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)
(1) JIM PATTERSON........................................................................ TRUSTEE-CHAIRMAN	1.00 .......................	X
(2) TONY ASTORGA........................................................................ TRUSTEE-VICE CHAIRMAN	1.00 .......................	X
(3) MIKE COHN........................................................................ TRUSTEE-VICE CHAIRMAN	1.00 .......................	X
(4) ROSELLEN PAPP........................................................................ TRUSTEE-TREASURER	1.00 .......................	X
(5) DENISE DELGADO........................................................................ TRUSTEE-SECRETARY	1.00 .......................	X
(6) ANGELA C SINGER........................................................................ TRUSTEE	1.00 .......................	X
(7) ALICE BAZLEN........................................................................ TRUSTEE	1.00 .......................	X
(8) BRUCE COVILL........................................................................ TRUSTEE	1.00 .......................	X
(9) DENNIS LYON........................................................................ TRUSTEE	1.00 .......................	X
(10) ALVAN ADAMS........................................................................ TRUSTEE	1.00 .......................	X
(11) DORIS ONG........................................................................ TRUSTEE	1.00 .......................	X
(12) DREW BROWN........................................................................ TRUSTEE	1.00 .......................	X
(13) ELLEN KATZ........................................................................ TRUSTEE	1.00 .......................	X
(14) JAMES LUNDY........................................................................ TRUSTEE	1.00 .......................	X
(15) JOE LAMPE........................................................................ TRUSTEE	1.00 .......................	X
(16) JOHN BOUMA........................................................................ TRUSTEE	1.00 .......................	X
(17) KEN KENDRICK........................................................................ TRUSTEE	1.00 .......................	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) PAUL GROVES........................................................................ TRUSTEE	1.00 .......................	X		0	0
(19) RICHARD GOLDSMITH........................................................................ TRUSTEE	1.00 .......................	X		0	0
(20) STEVE RINEBERG........................................................................ TRUSTEE	1.00 .......................	X		0	0
(21) MICHAEL H BILL........................................................................ TRUSTEE	1.00 .......................	X		0	0
(22) DIANE HALLE........................................................................ TRUSTEE	1.00 .......................	X		0	0
(23) AMY CLAGUE........................................................................ TRUSTEE	1.00 .......................	X		0	0
(24) WILLIAM G WAY........................................................................ TRUSTEE	1.00 .......................	X		0	0
(25) SUSAN DRESCHER-MULZET........................................................................ TRUSTEE	1.00 .......................	X		0	0
(26) NANCY HANLEY........................................................................ TRUSTEE	1.00 .......................	X		0	0
(27) DR MERYL HABER........................................................................ TRUSTEE	1.00 .......................	X		0	0
(28) SALLY LEHMANN........................................................................ TRUSTEE	1.00 .......................	X		0	0
(29) JAY SCHLOTT........................................................................ TRUSTEE	1.00 .......................	X		0	0
(30) PETER BANKO........................................................................ TRUSTEE	1.00 .......................	X		0	0
(31) JOAN CREMIN........................................................................ TRUSTEE	1.00 .......................	X		0	0
(32) JUDY LINHART........................................................................ TRUSTEE	1.00 .......................	X		0	0
(33) JACQUIE DORRANCE........................................................................ TRUSTEE	1.00 .......................	X		0	0
(34) SHARRON LEWIS........................................................................ TRUSTEE	1.00 .......................	X		0	0
(35) GARY TOOKER........................................................................ TRUSTEE	1.00 .......................	X		0	0
(36) K DAVID LINDNER........................................................................ TRUSTEE	1.00 .......................	X		0	0
(37) DONALD BRANDT........................................................................ TRUSTEE	1.00 .......................	X		0	0
(38) RON BUTLER........................................................................ TRUSTEE	1.00 .......................	X		0	0
(39) GARRETT MCKNIGHT........................................................................ TRUSTEE	1.00 .......................	X		0	0
(40) ERIN GOGOLAK........................................................................ TRUSTEE	1.00 .......................	X		0	0
(41) DAVID ROUSSEAU........................................................................ TRUSTEE	1.00 .......................	X		0	0
(42) SUZANNE L SELIG........................................................................ TRUSTEE	1.00 .......................	X		0	0
(43) ADAM SINGER........................................................................ TRUSTEE	1.00 .......................	X		0	0
(44) EDGARDO RIVERA MD........................................................................ TRUSTEE	1.00 .......................	X		0	0
(45) MICHAEL GREENBAUM........................................................................ TRUSTEE	1.00 .......................	X		0	0
(46) LILA HARNETT........................................................................ TRUSTEE	1.00 .......................	X		0	0
(47) PATRICIA NOLAN........................................................................ TRUSTEE	1.00 .......................	X		0	0
(48) RAYMOND SLOMSKI........................................................................ TRUSTEE	1.00 .......................	X		0	0
(49) ANN SINER........................................................................ TRUSTEE	1.00 .......................	X		0	0
(50) MARK TARBELL........................................................................ TRUSTEE	1.00 .......................	X		0	0
(51) MEREDITH VON ARENTSCHILDT........................................................................ TRUSTEE	1.00 .......................	X		0	0
(52) JAMES BALLINGER........................................................................ SYBIL HARRINGTON DIRECTOR	37.50 .......................		X	318,465	401,627
(53) GARY EGAN........................................................................ DEPUTY DIR-FINANCE & ADMIN	37.50 .......................4.00		X	152,493	9,600
(54) RONALD MILLER........................................................................ DIRECTOR OF DEVELOPMENT	37.50 .......................		X	152,815	12,861
(55) AMANDA CRUZ........................................................................ SYBIL HARRINGTON DIRECTOR	37.50 .......................		X	0	0

(A) Name and business address	(B) Description of services	(C) Compensation
VICTORIA AND ALBERT MUSEUM 1301 AVENUE OF THE AMERICAS FLOOR NEW YORK,NY100196036	EXHIBITION/MUSEUM	318,260
MUSEUM OF FINE ARTS HOUSTON PO BOX 6826 HOUSTON,TX77265	EXHIBITION/MUSEUM	205,408
PLAN B FACILITY SERVICES PO BOX 7758 SURPRISE,AZ85374	JANITORIAL SERVICES	192,479
ARIZONA REPUBLIC PO BOX 677595 DALLAS,TX752677595	MARKETING	186,475
THE GROUNDSKEEPER 620 N GOLDEN KEY ST GILBERT,AZ85233	LANDSCAPE MAINTENANCE	176,962
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 15

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 ....	753,668	251,126	258,179	244,363
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 ....	3,456,822	2,393,186	767,202	296,434
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	592,869	600,862	689	-8,682
9	Other employee benefits .......	504,550	347,181	124,478	32,891
10	Payroll taxes ...........	320,550	196,680	85,536	38,334
11	Fees for services (non-employees):
a	Management ......	32,650			32,650
b	Legal .........	8,760		8,760
c	Accounting ...........	32,239		32,239
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ....	330,898	157,469	157,076	16,353
12	Advertising and promotion ....	350,250	335,959	13,554	737
13	Office expenses .......	1,160,672	599,546	221,159	339,967
14	Information technology ......	46,172	16,729	29,443
15	Royalties ..
16	Occupancy ...........	751,714	595,269	114,636	41,809
17	Travel ............	227,179	159,415	43,667	24,097
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....	13,856	7,695	6,119	42
20	Interest ...........	26,767		26,767
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	558,897	519,774	16,767	22,356
23	Insurance ..............	116,545	90,931	25,147	467
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	CONTRACTED LABOR	716,885	716,885
b	OPERATING EXPENSES	656,676	524,746	71,473	60,457
c	DUES AND SUBSCRIPTIONS	120,403	86,543	28,793	5,067
d	REPAIRS AND MAINTENANCE	113,245	56,091	54,159	2,995
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	10,892,267	7,656,087	2,085,843	1,150,337
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 .............	799,440	1	690,022
2	Savings and temporary cash investments .........	1,104,015	2	1,814,581
3	Pledges and grants receivable, net ...........	1,106,006	3	647,554
4	Accounts receivable, net .............	111,661	4	177,471
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 ..............	425,843	8	378,912
9	Prepaid expenses and deferred charges ..........	103,579	9	299,819
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	15,171,227
b	Less: accumulated depreciation .....	10b	10,200,601	5,384,657	10c	4,970,626
11	Investments—publicly traded securities ..........		11
12	Investments—other securities. See Part IV, line 11 .....		12
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........	522,741	15	489,380
16	Total assets. Add lines 1 through 15 (must equal line 34)......	9,557,942	16	9,468,365
	17	Accounts payable and accrued expenses .........	1,568,114	17	1,836,247
18	Grants payable .................		18
19	Deferred revenue ................	377,300	19	405,061
20	Tax-exempt bond liabilities .............		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..		21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........		22
23	Secured mortgages and notes payable to unrelated third parties ..	3,465,010	23	1,064,230
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....................	906,897	25	1,163,758
26	Total liabilities. Add lines 17 through 25.........	6,317,321	26	4,469,296
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	-1,768,230	27	198,370
28	Temporarily restricted net assets ...........	5,008,851	28	4,800,699
29	Permanently restricted net assets ...........		29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances ...........	3,240,621	33	4,999,069
34	Total liabilities and net assets/fund balances ........	9,557,942	34	9,468,365

- 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

PHOENIX ART MUSEUM

Employer identification number

86-0072608

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.") ....	4,982,269	4,943,370	5,491,850	6,348,004	10,735,711	32,501,204
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..	5,190,328	5,070,886	4,693,127	4,892,897	4,712,695	24,559,933
4	Total. Add lines 1 through 3	10,172,597	10,014,256	10,184,977	11,240,901	15,448,406	57,061,137
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.						57,061,137

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..	10,172,597	10,014,256	10,184,977	11,240,901	15,448,406	57,061,137
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	8,985	6,704	7,982	4,777	3,665	32,113
9	Net income from unrelated business activities, whether or not the business is regularly carried on..	30,190	31,882	28,053	5,749	438	96,312
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..	112,981	131,082	143,872	161,260	139,746	688,941
11	Total support Add lines 7 through 10.						57,878,503

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

21,521,284

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)) .........

98.590 %

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

98.140 %

16a

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

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

17a

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 3

Part III

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

Section A. Public Support

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

Section B. Total Support

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

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

Section C. Computation of Public Support Percentage

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

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

Section D. Computation of Investment Income Percentage

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

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

19a

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 4

Part IV

Supporting Organizations

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

Section A. All Supporting Organizations

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

10a

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

10a

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

10b

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

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

11a

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

11b

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

11c

Schedule A (Form 990 or 990-EZ) 2014

Page 5

Part IV

Supporting Organizations (continued)

Section B. Type I Supporting Organizations

Yes

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

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

Section C. Type II Supporting Organizations

Yes

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

Section D. All Type III Supporting Organizations

Yes

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

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

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

Section E. Type III Functionally-Integrated Supporting Organizations

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

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

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

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

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

Yes

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

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

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 6

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

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

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 7

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 8

Part VI

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

Facts And Circumstances Test

Return Reference	Explanation
SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME:	REIMBURSEMENTS

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

PHOENIX ART MUSEUM

Employer identification number

86-0072608

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 PHOENIX ART MUSEUM

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 PHOENIX ART MUSEUM

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
PHOENIX ART MUSEUM

Employer identification number

86-0072608

Part III

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

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

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

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

PHOENIX ART MUSEUM

Employer identification number

86-0072608

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 ....	25,422,566	23,739,569	22,949,075	23,172,236	20,470,831
b	Contributions ........	5,259,560	295,894	193,587	1,075,930	507,399
c	Net investment earnings, gains, and losses	31,541	2,777,782	2,028,519	-186,681	2,932,883
d	Grants or scholarships .....	1,268,464	1,324,623	1,350,242	1,044,693	680,198
e	Other expenditures for facilities and programs ........	4,400,308
f	Administrative expenses ....	22,158	66,056	81,370	67,717	58,679
g	End of year balance ......	25,022,737	25,422,566	23,739,569	22,949,075	23,172,236

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

Board designated or quasi-endowment SchDMd Bullet

0 %

Permanent endowment SchDMd Bullet

1.240 %

Temporarily restricted endowment SchDMd Bullet

98.760 %

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)

Yes

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

Yes

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

Part VI

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

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	699,253		699,253
b	Buildings ................
c	Leasehold improvements ............	10,769,933	7,210,569	3,559,364
d	Equipment ................	2,592,994	1,916,346	676,648
e	Other .................	1,109,047	1,073,686	35,361
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				4,970,626

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
Other








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

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
(1) CHARITABLE GIFT ANNUITIES				489,380








Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				489,380

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
CHARITABLE GIFT ANNUITIES		368,668
ACCRUED PENSION		420,090
SUPPLEMENTAL RETIREMENT ACCOUNT		375,000






Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		1,163,758
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 III, LINE 1A:	FINANCIAL STATEMENT FOOTNOTE REGARDING THE FINE ARTS COLLECTION: FINE ARTS COLLECTION CONSISTS OF PURCHASED AND DONATED WORKS OF ART. THE COLLECTION IS ON DISPLAY TO THE GENERAL PUBLIC. THE MUSEUM EMPLOYS PROFESSIONAL STAFF TO ENSURE THAT THE COLLECTION ITEMS ARE PRESERVED AND PROTECTED. THE COLLECTION ITEMS ARE NOT CAPITALIZED BY THE MUSEUM. COSTS OF PURCHASING COLLECTION ITEMS, DEACCESSIONS OF COLLECTION ITEMS AND PROCEEDS FROM INSURANCE RECOVERIES ARE INCLUDED AS A CHANGE IN THE APPROPRIATE CATEGORY OF NET ASSETS. PROCEEDS FROM THE DEACCESSION OF COLLECTION ITEMS ARE RESTRICTED FOR PURCHASES OF ADDITIONAL COLLECTION ITEMS. ACQUISITIONS OF FINE ART, INCLUDED AS A DECREASE IN UNRESTRICTED NET ASSETS, TOTALED $283,919 AND $492,702 FOR THE YEARS ENDED JUNE 30, 2015 AND 2014, RESPECTIVELY. THE AMERICAN ALLIANCE OF MUSEUMS (AAM) WHICH IS THE NATIONAL ACCREDITATION ORGANIZATION FOR MUSEUMS HAS A POLICY RELATED TO MUSEUM COLLECTIONS. THEIR POLICY IS THAT MUSEUMS DO NOT HAVE TO LIST THEIR COLLECTION AS AN ASSET ON THEIR FINANCIAL STATEMENTS. IF A MUSEUM DOES ELECT TO LIST ITS COLLECTION ON ITS FINANCIAL STATEMENTS, IT MUST BE BASED ON A RECENT APPRAISAL OF THE COLLECTION. THE MUSEUM HAS ELECTED TO EXPENSE CONTRIBUTIONS WHEN OBTAINED, AND HAS NOT CAPITALIZED THE COLLECTION.
PART V, LINE 4:	THE MUSEUM HAS VARIOUS FUNDS THAT ARE DESIGNATED FOR RESTRICTED PURPOSES SUCH AS EXHIBITION COSTS, EDUCATION PROGRAMS, ART CONSERVATION, AND EDUCATOR AND CURATOR SALARIES AND BENEFITS. OTHER FUNDS ARE USED EACH YEAR AS PER THE WISHES OF THE MUSEUM DIRECTOR. WE ALSO HAVE FUNDS THAT ARE CONTROLLED BY OUR SUPPORT ORGANIZATIONS, USUALLY FOR THE ACQUISITION OF NEW ART FOR THE MUSEUM.

Return Reference

Explanation

PART III, LINE 1A:

FINANCIAL STATEMENT FOOTNOTE REGARDING THE FINE ARTS COLLECTION: FINE ARTS COLLECTION CONSISTS OF PURCHASED AND DONATED WORKS OF ART. THE COLLECTION IS ON DISPLAY TO THE GENERAL PUBLIC. THE MUSEUM EMPLOYS PROFESSIONAL STAFF TO ENSURE THAT THE COLLECTION ITEMS ARE PRESERVED AND PROTECTED. THE COLLECTION ITEMS ARE NOT CAPITALIZED BY THE MUSEUM. COSTS OF PURCHASING COLLECTION ITEMS, DEACCESSIONS OF COLLECTION ITEMS AND PROCEEDS FROM INSURANCE RECOVERIES ARE INCLUDED AS A CHANGE IN THE APPROPRIATE CATEGORY OF NET ASSETS. PROCEEDS FROM THE DEACCESSION OF COLLECTION ITEMS ARE RESTRICTED FOR PURCHASES OF ADDITIONAL COLLECTION ITEMS. ACQUISITIONS OF FINE ART, INCLUDED AS A DECREASE IN UNRESTRICTED NET ASSETS, TOTALED $283,919 AND $492,702 FOR THE YEARS ENDED JUNE 30, 2015 AND 2014, RESPECTIVELY. THE AMERICAN ALLIANCE OF MUSEUMS (AAM) WHICH IS THE NATIONAL ACCREDITATION ORGANIZATION FOR MUSEUMS HAS A POLICY RELATED TO MUSEUM COLLECTIONS. THEIR POLICY IS THAT MUSEUMS DO NOT HAVE TO LIST THEIR COLLECTION AS AN ASSET ON THEIR FINANCIAL STATEMENTS. IF A MUSEUM DOES ELECT TO LIST ITS COLLECTION ON ITS FINANCIAL STATEMENTS, IT MUST BE BASED ON A RECENT APPRAISAL OF THE COLLECTION. THE MUSEUM HAS ELECTED TO EXPENSE CONTRIBUTIONS WHEN OBTAINED, AND HAS NOT CAPITALIZED THE COLLECTION.

PART V, LINE 4:

THE MUSEUM HAS VARIOUS FUNDS THAT ARE DESIGNATED FOR RESTRICTED PURPOSES SUCH AS EXHIBITION COSTS, EDUCATION PROGRAMS, ART CONSERVATION, AND EDUCATOR AND CURATOR SALARIES AND BENEFITS. OTHER FUNDS ARE USED EACH YEAR AS PER THE WISHES OF THE MUSEUM DIRECTOR. WE ALSO HAVE FUNDS THAT ARE CONTROLLED BY OUR SUPPORT ORGANIZATIONS, USUALLY FOR THE ACQUISITION OF NEW ART FOR THE MUSEUM.

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
PHOENIX ART MUSEUM

Employer identification number

86-0072608

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 THE PARTY (event type)	(b) Event #2 INDEPENDENT WOMENS LUNCHEON (event type)	(c) Other events 7 (total number)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	905,698	275,813	1,038,002	2,219,513
2	Less: Contributions . .	792,298	120,411	458,453	1,371,162
3	Gross income (line 1 minus line 2) . . .	113,400	155,402	579,549	848,351
4	Cash prizes . . .
5	Noncash prizes . .		27,902	496,844	524,746
6	Rent/facility costs . .
7	Food and beverages .	216,325	52,349	221,109	489,783
8	Entertainment . . .	38,877	5,106		43,983
9	Other direct expenses .	329,381	16,891	131,302	477,574
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........				1,536,086
11	Net income summary. Subtract line 10 from line 3, column (d)...........				-687,735

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

PHOENIX ART MUSEUM

Employer identification number

86-0072608

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

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

Yes

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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)
1JAMES BALLINGERSYBIL HARRINGTON DIRECTOR	(i) (ii)	316,539 ............................... 0	0 ............................... 0	1,926 ............................... 0	388,891 ............................... 0	12,736 ............................... 0	720,092 ............................... 0	0 ............................... 0
2GARY EGANDEPUTY DIR-FINANCE & ADMIN	(i) (ii)	152,493 ............................... 0	0 ............................... 0	0 ............................... 0	3,449 ............................... 0	6,151 ............................... 0	162,093 ............................... 0	0 ............................... 0
3RONALD MILLERDIRECTOR OF DEVELOPMENT	(i) (ii)	152,815 ............................... 0	0 ............................... 0	0 ............................... 0	6,710 ............................... 0	6,151 ............................... 0	165,676 ............................... 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
PART I, LINE 1A	MEMBERSHIP IN THE UNIVERSITY CLUB OF PHOENIX FOR ANNUAL DUES OF $1,200 WAS PROVIDED TO JIM BALLINGER FOR THE PURPOSE OF PROVIDING DINING FACILITIES THAT WERE USED BY JIM FOR BUSINESS ENTERTAINMENT USE ON BEHALF OF THE MUSEUM.
PART I, LINE 4B	JIM BALLINGER, PURSUANT TO HIS EMPLOYMENT AGREEMENT, PARTICIPATES IN A SUPPLEMENTAL RETIREMENT PLAN. THE AMOUNT ACCRUED DURING THE TAX YEAR ENDED 6/30/2015 WAS $375,000 TO BE PAID OUT OVER 3 YEARS BEGINNING 7/1/2015.

Schedule J (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE M
(Form 990)

Department of the Treasury

Internal Revenue Service

Noncash Contributions

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

Attach to Form 990.
Right pointing arrow large image

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

PHOENIX ART MUSEUM

Employer identification number

86-0072608

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 ....	X	206	0	N/A
2 Art—Historical treasures .
3 Art—Fractional interests ..	X	5	0	N/A
4 Books and publications ..	X		0	N/A
5 Clothing and household goods .......
6 Cars and other vehicles ..
7 Boats and planes ....
8 Intellectual property ...
9 Securities—Publicly traded .	X	16	493,877	MARKET VALUE
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 ( FR AUCTION ITEMS )	X	424	524,746	FMV
26 Other ( )
27 Other ( )
28 Other ( )

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

Yes

30a

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

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

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

30a

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

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

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
PART I, COLUMN (B):	THE NUMBER OF CONTRIBUTORS IS LISTED.
PART I, LINE 33:	- THE MUSEUM HAS A LARGE COLLECTION OF FINE ART BUT DOES NOT CAPITALIZE OR VALUE ITS COLLECTION, SO GIFTS OF ART ARE NOT INCLUDED IN REVENUE.

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

PHOENIX ART MUSEUM

Employer identification number

86-0072608

Return Reference	Explanation
FORM 990, PART III, LINE 1	MISSION STATEMENT PHOENIX ART MUSEUM IS A VIBRANT DESTINATION CONNECTING PEOPLE TO GREAT ART FROM AROUND THE WORLD TO ENRICH THEIR LIVES AND COMMUNITIES. THIS VISION IS SUPPORTED BY FOUR STRATEGIC PILLARS WHICH ARE: 1. EXCEPTIONAL ART - TO CELEBRATE THE HIGHEST QUALITY VISUAL ART THROUGH OUTSTANDING EXHIBITIONS, ACQUISITIONS AND COLLECTION STEWARDSHIP. 2. ENRICHMENT AND LEARNING - TO CREATE A NATIONALLY RECOGNIZED MODEL FOR ENHANCING EXPERIENCE OF THE VISUAL ARTS THROUGH INTERPRETATION, ENGAGED LEARNING, AND ENRICHMENT. 3. BROAD AUDIENCE - TO ATTRACT THE BROADEST POSSIBLE AUDIENCE TO THE MUSEUM AS CONSISTENT AND ENTHUSIASTIC PARTICIPANTS. 4. FISCAL STABILITY AND ORGANIZATIONAL EXCELLENCE - TO ACHIEVE AND MAINTAIN A STRONG FINANCIAL FOUNDATION.
FORM 990, PART III, LINE 4A	ANDY WARHOL: "PORTRAITS" PHOENIX ART MUSEUM IS PROUD TO PRESENT ANDY WARHOL: PORTRAITS, AN EXHIBITION ORGANIZED BY AND FEATURING ORIGINAL WORKS FROM THE ANDY WARHOL MUSEUM, ONE OF THE FOUR CARNEGIE MUSEUMS OF PITTSBURGH. AS AN ARTIST, ANDY WARHOL'S UNIQUE VISUAL LANGUAGE TELLS THE STORY OF AN ARTIST FASCINATED WITH THE PHENOMENA OF FAME AND CELEBRITY. THIS EXHIBITION FEATURES WARHOL'S DEPICTIONS OF THE PERSONA THAT FOREVER EMBEDDED CELEBRITIES LIKE MARILYN MONROE, SYLVESTER STALLONE AND PRINCE - TO NAME A FEW - INTO AMERICA'S CULTURAL CONSCIENCE AS WELL AS SEVERAL OF HIS SELF-PORTRAITS INCLUDING SILKSCREEN WORKS, POLAROIDS OF THE ARTIST IN DRAG, AND FAMILY PHOTOGRAPHS OF A YOUNG WARHOL. OFTEN CITED AS AN ICON OF THE POP ART MOVEMENT, WARHOL'S VISUAL EXPLORATIONS SPAN ALMOST EVERY AVAILABLE MEDIUM: DRAWING, PAINTING, PRINTMAKING, PHOTOGRAPHY, SILK SCREENING, SCULPTURE, FILM AND EVEN MUSIC. ANDY WARHOL: PORTRAITS INCLUDES NEARLY 200 PORTRAITS, PAINTINGS AND DRAWINGS PRODUCED BY WARHOL FROM THE 1940S TO THE 1980S. MORE THAN 25 YEARS AFTER HIS DEATH, WARHOL REMAINS UNDENIABLY ONE OF THE MOST INFLUENTIAL FIGURES IN CONTEMPORARY ART. THIS COMPREHENSIVE EXHIBITION OF PORTRAITURE BY WARHOL DEBUTED AT THE ANDY WARHOL MUSEUM IN SPRING 2010 AND IS ON VIEW AT PHOENIX ART MUSEUM FOR THE FIRST TIME IN THE SOUTHWEST.
FORM 990, PART III, LINE 4B	LEONARDO DA VINCI'S "CODEX LEICESTER AND THE POWER OF OBSERVATION" THERE'S NO QUESTION THAT LEONARDO DA VINCI (1452-1519) WAS ONE OF THE MOST INTRIGUING PEOPLE TO EVER LIVE. BRILLIANT IN THE ARTS, SCIENCES, AND ENGINEERING, LEONARDO DA VINCI WAS DRIVEN BY A DEEP SENSE OF CURIOSITY ABOUT THE WORLD AROUND HIM, RECORDING HIS OBSERVATIONS ON NUMEROUS PAGES OF PAPER, WHICH WERE LATER GATHERED AND BOUND AS MANUSCRIPTS, OR CODICES. THE ONLY MANUSCRIPT BY LEONARDO IN AN AMERICAN COLLECTION, THE CODEX LEICESTER (PRONOUNCED "LESS-TER") CONSISTS OF 18 DOUBLE-PAGE AND DOUBLED-SIDED SHEETS (72 PAGES TOTAL), AND ITS PRESENTATION AT PHOENIX ART MUSEUM WILL BE THE FIRST TIME A WORK BY THE HAND OF LEONARDO HIMSELF WILL BE ON VIEW IN ARIZONA. LEONARDO'S ACTIVE MIND AND WORKING METHOD ARE DEFINED IN THIS EXHIBITION BY THREE PRIMARY CHARACTERISTICS: CURIOSITY, DIRECT OBSERVATION, AND THINKING ON PAPER. THESE CHARACTERISTICS ARE VITAL PARTS OF THE CREATIVE PROCESS AND THEY PAVE THE WAY TOWARD GREAT DISCOVERIES AND INVENTIONS. THIS EXHIBITION OF LEONARDO'S CODEX LEICESTER WILL BE GROUNDBREAKING IN ITS APPROACH OF BRINGING LEONARDO INTO A BROAD ARTISTIC CONTEXT THAT EXPLORES HIS CONTINUING INFLUENCE ON ARTISTS INTO OUR OWN TIME. INCLUDED IN THE EXHIBITION WILL BE CAREFULLY SELECTED WORKS OF ART BY A DIVERSE GROUP OF ARTISTS WHO SHARED ASPECTS OF LEONARDO'S PRACTICES, INCLUDING LEONARDO'S ITALIAN RENAISSANCE CONTEMPORARY JACOPO DE' BARBARI, 19TH-CENTURY PAINTERS CLAUDE MONET AND GUSTAVE COURBET, PHOTOGRAPHERS ANSEL ADAMS, EDWARD WESTON, EADWEARD MUYBRIDGE AND HAROLD EDGERTON, AND LIVING ARTISTS KIKI SMITH, TONY FOSTER AND BILL VIOLA. IN THE 21ST CENTURY, VIDEO ARTIST BILL VIOLA HAS STRESSED THE VALUE OF WATCHING MOVEMENT IN EXTREMELY SLOW MOTION, WHILE OFTEN MAKING REFERENCE TO ART OF THE PAST. VIOLA'S THE RAFT, 2004, IS A VIDEO INSTALLATION IN WHICH AN ASSEMBLED GROUP OF INDIVIDUALS ARE SUBJECTED TO HIGH PRESSURE WATER HOSES, ALLOWING THE SCENE TO SLOWLY REVEAL THE EFFECTS.
FORM 990, PART III, LINE 4C	ANTONIO BERNI, "JUANITO AND ROMONA" EARLY IN HIS CAREER, ARGENTINEAN ARTIST ANTONIO BERNI (1905-1981) WAS WIDELY RECOGNIZED THROUGHOUT LATIN AMERICA AS A PIONEERING PAINTER OF HIS OWN STRAIN OF "NEW REALISM." HIS PAINTINGS OF THE 1930S AND 1940S FEATURE THEMES OF SOCIAL INJUSTICE PAINTED IN AN INNOVATIVE REALIST STYLE THAT DRAWS EMOTIONAL IMPACT FROM SENSITIVE DEPICTIONS OF THE DOWNTRODDEN. IN THE MID-1950S, MOTIVATED BY THE SOCIAL DISTRESS AND POVERTY HE WITNESSED AMID HIS COUNTRY'S RAPID INDUSTRIALIZATION AND PARALLEL SOCIO-POLITICAL UPHEAVALS, BERNI ABANDONED PAINTING FOR A MORE VISCERAL ARTISTIC MEDIUM: ASSEMBLAGE. IN 1958, HE BEGAN A SERIES OF WORKS THAT CHRONICLED THE TALES OF TWO FICTIONAL CHARACTERS, JUANITO LAGUNA AND RAMONA MONTIEL. JUANITO WAS A BOY WHO LEFT HIS HOME IN THE COUNTRYSIDE TO SEEK WORK IN BUENOS AIRES AND ENDED UP LIVING IN POVERTY IN THE CITY'S OUTSKIRTS IN THE SO-CALLED VILLAS MISERIAS (MISERY TOWNS OR SHANTYTOWNS). RAMONA, ON THE OTHER HAND, WAS A MIDDLE-CLASS TEENAGER WHO WAS LURED INTO A LIFE OF HIGH-SOCIETY PROSTITUTION BY THE PROMISE OF EXPENSIVE GIFTS AND A LIFE OF LUXURIOUS DECADENCE. BERNI CONTINUED WORKING WITH THESE TWO INVENTED CHARACTERS ALMOST EXCLUSIVELY UNTIL 1977, CONSTRUCTING NARRATIVES OF THEIR LIVES USING TRASH, MACHINE PARTS, AND OTHER DISCARDS FROM EVERYDAY LIFE. THIS LINK BETWEEN MATERIALS USED AND THE FICTIONAL WORLDS DEPICTED-THE SUBSTANCE AND THE SUBJECT-MIGHT BE CHARACTERIZED AS "MATERIAL REALISM." THIS SERIES DEVELOPED INTO A SOCIAL NARRATIVE ON INDUSTRIALIZATION AND POVERTY, UNDERSCORING DISPARITIES BETWEEN THE WEALTHY ARGENTINE ARISTOCRACY AND THE "JUANITOS" OF THE SLUMS, AND CONDEMNING THE LURID LIFE OF HIGH-SOCIETY PROSTITUTION. BERNI GAVE A VOICE TO THE VOICELESS. ALTHOUGH HE WAS A TREMENDOUSLY INFLUENTIAL ARTIST IN LATIN AMERICA, BERNI'S WORKS ARE NOT WELL KNOWN IN THE UNITED STATES. THIS EXHIBITION WILL REMEDY THAT, FEATURING 98 OBJECTS THAT SPAN A VARIETY OF MEDIA, INCLUDING ASSEMBLAGE, SCULPTURE, WORKS ON PAPER AND A SELECTION OF THE ARTIST'S SKETCHBOOKS AND PRINTING PLATES. IN ADDITION, SEVERAL OF HIS MONSTRUOS (MONSTERS) WILL ALSO BE FEATURED, ASSEMBLAGE SCULPTURES THAT DEPICT THE CHARACTERS THAT HAUNT JUANITO'S AND RAMONA'S NIGHTMARES. ANTONIO BERNI: JUANITO AND RAMONA IS THE FIRST EXHIBITION TO FOCUS ON THIS ICONIC SERIES CREATED BY BERNI AND IS THE FIRST BERNI EXHIBITION ORGANIZED BY A U.S. MUSEUM IN NEARLY FIFTY YEARS.
FORM 990, PART VI, SECTION A, LINE 6	THE MUSEUM HAS A MEMBERSHIP PROGRAM THAT CURRENTLY HAS 11,615 MEMBERS. REGULAR MEMBERS AND CIRCLES MEMBERS, EACH GET ONE VOTE
FORM 990, PART VI, SECTION A, LINE 7A	MEMBERS OF THE GOVERNING BODY (BOARD OF TRUSTEES) ARE NOMINATED BY THE MUSEUM'S NOMINATING COMMITTEE AND THEN ARE VOTED UPON BY THE THE MUSEUM MEMBERSHIP.
FORM 990, PART VI, SECTION B, LINE 11	THE RETURN WILL BE PROVIDED TO EACH BOARD MEMBER TO READ AND EACH WILL BE GIVEN THE OPPORTUNITY TO ASK QUESTIONS.
FORM 990, PART VI, SECTION B, LINE 12C	THE MUSEUM'S GUIDELINES FOR PROFESSIONAL PRACTICES QUESTIONNAIRE AND COMPLIANCE AGREEMENT IS REQUIRED TO BE COMPLETED AND SIGNED BY TRUSTEES, PRESIDENTS OF SUPPORT ORGANIZATIONS, MUSEUM DIRECTOR, DIVISION HEADS, DEPARTMENT HEADS, AND ALL ACCOUNTING STAFF ANNUALLY. THIS PROCESS IS DONE EVERY YEAR IN SEPTEMBER. THE COMPLETED AND SIGNED AGREEMENTS ARE REVIEWED BY HUMAN RESOURCES MANAGER FOR COMPLETENESS. ANY QUESTION THAT ARISES IS DISCUSSED WITH THE INDIVIDUAL SIGNING THE AGREEMENT.
FORM 990, PART VI, SECTION B, LINE 15	DATA FROM OTHER MUSEUMS IS USED TO EVALUATE COMPENSATION FOR THE CEO, INCLUDING FROM THE AMERICAN ASSOCIATION OF MUSEUM DIRECTORS. THE EXECUTIVE COMMITTEE MAKES THE DECISION. FOR DETERMINING THE COMPENSATION OF OTHER OFFICERS OR KEY EMPLOYEES, COMPARISONS ARE MADE WITH OTHER MUSEUMS. DECISIONS MADE DURING BUDGET PROCESS.
FORM 990, PART VI, SECTION C, LINE 19	THE ORGANIZATION FINANCIAL STATEMENTS ARE AVAILABLE ON THE WEBSITE AND THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY AVAILABLE UPON REQUEST.
FORM 990, PART XI, LINE 9:	ACQUISITION OF FINE ART -283,919. SUPPLEMENTAL RETIREMENT -375,000.
FORM 990, PART XII, LINE 2C:	THE ORGANIZATION HAS NOT CHANGED ITS OVERSIGHT PROCESS FOR THE AUDIT OR ITS SELECTION PROCESS FOR INDEPENDENT AUDITORS DURING THE YEAR.

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

PHOENIX ART MUSEUM

Employer identification number

86-0072608

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) PHOENIX ART MUSEUM ENDOWMENT FUND INC 1625 N CENTRAL AVENUE PHOENIX,AZ850041685 86-0765761	FINANCIAL SUPPORT OF PHOENIX ART MUSEUM	AZ	501(C)(3)	LINE 11A, I	PHOENIX ART MUSEUM	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) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

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

Yes

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

Yes

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

Yes

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

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

Yes

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

Yes

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

Yes

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) PHOENIX ART MUSEUM ENDOWMENT FUND	C	5,582,629	FAIR MARKET VALUE

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: WORLD CLASS MUSEUM, SEE SCHEDULE O, PART III EXPLANATIONS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	47
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	47
5	Total number of individuals employed in calendar year 2014 (Part V, line 2a) ......	5	199
6	Total number of volunteers (estimate if necessary) .............	6	2,839
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	34,146
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	438

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	6,348,004	10,735,711
9	Program service revenue (Part VIII, line 2g) .........	3,176,952	2,754,195
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	7,505	3,665
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	1,004,990	-183,937
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	10,537,451	13,309,634
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)	4,557,467	5,628,459
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 1,150,337
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	6,663,939	5,263,808
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	11,221,406	10,892,267
19	Revenue less expenses. Subtract line 18 from line 12.......	-683,955	2,417,367
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	9,557,942	9,468,365
21	Total liabilities (Part X, line 26).............	6,317,321	4,469,296
22	Net assets or fund balances. Subtract line 21 from line 20.....	3,240,621	4,999,069

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 410,700 including grants of $ ) (Revenue $ 177,213 )
	SEE SCHEDULE O

4b	(Code: ) (Expenses $ 310,070 including grants of $ ) (Revenue $ 239,701 )
	SEE SCHEDULE O

4c	(Code: ) (Expenses $ 239,237 including grants of $ ) (Revenue $ 3,565 )
	SEE SCHEDULE O

	(Code: ) (Expenses $ 186,830 including grants of $ ) (Revenue $ 195,000 )
	EMPHATICS ARCHIVE AQUISITIONPHOENIX ART MUSEUM IS PROUD TO ANNOUNCE THE RECENT ACQUISITION OF THE "EMPHATICS" ARCHIVE, A RARE COLLECTION OF AVANT-GARDE CONTEMPORARY FASHIONS COLLECTED BY JAMES AND KARIN LEGATO. THE LEGATOS SPENT DECADES BUILDING AND CURATING "EMPHATICS," (ONE OF THE COUNTRY'S PREMIERE DESIGNER RETAILERS LOCATED IN PITTSBURGH, PA) AND AFTER 50 YEARS OF OPERATING THE EXCLUSIVE BOUTIQUE, THEY DECIDED TO CLOSE THE STORE AND BOLSTER ITS LEGACY BY OFFERING THEIR COLLECTION TO PHOENIX ART MUSEUM FOR PURCHASE. A GROUP OF DEDICATED PATRONS CAME TOGETHER TO SUPPORT THIS LANDMARK ACQUISITION."WE ARE THRILLED TO BE PASSING THE "EMPHATICS" ARCHIVES ONTO PHOENIX ART MUSEUM'S FASHION DESIGN COLLECTION. FROM ITS DIVERSE ROSTER OF EXHIBITIONS AND PROGRAMS TO THE GENEROUS SUPPORT FROM ITS COMMUNITY, WE ADMIRE THE MUSEUM'S LONGSTANDING LEGACY OF CELEBRATING FASHION AS ART AND ARE PROUD THAT OUR COLLECTION WILL BE CELEBRATED FOR YEARS TO COME." - KARIN LEGATO THE "EMPHATICS" ARCHIVES INCLUDE OVER 400 ICONIC FASHIONS AND ACCESSORIES BY WORLD RENOWNED DESIGNERS SUCH AS ALEXANDER MCQUEEN, ISSEY MIYAKE, THIERRY MUGLER, JOHN GALLIANO, ROMEO GIGLI, CHRISTIAN LACROIX, ALAIA, AND JEAN PAUL GAULTIER AMONG OTHERS. THE ARCHIVE ALSO INCLUDES RARE PHOTOGRAPHY AND VIDEOS OF THE DESIGNERS FASHION SHOWS, ORIGINAL RUNWAY SHOW INVITATIONS AND OTHER EPHEMERA PRODUCED BY THE DESIGNER'S HOUSES. "THE EMPHATICS ARCHIVE REPRESENTS THE MOST FORWARD THINKING DESIGNERS WORKING IN THE 80S AND 90S, A VERY FERTILE PERIOD IN FASHION," EXPLAINS DENNITA SEWELL, THE MUSEUM'S CURATOR OF FASHION DESIGN. "THE DESIGNS ARE EXCITING BUT ALSO ACQUIRING THE INVITATIONS AND VIDEO MATERIAL PLACES THE DESIGNERS WORK IN A LARGER CREATIVE CONTEXT AND MAKES IT AN IDEAL ARCHIVE FOR AN EDUCATIONAL INSTITUTION LIKE PHOENIX ART MUSEUM".THIS ACQUISITION IS THE FIRST OF A ROSTER OF SIGNIFICANT ACQUISITIONS AND EVENTS THE MUSEUM IS PLANNING TO CELEBRATE THE UPCOMING 50TH ANNIVERSARY OF ITS FASHION DESIGN COLLECTION AND VOLUNTEER ORGANIZATION, ARIZONA COSTUME INSTITUTE IN 2016. "OUR MAIN GOAL IN SUPPORTING THE FASHION DESIGN COLLECTION AT PHOENIX ART MUSEUM IS TO BUILD AN IMPORTANT AND DIVERSE HISTORY OF FASHION THAT WILL INSPIRE AND EDUCATE OUR COMMUNITY FOR DECADES TO COME," SAYS KELLY ELLMAN MUSEUM BENEFACTOR WHO SPEARHEADED THE FUNDRAISING EFFORTS FOR THE EMPHATICS ARCHIVE. PHOENIX ART MUSEUM'S FASHION DESIGN COLLECTION WAS FOUNDED IN 1966 AND HAS SINCE AMASSED OVER 5,000 OBJECTS, A PERMANENT EXHIBITION SPACE (THE KELLY ELLMAN FASHION DESIGN GALLERY) AND FULL-TIME CURATORIAL STAFF. WITH TWO ANNUAL EXHIBITS, DOZENS OF PUBLIC PROGRAMS AND A DEDICATED SUPPORT ORGANIZATION, THE FASHION DESIGN DEPARTMENT AT PHOENIX ART MUSEUM IS KNOWN NATIONALLY AS A VIBRANT FASHION PROGRAM AND RESOURCE TO FASHION PROFESSIONALS AND MUSEUM ENTHUSIASTS ALIKE.

	(Code: ) (Expenses $ 76,565 including grants of $ ) (Revenue $ 24,668 )
	FROM NEW YORK TO NEW MEXICO: "MASERWORKS OF AMERICAN MODERNISM FROM THE VILCEK FOUNDATION COLLECTION"DRAWN FROM THE IMPRESSIVE COLLECTION OF THE VILCEK FOUNDATION IN NEW YORK, THIS EXCITING EXHIBITION PRESENTS RARELY-BEFORE SEEN MASTERWORKS OF AMERICAN MODERNISM.WORKS IN THE EXHIBITION DATE FROM THE EARLY 1900S TO THE POST-WAR ERA. A WIDE RANGE OF MODERN STYLISTIC APPROACHES IN VARIOUS MEDIA (PAINTINGS, SCULPTURE, AND WORKS ON PAPER) ARE PRESENTED, WITH PARTICULAR EMPHASIS GIVEN TO AMERICAN ARTISTIC RESPONSES TO THE GEOMETRIC COMPOSITIONS OF CUBISM, THE NATURE-BASED ABSTRACTIONS BY ARTISTS OF THE STIEGLITZ CIRCLE, AND THE REGIONALLY-INSPIRED MODERNISM PRODUCED IN THE AMERICAN SOUTHWEST AFTER THE FIRST WORLD WAR.TO COMPLEMENT THE VILCEK COLLECTION, PHOENIX ART MUSEUM WILL EXHIBIT 33 EXAMPLES OF MODERNIST AMERICAN ART FROM THE MUSEUM'S OWN SUPERB COLLECTION OF ART FROM THIS ERA. THE COMBINED INSTALLATIONS WILL OFFER A THOROUGH REPRESENTATION OF THE MANY WAYS IN WHICH AMERICAN ARTISTS RESPONDED AND CONTRIBUTED TO MODERNIST TRENDS IN THE EARLY TWENTIETH CENTURY.THE EXHIBITION IS ORGANIZED BY THE PHILBROOK MUSEUM OF ART, TULSA, OKLAHOMA IN COOPERATION WITH THE VILCEK FOUNDATION, NEW YORK.

	(Code: ) (Expenses $ 73,033 including grants of $ ) (Revenue $ 20,000 )
	DON COEN, "THE MIGRANT SERIES"DON COEN: THE MIGRANT SERIES BRINGS A REMARKABLE SERIES OF LARGE PORTRAITS TO PHOENIX ART MUSEUM. CREATED BY COLORADO-BASED ARTIST DON COEN, THESE 15 LARGE-SCALE REALISTIC PORTRAITS TELL THE VISUAL STORY OF MIGRANT FARMERS IN TODAY'S UNITED STATES, A GROUP OF OUR POPULATION RARELY CONSIDERED IN FINE ART. THE WORKS TAKE A HUMAN-CENTRIC APPROACH, HIGHLIGHTING THE UNIQUE PERSONALITIES OF EACH SUBJECT AND ACKNOWLEDGING BOTH THEIR PERSONHOOD AND WORK ETHIC.EACH PIECE IN THE MIGRANT SERIES SUGGESTS THE INTIMACY OF A TRADITIONAL PORTRAIT, BUT THEY ARE PRESENTED ON A CAPTIVATING SCALE, COERCING CAREFUL CONSIDERATION OF THEIR PRESENCE. PAINTED BETWEEN 2001 AND 2010, THE SERIES COMES FROM HUNDREDS OF HOURS SPENT IN FIELDS MAKING STUDIES AND TAKING PHOTOS IN CALIFORNIA, COLORADO, IDAHO, OREGON, TEXAS AND FLORIDA.THE VALUE OF HARD WORK AND MANUAL LABOR WAS INSTILLED IN COEN FROM A YOUNG AGE, HAVING SPENT A GREAT DEAL OF HIS YOUTH ON A FAMILY FARM. "FOR THE AVERAGE AMERICAN," WRITES COEN, "MIGRANT WORKERS ARE AN INVISIBLE AND TRANSPARENT COMPONENT OF OUR WORLD." WITH THIS SERIES COEN HOPES TO COUNTER THIS NOTION. HIS AIM WITH THE MIGRANT SERIES IS TO GIVE THESE HARD-WORKING MEN, WOMEN AND CHILDREN AN IDENTITY THROUGH HIS HUMBLE EXPRESSION OF GRATITUDE.LOOK FOR THE FULL-COLOR CATALOG WITH ESSAYS BY LEWIS SHARP, DENVER ART MUSEUM DIRECTOR EMERITUS, AND JERRY N. SMITH, PH.D., CURATOR OF AMERICAN AND WESTERN AMERICAN ART, PHOENIX ART MUSEUM IN THE MUSEUM STORE.

	(Code: ) (Expenses $ including grants of $ ) (Revenue $ 329,906 )
	GIFT SHOP AND MUSEUM STORE - DESIGNED TO GIVE VISITORS A MORE IN DEPTH KNOWLEDGE OF THE VISUAL ARTS AND OF THE SUBJECTS DISCUSSED IN THE MUSEUM'S COLLECTIONS AND EXHIBITIONS. THE EDUCUATIONAL MERCHANDISE, UNIQUE MEMORABILIA AND EXHIBITION SPECIFIC ITEMS ALLOW FOR THE CONTINUATION OF THE MUSEUM EXPERIENCE AT HOME.

	(Code: ) (Expenses $ 6,359,652 including grants of $ ) (Revenue $ 2,094,048 )
	REMAINING PROGRAM REVENUES AND EXPENSES OF THE MUSEUM THAT HAVE NOT BEEN ALLOCATED TO A SPECIFIC EXHIBIT.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 6,696,080 including grants of $ ) (Revenue $ 2,663,622 )
4e	Total program service expenses7,656,087

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	623,773	0	424,088

				(A) Total revenue	(B) Related or exempt function revenue	(C) Unrelated business revenue	(D) Revenue excluded from tax under sections 512-514
1a	Federated campaigns..1a
b	Membership dues....1b		840,806
c	Fundraising events....1c		1,371,162
d	Related organizations...1d		5,582,629
e	Government grants (contributions)1e		92,560

f	All other contributions, gifts, grants, and similar amounts not included above1f		2,848,554

g	Noncash contributions included in lines 1a-1f:$		1,018,623
h	Total. Add lines 1a-1f.......			10,735,711
			Business Code
2a	PROGRAM SERVICE REVENUE		900099	1,630,607	1,630,607
b	MEMBERSHIP DUES		900099	1,123,588	1,123,588
c
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			2,754,195
3	Investment income (including dividends, interest, and other similar amounts).......			3,665			3,665
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses
c	Gain or (loss)
d	Net gain or (loss)..........
8a	Gross income from fundraising events (not including $ 1,371,162 of contributions reported on line 1c). See Part IV, line 18 ..
	a		848,351
b	Less: direct expenses ...b		1,536,086
c	Net income or (loss) from fundraising events..			-687,735			-687,735
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		712,120
b	Less: cost of goods sold ..b		382,214
c	Net income or (loss) from sales of inventory..			329,906	329,906
Miscellaneous Revenue			Business Code
11a	REIMBURSEMENTS		900099	139,746			139,746
b	CATERING		722320	34,146		34,146
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			173,892
12	Total revenue. See Instructions......			13,309,634	3,084,101	34,146	-544,324


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			799,440	1	690,022
2	Savings and temporary cash investments .........			1,104,015	2	1,814,581
3	Pledges and grants receivable, net ...........			1,106,006	3	647,554
4	Accounts receivable, net .............			111,661	4	177,471
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 ..............			425,843	8	378,912
9	Prepaid expenses and deferred charges ..........			103,579	9	299,819
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	15,171,227
b	Less: accumulated depreciation .....	10b	10,200,601	5,384,657	10c	4,970,626
11	Investments—publicly traded securities ..........				11
12	Investments—other securities. See Part IV, line 11 .....				12
13	Investments—program-related. See Part IV, line 11 .....				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			522,741	15	489,380
16	Total assets. Add lines 1 through 15 (must equal line 34)......			9,557,942	16	9,468,365
17	Accounts payable and accrued expenses .........			1,568,114	17	1,836,247
18	Grants payable .................				18
19	Deferred revenue ................			377,300	19	405,061
20	Tax-exempt bond liabilities .............				20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..				21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........				22
23	Secured mortgages and notes payable to unrelated third parties ..			3,465,010	23	1,064,230
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....................			906,897	25	1,163,758
26	Total liabilities. Add lines 17 through 25.........			6,317,321	26	4,469,296
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			-1,768,230	27	198,370
28	Temporarily restricted net assets ...........			5,008,851	28	4,800,699
29	Permanently restricted net assets ...........				29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds				32
33	Total net assets or fund balances ...........			3,240,621	33	4,999,069
34	Total liabilities and net assets/fund balances ........			9,557,942	34	9,468,365