD	63-6001295		11-01-2013	5,867,500	REFUNDED SERIES 2005 BONDS THROUGH ISSUANCE OF SERIES 2013 BOND		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	2,005,000		861,766
2 Amount of bonds legally defeased . . . . . . . . . . .
3 Total proceeds of issue . . . . . . . . . . . . . .	6,493,527		5,867,500
4 Gross proceeds in reserve funds . . . . . . . . . . . .
5 Capitalized interest from proceeds . . . . . . . . . . .	25,000
6 Proceeds in refunding escrows . . . . . . . . . . . .
7 Issuance costs from proceeds . . . . . . . . . . . .	128,107		67,500
8 Credit enhancement from proceeds . . . . . . . . . . .
9 Working capital expenditures from proceeds . . . . . . . . .
10 Capital expenditures from proceeds . . . . . . . . . . .
11 Other spent proceeds . . . . . . . . . . . . . .	6,340,420		5,800,000
12 Other unspent proceeds . . . . . . . . . . . . . .
13 Year of substantial completion . . . . . . . . . . . .	2001		2001
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .		X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X

Part III

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? . . . . . . .		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . .		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2014

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .
6 Total of lines 4 and 5 . . . . . . . . . . . . .
7 Does the bond issue meet the private security or payment test? . . . . .		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of.
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? . . . . . . .	X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .		X	X
b Exception to rebate? . . . . . . . .	X		X
c No rebate due? . . . . . . . .	X		X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed . . . . . .
3 Is the bond issue a variable rate issue? . . . .		X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X
b Name of provider . . . . . . . . .
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was the hedge terminated? . . . . . .

Schedule K (Form 990) 2014

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .		X		X
b Name of provider . . . . . . . . .
c Term of GIC . . . . . . . . . .
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X

Part V

Procedures To Undertake Corrective Action

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X

Part VI

Supplemental Information. Provide additional information for responses to questions on Schedule K (see instructions).

Return Reference	Explanation
PART IV, ARBITRAGE	(A) REBATE SPEND DOWN ANALYSIS PERFORMED AS OF NOVEMBER 1, 2004 (B) REBATE SPEND DOWN ANALYSIS PERFORMED AS OF NOVEMBER 11, 2013

Schedule K (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

Complete if the organization answered
"Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c,
or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet

Attach to Form 990 or Form 990-EZ.
MediumBullet

Information about Schedule L (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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

Part I

Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and 501(c)(29) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.

1(a) Name of disqualified person	(c) Description of transaction	(d) Corrected?
1(a) Name of disqualified person	(c) Description of transaction	Yes	No

Enter the amount of tax incurred by organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image

Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ....... Bullet Image

Part II

Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22

(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	(d) Loan to or from the organization?		(e)Original principal amount	(f)Balance due	(g) In default?		(h) Approved by board or committee?		(i)Written agreement?
(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	To	From	(e)Original principal amount	(f)Balance due	Yes	No	Yes	No	Yes	No






Total ...... $

Part III

Grants or Assistance Benefiting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of assistance	(d) Type of assistance	(e) Purpose of assistance

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2014

Page 2

Part IV

Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) HEALTHSOUTH INC	BD MEMBER - WILDER, LINDA, PRESIDENT SOUTHEAST REGIONS HEALTHSOUTH CORP	3,300,000	RENTAL INCOME FROM HEALTHSOUTH HOSPITAL		No
(2) HEALTHSOUTH INC	BD MEMBER - WILDER, LINDA, PRESIDENT SOUTHEAST REGIONS HEALTHSOUTH CORP	177,443	PURCHASE OF SERVICES FROM HEALTHSOUTH HOSPITAL		No
(3) HEALTHSOUTH INC	BD MEMBER - WILDER, LINDA, PRESIDENT SOUTHEAST REGIONS HEALTHSOUTH CORP	64,901	UTILITIES BILLED THROUGH HEALTHSOUTH HOSPITAL		No
(4) HEALTHSOUTH INC	BD MEMBER - WILDER, LINDA, PRESIDENT SOUTHEAST REGIONS HEALTHSOUTH CORP	1,488	OTHER SERVICES (LAB FEES) FROM HEALTHSOUTH HOSPITAL		No
(5) BLUE CROSS AND BLUE SHIELD	BD MEMBER - PATTERSON, MICHAEL CHIEF LEGAL OFFICER	429,966	HEALTH INSURANCE COVERAGE FOR EMPLOYEES		No
(6) REGIONS BANK	BD MEMBER - HORTON, BILL SENIOR EXEC VP , REGIONS FINANCIAL CORPORATION	30,026	INVESTMENT MANAGEMENT SERVICES		No
(7) REGIONS BANK	BD MEMBER - HORTON, BILL SENIOR EXEC VP, REGIONS FINANCIAL CORPORATION	553,461	BOND AND INTEREST PAYMENTS 2005 & 2009 BONDS		No
(8) REGIONS BANK	BD MEMBER - HORTON, BILL SENIOR EXEC VP, REGIONS FINANCIAL CORPORATION	6,450	BOND TRUSTEE SERVICES		No
(9) REGIONS BANK	BD MEMBER - HORTON, BILL SENIOR EXEC VP, REGIONS FINANCIAL CORPORATION	11,703	CUSTODIAL SERVICES		No

Part V

Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).

Return Reference	Explanation

Schedule L (Form 990 or 990-EZ) 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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

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 .	X	3	62,198	MARKET VALUE, STOCK QUOT
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 ( FLIGHT FOR FUNDRAISING EVENT & AIRFARE FOR CAMPS )	X	4	68,287	COST PER DONOR
26 Other ( EQUIPMENT FOR PROGRAMS )	X	11	20,678	COST PER DONOR
27 Other ( ENTRANCE FEES AND SPACE USAGE AT SCIENCE MUSEUM )	X	1	6,000	COST PER DONOR
28 Other ( GIFT VOUCHERS, FOOD, SUPPLIES FOR FUNDRAISERS )	X	8	1,276	INVOICES FROM COMPAN

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?

Yes

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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

Return Reference	Explanation
FORM 990, PART VI, SECTION B, LINE 11	THE PRESIDENT, CHIEF FINANCIAL OFFICER, CHIEF PROGRAM OFFICER AND OTHER EMPLOYEES REVIEW THE RETURN FOR COMPLETENESS AND CORRECTNESS. THE FORM 990 IS PROVIDED TO THE BOARD FOR REVIEW BEFORE THE RETURN IS FILED.
FORM 990, PART VI, SECTION B, LINE 12C	ANNUALLY, THE BOARD MEMBERS SIGN THE DISCLOSURE STATEMENT. ACCORDING TO BOARD POLICIES, IF A CONFLICT OF INTEREST IS NOTED, THE BOARD WILL EXAMINE THE UNDERLYING TRANSACTION TO DETERMINE WHETHER IT IS FAIR, REASONABLE AND IN THE BEST INTEREST OF THE ORGANIZATION.
FORM 990, PART VI, SECTION B, LINE 15	THE PRESIDENT'S COMPENSATION IS BASED ON THE RESULTS OF AN OUTSIDE COMPENSATION REVIEW. ANNUALLY, THE PRESIDENT PRESENTS THE FOUNDATION'S ACCOMPLISHMENT OF GOALS TO THE COMPENSATION COMMITTEE AND CHAIRMAN OF THE BOARD WHO DEVELOP A RECOMMENDATION RELATED TO COMPENSATION. SUBSEQUENT TO THE MEETING OF THE COMPENSATION COMMITTEE, THE RECOMMENDATION IS PRESENTED FOR REVIEW AND APPROVAL TO THE EXECUTIVE COMMITTEE. A COMPENSATION REVIEW IS PERFORMED EVERY THREE YEARS BY AN OUTSIDE CONSULTANT. THE REVIEW IS BASED ON INFORMATION FROM A NUMBER OF COMPENSATION SURVEYS AND FORM 990'S OF SIMILAR ORGANIZATIONS. FOR EMPLOYEES REPORTING TO THE PRESIDENT, THE PRESIDENT RECOMMENDS THEIR MERIT INCREASE AND BONUS BASED ON COMPLETION OF A PERFORMANCE REVIEW AND GOALS ESTABLISHED AT THE BEGINNING OF THE YEAR. THEIR COMPENSATION IS ALSO BASED ON THE RESULTS OF AN OUTSIDE COMPENSATION REVIEW. THE OVERALL AMOUNT IS APPROVED BY THE COMPENSATION COMMITTEE AND BOARD DURING THE BUDGET PROCESS.
FORM 990, PART VI, SECTION C, LINE 19	ALL WRITTEN REQUESTS TO REVIEW THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE ACTED UPON ON A CASE BY CASE BASIS.
FORM 990, PART XII, LINE 2C:	THE ORGANIZATION'S FINANCE COMMITTEE OF THE BOARD OF DIRECTORS ASSUMES THE OVERSIGHT RESPONSIBILITY OF THE FINANCIAL STATEMENT AUDIT AND THE SELECTION OF THE INDEPENDENT AUDITOR. THE BOARD OF DIRECTORS REVIEWS AND APPROVES THE RECOMMENDATIONS OF THE FINANCE COMMITTEE. THERE WAS NO CHANGE TO THE OVERSIGHT OR SELECTION PROCESS DURING THE YEAR.
SUPPORT STATEMENT:	BECAUSE LAKESHORE'S INVESTMENT AND RENTAL INCOME COVERS ALL MANAGEMENT AND GENERAL AND FUNDRAISING EXPENSES, ALL CONTRIBUTIONS DIRECTLY SUPPORT PROGRAM EXPENSES.

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

LAKESHORE FOUNDATION

Employer identification number

63-0288847

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) LAKESHORE SUPPORT ORGANIZATION 4000 RIDGEWAY DRIVE BIRMINGHAM,AL35209 26-0731767	SUPPORT LAKESHORE FOUNDATION THROUGH INVESTMENT ACTIVITY	AL	501(C)(3)	LINE 11A, I	LAKESHORE FOUNDATION	Yes

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

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

Yes

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

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	(d) Method of determining amount involved
(1) LAEKSHORE SUPPORT ORGANIZATION	C	175,000	CASH CONTRIBUTED

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:

1	Briefly describe the organization’s mission or most significant activities: TO ENABLE PEOPLE WITH PHYSICAL DISABILITY AND CHRONIC HEALTH CONDITIONS TO LEAD HEALTHY, ACTIVE AND INDEPENDENT LIFESTYLES THROUGH PHYSCIAL ACTIVITY, SPORT, RECREATION, ADVOCACY, POLICY, AND RESEARCH.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	38
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	35
5	Total number of individuals employed in calendar year 2014 (Part V, line 2a) ......	5	156
6	Total number of volunteers (estimate if necessary) .............	6	291
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

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	2,603,585	3,006,363
9	Program service revenue (Part VIII, line 2g) .........	1,082,044	918,643
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	2,258,666	3,999,589
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	2,189,759	3,226,606
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	8,134,054	11,151,201
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
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)	5,042,829	5,523,214
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 541,977
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	4,019,758	4,093,453
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	9,062,587	9,616,667
19	Revenue less expenses. Subtract line 18 from line 12.......	-928,533	1,534,534
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	83,028,451	77,388,845
21	Total liabilities (Part X, line 26).............	11,273,422	10,467,757
22	Net assets or fund balances. Subtract line 21 from line 20.....	71,755,029	66,921,088

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 2,379,778 including grants of $ ) (Revenue $ 455,830 )
	FITNESS, PERSONAL TRAINING AND AQUATICS - LAKESHORE FOUNDATION OFFERS MORE THAN 60 FITNESS AND AQUATICS CLASSES DESIGNED TO IMPROVE THE HEALTH AND WELL-BEING OF PEOPLE WITH A WIDE RANGE OF PHYSICAL DISABILITIES AND CHRONIC HEALTH CONDITIONS. LAKESHORE ALSO PROVIDES AN OPPORTUNITY FOR SELF-DIRECTED, INDIVIDUAL FITNESS AND AQUATICS WORKOUTS, AS WELL AS FEE-BASED PERSONAL TRAINING SERVICES. HEALTH PROMOTION ACTIVITIES INCLUDE PROGRAMS THAT ENCOURAGE FITNESS AND ENHANCE THE ABILITY TO LIVE A HEALTHY ACTIVE LIFE. HEALTH PROMOTION PROGRAMS ALSO PROVIDE INFORMATION ON NUTRITION AND THE EMPOWERMENT OF INDIVIDUALS TO TAKE PERSONAL OWNERSHIP OF HEALTH AND WELLNESS CHOICES.

4b	(Code: ) (Expenses $ 3,738,943 including grants of $ ) (Revenue $ 394,412 )
	RECREATION, ATHLETICS, MILITARY AND TRAINING SITE PROGRAMS - LAKESHORE FOUNDATION OFFERS YEAR-ROUND RECREATION PROGRAM FOR CHILDREN AND ADULTS, COMPETITIVE SPORTS TEAMS AND ATHLETIC EVENTS THAT PROVIDE AN OUTLET FOR COMPETITIVE DRIVE AND CONTRIBUTE TO PARTICIPANTS' HEALTH AND WELL-BEING. ATHLETICS AND RECREATION SUPPORTED 11 SPORTS INITIATIVES AND HOSTED 6 ATHLETIC COMPETITIONS. LAKESHORE OFFERED SEVEN MULTI-DAY RESIDENTIAL SPORTS AND RECREATION CAMPS FOR RECENTLY INJURED U.S. MILITARY PERSONNEL AND THEIR FAMILY MEMBERS; THESE PROGRAMS HELP THEM REGAIN HEALTHY, ACTIVE AND INDEPENDENT LIVES. MILITARY PROGRAMS, INCLUDING ACCOMMODATIONS AND TRANSPORTATION, ARE PROVIDED AT NO COST TO INJURED MILITARY MEMBERS OR THEIR FAMILIES. AS AN OLYMPIC AND PARALYMPIC TRAINING SITE, LAKESHORE HOSTED 13 TRAINING CAMPS FOR ELITE LEVEL US ATHLETES.

4c	(Code: ) (Expenses $ 1,346,052 including grants of $ ) (Revenue $ 68,401 )
	RESEARCH - THROUGH THE UAB/LAKESHORE FOUNDATION RESEARCH COLLABORATIVE, LAKESHORE CONDUCTS APPLIED RESEARCH AND PROGRAM EVALUATION ON THE EFFECTIVENESS OF PHYSICAL ACTIVITY PROGRAMS IN PROMOTING HEALTH AND QUALITY OF LIFE, IMPROVING FUNCTIONAL INDEPENDENCE, AND PREVENTING SECONDARY CONDITIONS IN PEOPLE WITH PHYSICAL DISABILITIES. RESEARCH ACTIVITIES INCLUDE PHYSIOLOGICAL TESTING, QUALITATIVE STUDIES (E.G. SURVEYS), AND PROGRAM EVALUATION. RESEARCH IDENTIFIES WAYS TO IMPROVE HEALTH RELATED QUALITY OF LIFE, REDUCE SECONDARY HEALTH CONDITIONS, AND INCREASE COMMUNITY PARTICIPATION. TECHNOLOGY IS ALSO BEING UTILIZED TO IMPROVE ACCESS TO FITNESS. THROUGH PROFESSIONAL PUBLICATIONS, CONFERENCES AND COLLABORATIVE EFFORTS, EVIDENCE-BASED PROGRAMS AND MODELS IN PHYSICAL ACTIVITY FOR PEOPLE WITH PHYSICAL DISABILITY ARE SHARED WORLDWIDE.

	(Code: ) (Expenses $ 154,693 including grants of $ ) (Revenue $ )
	POLICY AND ADVOCACY - LAKESHORE FOUNDATION WORKS TO REDUCE HEALTH DISPARITIES AND SUPPORTS THE ACHIEVEMENT OF OPTIMAL HEALTH BY PEOPLE WITH PHYSICAL DISABILITY AND CHRONIC HEALTH CONDITIONS BY ENSURING PEOPLE WITH DISABILITY GAIN ACCESS TO HEALTH PROMOTING RESOURCES AND RECEIVE THE RIGHT SUPPORT AND SERVICES, AT THE RIGHT TIME, IN THE RIGHT SETTING. LAKESHORE'S POLICY AND ADVOCACY EFFORT ADDRESSES THE CONSEQUENCES OF ENVIRONMENTAL, SOCIAL, AND ATTITUDINAL BARRIERS THAT PREVENT PEOPLE WITH DISABILITY FROM MAXIMUM PARTICIPATION IN SOCIETY. LAKESHORE'S POLICY AND ADVOCACY EFFORTS ARE SUPPORTED BY HIGH-QUALITY, FIELD-BASED RESEARCH, AND PRESENT VIABLE ALTERNATIVES TO THE POLICY OR ACTION IT IS SEEKING TO CHALLENGE.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 154,693 including grants of $ ) (Revenue $ )
4e	Total program service expenses7,619,466

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	687,201	0	88,117

(A) Name and business address	(B) Description of services	(C) Compensation
HEALTHSOUTH LAKESHORE HOSPITAL 3800 RIDGEWAY DRIVE BIRMINGHAM,AL35209	MAINTENANCE SERVICES	211,889
PS SITE MANAGEMENT 108 ROYAL CHASE DRIVE PELHAM,AL35124	LANDSCAPING	130,775



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 2

				(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		3,844
b	Membership dues....1b
c	Fundraising events....1c		526,771
d	Related organizations...1d		175,000
e	Government grants (contributions)1e		1,363,402

f	All other contributions, gifts, grants, and similar amounts not included above1f		937,346

g	Noncash contributions included in lines 1a-1f:$		158,440
h	Total. Add lines 1a-1f.......			3,006,363
			Business Code
2a	MEMBERSHIP DUES		713940	763,635	763,635
b	ATHLETIC EVENTS		713940	69,583	69,583
c	TRAINING SITE		713940	47,669	47,669
d	ATHLETICS		713940	23,598	23,598
e	RECREATION		713940	14,158	14,158
f	All other program service revenue .
g	Total. Add lines 2a–2f........			918,643
3	Investment income (including dividends, interest, and other similar amounts).......			2,660,506			2,660,506
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents	3,759,700
b	Less: rental expenses	336,969
c	Rental income or (loss)	3,422,731
d	Net rental income or (loss).......			3,422,731			3,422,731
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	50,362,549
b	Less: cost or other basis and sales expenses	49,023,466
c	Gain or (loss)	1,339,083
d	Net gain or (loss)..........			1,339,083			1,339,083
8a	Gross income from fundraising events (not including $ 526,771 of contributions reported on line 1c). See Part IV, line 18 ..
	a		21,975
b	Less: direct expenses ...b		365,802
c	Net income or (loss) from fundraising events..			-343,827			-343,827
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		946
b	Less: cost of goods sold ..b		556
c	Net income or (loss) from sales of inventory..			390	390
Miscellaneous Revenue			Business Code
11a	INSURANCE PROCEEDS		900099	141,049	141,049
b	VENDING REVENUE		900099	3,171	3,171
c
d	All other revenue ....			3,092	3,092
e	Total. Add lines 11a–11d ......			147,312
12	Total revenue. See Instructions......			11,151,201	1,066,345	0	7,078,493


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			300	1	300
2	Savings and temporary cash investments .........			847,302	2	1,863,686
3	Pledges and grants receivable, net ...........			11,544	3	25,890
4	Accounts receivable, net .............			182,667	4	432,073
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 ..............			1,682	8	1,790
9	Prepaid expenses and deferred charges ..........			78,541	9	55,502
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	49,655,418
b	Less: accumulated depreciation .....	10b	28,158,493	21,718,996	10c	21,496,925
11	Investments—publicly traded securities ..........				11
12	Investments—other securities. See Part IV, line 11 .....			59,985,948	12	53,329,435
13	Investments—program-related. See Part IV, line 11 .....				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			201,471	15	183,244
16	Total assets. Add lines 1 through 15 (must equal line 34)......			83,028,451	16	77,388,845
17	Accounts payable and accrued expenses .........			748,543	17	847,652
18	Grants payable .................				18
19	Deferred revenue ................			173,782	19	106,622
20	Tax-exempt bond liabilities .............			10,317,423	20	9,479,738
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....................			33,674	25	33,745
26	Total liabilities. Add lines 17 through 25.........			11,273,422	26	10,467,757
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			71,268,106	27	66,496,870
28	Temporarily restricted net assets ...........			366,235	28	302,985
29	Permanently restricted net assets ...........			120,688	29	121,233
	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 ...........			71,755,029	33	66,921,088
34	Total liabilities and net assets/fund balances ........			83,028,451	34	77,388,845