TY 2018 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

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

Go to www.irs.gov/Form990PF for instructions and the latest information.

OMB No. 1545-0052

2018

Open to Public Inspection

For calendar year 2018, or tax year beginning 01-01-2018 , and ending 12-31-2018

Name of foundation
The Leep Foundation Inc

Number and street (or P.O. box number if mail is not delivered to street address)5201 North Grape Road
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Mishawaka, IN46545

A Employer identification number

26-4818874

B Telephone number (see instructions)

(574) 271-4147

C If exemption application is pending, check here bullet

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

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

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

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

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

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

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

$5,280,957J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

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


1	Contributions, gifts, grants, etc., received (attach schedule)		587,778
2	Check .............
3	Interest on savings and temporary cash investments		24		24
4	Dividends and interest from securities...		119,583		119,583
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10			244,556
b	Gross sales price for all assets on line 6a 2,311,740
7	Capital gain net income (from Part IV, line 2)...				244,556
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances	0
b	Less: Cost of goods sold....	0
c	Gross profit or (loss) (attach schedule).....			0
11	Other income (attach schedule).......			0	0	0
12	Total. Add lines 1 through 11........		951,941		364,163	0
13	Compensation of officers, directors, trustees, etc.
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........			153	38	0	0
b	Accounting fees (attach schedule).......			0	0	0	0
c	Other professional fees (attach schedule)....			0	0	0	0
17	Interest...............
18	Taxes (attach schedule) (see instructions)...			10,618	2,298	0	0
19	Depreciation (attach schedule) and depletion...			0	0	0
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......			23,105	23,105	0	0
24	Total operating and administrative expenses.
	Add lines 13 through 23..........		33,876		25,441	0	0
25	Contributions, gifts, grants paid.......		298,128				298,128
26	Total expenses and disbursements. Add lines 24 and 25		332,004		25,441	0	298,128
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements		619,937
b	Net investment income (if negative, enter -0-)				338,722
c	Adjusted net income (if negative, enter -0-)...					0

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2018)

Form 990-PF (2018)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............	342,851	0	0
	2	Savings and temporary cash investments.........	192,360	534,373	534,373
	3	Accounts receivable
		Less: allowance for doubtful accounts	0	0	0
	4	Pledges receivable 170,571
		Less: allowance for doubtful accounts	534,151	170,571	170,571
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....	0	0	0
	7	Other notes and loans receivable (attach schedule) 0
		Less: allowance for doubtful accounts 0	0	0	0
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)	0	0	0
	b	Investments—corporate stock (attach schedule).......	3,033,934	3,339,541	3,458,905
	c	Investments—corporate bonds (attach schedule).......	843,637	930,444	907,752
	11	Investments—land, buildings, and equipment: basis 0
		Less: accumulated depreciation (attach schedule) 0	0		0
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	0	225,000	209,356
	14	Land, buildings, and equipment: basis 0
		Less: accumulated depreciation (attach schedule) 0	0		0
	15	Other assets (describe )	0	0	0
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	4,946,933	5,199,929	5,280,957
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons	0	0
	21	Mortgages and other notes payable (attach schedule)......	0	0
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........	0	0
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted..................
	25	Temporarily restricted...............
	26	Permanently restricted...............
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds........
	28	Paid-in or capital surplus, or land, bldg., and equipment fund
	29	Retained earnings, accumulated income, endowment, or other funds	4,946,933	5,199,929
	30	Total net assets or fund balances (see instructions).....	4,946,933	5,199,929
	31	Total liabilities and net assets/fund balances (see instructions).	4,946,933	5,199,929

Part III

Analysis of Changes in Net Assets or Fund Balances

Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year’s return) ...............

4,946,933

Enter amount from Part I, line 27a .....................

619,937

Other increases not included in line 2 (itemize) bullet

430

Add lines 1, 2, and 3 ..........................

5,567,300

Decreases not included in line 2 (itemize) bullet

367,371

Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .

5,199,929

Form 990-PF (2018)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	LTCG Distributions LCB 1010	P	2012-01-01	2018-12-31
b	LCB 1010 LT Sales	P	2016-07-01	2018-02-26
c	LCB 1010 ST Sales	P	2018-03-16	2018-12-31
d	Merrill Lynch 2183 LT Sales	P	2012-07-10	2018-12-11
e	Merrill Lynch 2196 ST Sales	P	2018-01-30	2018-06-20
	Merrill Lynch 2196 LT Sales	P	2016-08-08	2018-01-31
	Merrill Lynch 2197 ST Sales	P	2017-09-28	2018-06-21
	Merrill Lynch 2197 LT Sales	P	2016-08-08	2018-03-29
	LTCG Distributions Merrill Lynch 2197	P	2012-01-01	2018-12-31
	Merrill Lynch 2199 ST Sales	P	2018-08-18	2018-12-11
	Merrill Lynch 2199 LT Sales	P	2017-05-04	2018-08-02
	LTCG Distributions Merrill Lynch 2199	P	2012-01-01	2018-12-31
	Merrill Lynch 2202 ST sales	P	2017-08-15	2018-06-22
	LTCG Distributions Merrill Lynch 2202	P	2012-01-01	2018-12-31

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	25,510		25,510
b	635,375	576,372	59,003
c	214,626	211,741	2,885
d	171,193	60,061	111,132
e	38,940	34,383	4,557
	94,267	76,842	17,425
	3,818	3,592	226
	20,233	17,991	2,242
	6,063		6,063
	1,091,303	1,077,732	13,571
	1,541	1,200	341
	142		142
	7,888	7,269	619
	840		840

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a		0	25,510
b		0	59,003
c		0	2,885
d		0	111,132
e		0	4,557
		0	17,425
		0	226
		0	2,242
		0	6,063
		0	13,571
		0	341
		0	142
		0	619
		0	840

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	244,556
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 ...................		3	0

Part V

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

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

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

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

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

1 Enter the appropriate amount in each column for each year; see instructions before making any entries.

(a) Base period years Calendar year (or tax year beginning in)	(b) Adjusted qualifying distributions	(c) Net value of noncharitable-use assets	(d) Distribution ratio (col. (b) divided by col. (c))
2017	255,350	4,352,355	0.058669
2016	155,646	3,224,509	0.048270
2015	74,987	2,022,190	0.037082
2014	42,116	1,271,010	0.033136
2013	71,869	793,388	0.090585

Total of line 1, column (d) .....................

0.267742

Average distribution ratio for the 5-year base period—divide the total on line 2 by 5.0, or by the number of years the foundation has been in existence if less than 5 years ......

0.053548

Enter the net value of noncharitable-use assets for 2018 from Part X, line 5......

5,332,297

Multiply line 4 by line 3......................

285,534

Enter 1% of net investment income (1% of Part I, line 27b)...........

3,387

Add lines 5 and 6........................

288,921

Enter qualifying distributions from Part XII, line 4,.............

298,128

If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions.

Form 990-PF (2018)

Page 4

Part VI

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

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Domestic foundations that meet the section 4940(e) requirements in Part V, check	1	3,387
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	3,387
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	3,387
6	Credits/Payments:

a	2018 estimated tax payments and 2017 overpayment credited to 2018	6a	6,021
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	6,021
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	2,634
11	Enter the amount of line 10 to be: Credited to 2019 estimated tax2,634	Refunded	11	0

Part VII-A

Statements Regarding Activities

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

Yes

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

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

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

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

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

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

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

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

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

on foundation managers. bullet

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

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

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

Yes

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

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

Yes

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

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

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

Yes

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

or 4942(j)(5) for calendar year 2018 or the taxable year beginning in 2018? See the instructions for Part XIV.

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

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

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

Form 990-PF (2018)

Page 5

Part VII-A

Statements Regarding Activities (continued)

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

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

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

advisory privileges? If "Yes," attach statement. See instructions.................

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

Yes

Website address bullet

N/A

The books are in care of bullet

Michael R Leep Sr Telephone no. bullet

(574) 271-4147

Located at bullet

5201 North Grape RoadMishawakaIN ZIP+4 bullet

46545

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

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

16 At any time during calendar year 2018, did the foundation have an interest in or a signature or other authority over YesNo

a bank, securities, or other financial account in a foreign country? .................

16 No

See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country bullet

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

that were not corrected before the first day of the tax year beginning in 2018?.............

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

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

At the end of tax year 2018, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2018?.............YesNo

If "Yes," list the years bullet

20, 20, 20, 20

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

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

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

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

20, 20, 20, 20

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

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

If "Yes," did it have excess business holdings in 2018 as a result of (1) any purchase by the foundation

or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved

by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)

the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine

if the foundation had excess business holdings in 2018.)..................

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

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

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2018?

Form 990-PF (2018)

Page 6

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required (continued)

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

Yes

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

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

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

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

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

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

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

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

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

Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ......

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

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

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

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

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

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

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

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

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

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

Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or

excess parachute payment during the year? .................YesNo

Part VIII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors

1 List all officers, directors, trustees, foundation managers and their compensation. See instructions

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
Michael R Leep Sr	President, Director 1.000	0	0	0
5201 North Grape Road Mishawaka,IN46545	President, Director 1.000	0	0	0
Thomas C Sopko	Secretary, Director 1.000	0	0	0
5201 North Grape Road Mishawaka,IN46545	Secretary, Director 1.000	0	0	0
James E Leep	Director 1.000	0	0	0
5201 North Grape Road Mishawaka,IN46545	Director 1.000	0	0	0
Kristin Guernsey-Leep	Director 1.000	0	0	0
5201 North Grape Road Mishawaka,IN46545	Director 1.000	0	0	0

2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."


(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances










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

Form 990-PF (2018)

Page 7

Part VIII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors (continued)

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

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

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.	Expenses
1


2


3


4

Part IX-B

Summary of Program-Related Investments (see instructions)

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.	Amount
1


2


All other program-related investments. See instructions.
3

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

Form 990-PF (2018)

Page 8

Part X

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

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

purposes:

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

5,068,625

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

344,875

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

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

5,413,500

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

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

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

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

5,413,500

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

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

81,203

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

5,332,297

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

266,615

Part XI

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

and do not complete this part.)

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

266,615

Tax on investment income for 2018 from Part VI, line 5......

3,387

Income tax for 2018. (This does not include the tax from Part VI.)...

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

3,387

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

263,228

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

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

263,228

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

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

263,228

Part XII

Qualifying Distributions (see instructions)

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

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

298,128

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

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

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

Amounts set aside for specific charitable projects that satisfy the:

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

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

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

298,128

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

income. Enter 1% of Part I, line 27b. See instructions.................

3,387

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

294,741

Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
the section 4940(e) reduction of tax in those years.

Form 990-PF (2018)

Page 9

Part XIII

Undistributed Income (see instructions)

		(a) Corpus	(b) Years prior to 2017	(c) 2017	(d) 2018
1 Distributable amount for 2018 from Part XI, line 7					263,228
2 Undistributed income, if any, as of the end of 2018:
a Enter amount for 2017 only.......				0
b Total for prior years:2016, 2015, 2014			0
3 Excess distributions carryover, if any, to 2018:
a From 2013......	28,585
b From 2014......	0
c From 2015......	0
d From 2016......	0
e From 2017......	42,781
fTotal of lines 3a through e........		71,366
4Qualifying distributions for 2018 from Part
XII, line 4: $ 298,128
a Applied to 2017, but not more than line 2a				0
b Applied to undistributed income of prior years (Election required—see instructions).....			0
c Treated as distributions out of corpus (Election required—see instructions)........		0
d Applied to 2018 distributable amount.....					263,228
e Remaining amount distributed out of corpus		34,900
5 Excess distributions carryover applied to 2018.					0
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5		106,266
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........			0
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........			0
e Undistributed income for 2017. Subtract line 4a from line 2a. Taxable amount—see instructions .............				0
f Undistributed income for 2018. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2019 ..........					0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......		0
8 Excess distributions carryover from 2013 not applied on line 5 or line 7 (see instructions) ...		28,585
9Excess distributions carryover to 2019. Subtract lines 7 and 8 from line 6a ......		77,681
10 Analysis of line 9:
a Excess from 2014....	0
b Excess from 2015....	0
c Excess from 2016....	0
d Excess from 2017....	42,781
e Excess from 2018....	34,900

Form 990-PF (2018)

Page 10

Part XIV

Private Operating Foundations (see instructions and Part VII-A, question 9)

1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2018, enter the date of the ruling....... bullet

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

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2018	(b) 2017	(c) 2016	(d) 2015	(e) Total
	0	0	0	0	0
b 85% of line 2a .........	0	0	0	0	0
c Qualifying distributions from Part XII, line 4 for each year listed .....	0	255,350	155,646	0	410,996
d Amounts included in line 2c not used directly for active conduct of exempt activities ..........					0
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....	0	255,350	155,646	0	410,996
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part X, line 6 for each year listed...
c “Support" alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XV

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

1Information Regarding Foundation Managers:

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

Michael R Leep Sr President

James E Leep Director

Kristin Guernsey-Leep Director

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

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

Check here bullet

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

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

Michael R Leep Sr
5201 N Grape Road
Mishawaka,IN46545
(574) 271-4147

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

Letters and questionnaires

cAny submission deadlines:

No Submission Deadlines

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

No restrictions or limitations on awards

Form 990-PF (2018)

Page 11

Part XV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
BOYS AND GIRLS CLUB 315 WEST JEFFERSON BLVD SOUTH BEND,IN46601	NONE	PC	CHARITABLE	29,000
CENTER FOR THE HOMELESS 813 S MICHIGAN STREET SOUTH BEND,IN46601	NONE	PC	CHARITABLE	12,000
LOGAN CENTER 2505 WEST JEFFERSON BLVD SOUTH BEND,IN46615	NONE	PC	CHARITABLE	24,000
HANNA'S HOUSE 410 S SPRING ST MISHAWAKA,IN46546	NONE	PC	CHARITABLE	26,400
YOUNG MEN'S CHRISTIAN ASSOCIATION OF MICHIANA INC 1201 NORTHSIDE BLVD SOUTH BEND,IN46615	NONE	PC	CHARITABLE	25,000
DIOCESE OF NORWICH OUTREACH TO HAITI INC 815 BOSWELL AVENUE NORWICH,CT06360	NONE	PC	CHARITABLE	6,500
RONALD MCDONALD HOUSE CHARITIES PO BOX 1274 SOUTH BEND,IN46624	NONE	PC	CHARITABLE	30,000
ST JUDES HOUSE INC 12490 MARSHALL STREET CROWN POINT,IN46307	NONE	PC	CHARITABLE	5,000
SCHOOL ON WHEELS CORP 2605 E 62ND ST NO 2005 INDIANAPOLIS,IN46220	NONE	PC	CHARITABLE	3,000
SALVATION ARMY KROC CENTER 1250 W 119TH ST CHICAGO,IL60643	NONE	PC	CHARITABLE	11,000
HEROES CAMP INC PO BOX 6564 SOUTH BEND,IN46660	NONE	PC	CHARITABLE	10,000
MARTIN LUTHER KING MULTISERVICE CENTER INDIANAPOLIS INC 40 WEST 40TH STREETH INDIANAPOLIS,IN46208	NONE	PC	CHARITABLE	3,000
BUSES BY THE BEACH INC 925 NORTHLAND DRIVE NE ROCKFORD,MI49341	NONE	PC	CHARITABLE	4,000
ONE GOOD DEED INC 54658 EDGEWATER DRIVE SOUTH BEND,IN46628	NONE	PC	CHARITABLE	3,000
FREEWHEELING COMMUNITY 3355 N CENTRAL AVE INDIANAPOLIS,IN46205	NONE	PC	CHARITABLE	1,000
FAMILY & CHILDREN'S CENTER COUNSELING AND DEVELOPMENT SERVICES INC 315 WEST JEFFERSON BLVD SOUTH BEND,IN46601	NONE	PC	CHARITABLE	15,040
FAMILY JUSTICE CENTER OF ST JOSPEH COUNTY INC 533 N NILES AVENUE SOUTH BEND,IN46617	NONE	PC	CHARITABLE	4,188
HABITAT FOR HUMANITY OF ST JOSEPH COUNTY IN 402 EAST SOUTH STREET SOUTH BEND,IN46601	NONE	PC	CHARITABLE	50,000
KITCHEN SKATEPARK CORPORATION 3300 SAMPLE STREET SOUTH BEND,IN46619	NONE	PC	CHARITABLE	3,000
MICHIANA PERFORMANCE AND ADAPTIVE ARTS COMMUNITY INC 52303 EMMONS RD STE 20 SOUTH BEND,IN46637	NONE	PC	CHARITABLE	5,000
THE KINGS HARVEST INC 824 W 3RD STREET DAVENPORT,IA52802	NONE	PC	CHARITABLE	3,000
CHILDS PROTECTION RESPONSE CENTER 1230 EAST RUSHOLME DAVENPORT,IA52803	NONE	PC	CHARITABLE	5,000
DAVENPORT SCHOOL FOUNDATION 1606 BRADY NO 106 DAVENPORT,IA52803	NONE	PC	CHARITABLE	5,000
FOOD BANK OF NORTHERN INDIANA INC 702 S CHAPIN SOUTH BEND,IN46601	NONE	PC	CHARITABLE	5,000
IOWA HEALTH FOUNDATION 1415 WOODLAND AVENUE NO E-200 DES MOINES,IA50309	NONE	PC	CHARITABLE	5,000
HAVEN HOUSE 121 WHITEHILLS DR PO BOX 961 EAST LANSING,MI48823	NONE	PC	CHARITABLE	5,000
Total ................................. 3a				298,128

bApproved for future payment

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

Form 990-PF (2018)

Page 12

Part XVI-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments....
3 Interest on savings and temporary cash investments ...........			14	24
4 Dividends and interest from securities....			14	119,583
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property
7 Other investment income.....
8 Gain or (loss) from sales of assets other than inventory ............			18	244,556
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..		0		364,163	0

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

364,163

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

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2018)

Page 13

Part XVII

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

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

Yes

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........Yes No

If "Yes," complete the following schedule.

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

Sign Here

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

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

Form 990-PF (2018)

Additional Data

Software ID:	18007697
Software Version:	2018v3.1

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Name of the organization

The Leep Foundation Inc

Employer identification number

26-4818874

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 other 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. Don't 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 isn't covered by the General Rule and/or the Special Rules doesn't 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 doesn't 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) (2018)

Schedule B (Form 990, 990-EZ, or 990-PF) (2018) Page 2

Name of organization The Leep Foundation Inc			Employer identification number 26-4818874

Part I	Contributors (See instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
1	Gurley Leep Buick GMC Cadillac 5201 North Grape Road Mishawaka, IN46545	$ 21,280		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
2	Capital Imports LLC DBA Capital Honda 5201 North Grape Road Mishawaka, IN46545	$ 20,125		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
3	HS&S Automotive LLC 5201 North Grape Road Mishawaka, IN46545	$ 26,580		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
4	Gurley Leep Ford LLC 5201 North Grape Road Mishawaka, IN46545	$ 25,975		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
5	Gurley Leep Imports LLC 5201 North Grape Road Mishawaka, IN46545	$ 31,230		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
6	Gurley Leep Imports LLC 5201 North Grape Road Mishawaka, IN46545	$ 16,515		Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2018)

Name of organization The Leep Foundation Inc			Employer identification number 26-4818874
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
7	US 31 Imports LLC 5201 North Grape Road Mishawaka, IN46545	$ 17,775		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
8	Quad Cities Automotive Group LLC 5201 North Grape Road Mishawaka, IN46545	$ 89,228		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
9	DM Hon LLC 5201 North Grape Road Mishawaka, IN46545	$ 65,599		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
10	Leep TQC LLC 5201 North Grape Road Mishawaka, IN46545	$ 30,475		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
11	Team Chevrolet Inc 5201 North Grape Road Mishawaka, IN46545	$ 21,857		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
12	US 30 Hon LLC 5201 North Grape Road Mishawaka, IN46545	$ 37,085		Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2018)

Name of organization The Leep Foundation Inc			Employer identification number 26-4818874
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
13	Team Toyota 5201 North Grape Road Mishawaka, IN46545	$ 37,394		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
14	Gurley-Leep Automotive Sales LLP 5201 North Grape Road Mishawaka, IN46545	$ 29,626		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
15	Gurley Leep Oldsmobile Cadillac Inc 5201 North Grape Road Mishawaka, IN46545	$ 25,520		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
16	Mike Leep Sr 5201 North Grape Road Mishawaka, IN46545	$ 84,381		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) (2018)

Schedule B (Form 990, 990-EZ, or 990-PF) (2018)

Page 3

Name of organization The Leep Foundation Inc		Employer identification number 26-4818874

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) (2018)

Schedule B (Form 990, 990-EZ, or 990-PF) (2018)

Page 4


Name of organization The Leep Foundation Inc			Employer identification number 26-4818874
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.) $ 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) (2018)

Additional Data

Software ID:	18007697
Software Version:	2018v3.1

- TIN:

TY 2018 InvestmentsCorpBondsSchedule

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Name of Bond	End of Year Book Value	End of Year Fair Market Value
Dodge & Cox Income Fund	76,341	74,576
Ishares 3-7 year treasury bond	15,800	15,418
Ishares Iboxx High Yield Corporate Bond	5,175	4,867
Ishares Tips Bond ETF	10,310	9,855
Ishares US Treasury Bond	33,647	33,351
Loomis Sayles Intermediate Duration Bond Fund	0	0
Lord Abbet Invt Tr Sh Dura Incm I	59,662	59,662
Northern Funds Ultra-Short Fixed	30,584	30,418
Oppenheimer Senior Floating Rate	60,139	56,859
Powershares EM Sovereign Bond USD	0	0
SPDR Blmbrg Brcly High Yield Bond ETF	9,642	8,868
TWC Total Return Bond FD CL I	43,374	42,601
Vanguard Fixed Inc Intrm Invgrdad	75,616	73,268
Vanguard GNMA Adm #536	0	0
Vanguard High Yield Corp Fund	38,000	35,393
Vanguard Intermediate Term Bond	35,288	33,898
Vanguard Intermediate-Term Corporate Bond	73,251	70,680
Vanguard Short Term Bond	30,753	30,406
Vanguard Short Term Treasury	14,353	14,248
Vanguard ST Corp Bond Index I	115,381	113,937
Vanguard ST Inv Grade Fund I	198,542	194,836
Vanguard Total Internatl bond ETF	4,586	4,611

- TIN:

TY 2018 InvestmentsCorpStockSchedule

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Name of Stock	End of Year Book Value	End of Year Fair Market Value
Abbott Labs Com	14,466	26,762
Adobe Inc	5,818	5,204
AES Corp	0	0
Alibaba Group Holding LT	49,439	34,266
Align Tech Inc Del	6,103	3,770
Alphabet Inc Class A Common Stock	37,682	44,933
Allegion Plc Shs	0	0
Alliant Energy Corp	0	0
Amazon Com Inc	15,894	13,517
American Tower Reit	21,533	30,214
Amgen Inc	18,747	24,334
AMN Elec Power Co	0	0
Apple Inc	41,803	45,745
Andeavor Com	0	0
Avalonbay Cmmun Inc REIT	0	0
Becton Dickison & Co Com	14,469	22,532
Best Buy Co Inc	0	0
Blackrock Eqty Dividend Fund Instl	0	0
Blackrock Inc	43,230	41,053
Boeing Company	5,941	5,482
Booking Hldgs Inc	8,310	6,890
Cambiar International Equity Fund Investor CL	26,218	21,580
Carmax Inc	3,324	2,760
Chevron Corporation	21,563	25,566
CH Robinson Worldwide Inc New	0	0
Chubb Ltd	28,450	31,003
Cisco Systems Inc Com	21,514	32,498
Citizens Financial Group Inc Com	31,408	23,784
Comerica Inc Com	0	0
Comm Services Select	3,457	3,054
Consolidated Edison Inc	0	0
Consumer Discretionary SPDR	13,126	13,464
Constellation Brands Inc	7,563	5,790
Costco Wholesale Corporation	25,770	31,168
Coty Inc CL A	0	0
CSX Corp	5,946	5,094
CVS Health	27,639	22,277
Delaware Emerging Markets Fund Instl CL	18,287	15,173
Delaware Small Cap Core Fund Insl Cl	21,106	16,909
Delta Air Lines Inc Com New	19,625	20,709
Dominion Energy Inc	26,990	26,797
Dominos Pizza Inc	2,706	2,728
Dowdupont Inc	18,265	19,520
Dover Corp	5,895	5,037
DR Horton	0	0
DTE Energy company	0	0
Duke Energy Corp New	0	0
Eaton Vance Parametric Emerging Market Institutional	71,251	65,827
Ecolab Inc	5,360	5,305
Edgewood Growth Fund CL Inst	27,853	27,552
Edwards Lifesciences Crp	5,890	6,433
Electronic Arts Inc Del	5,987	3,709
Facebook Inc	134,111	129,648
Fifth Third Bancorp	10,327	12,942
First Trust Dow Jones	9,500	8,750
Franklin Small Cap Growth	0	0
Gateway Fund Y	0	0
General Dynamics Corporation	25,434	26,411
Genuine Parts Co	19,727	21,124
Goldman Sachs Tst Intl Eqins Instl	247,442	207,113
Gotham Index Plus Fund	72,000	69,811
Harding Loevner Intl Equity PT FD Instl CL	23,041	19,793
Health Care Select SPDR	14,685	16,437
Honeywell Intl Inc	22,940	26,424
Horizon Bancorp Inc	32,907	73,977
Idexx Lab Inc Del	0	0
Intl Business Machines Corp IBM	0	0
Intercontinental Exchange	6,448	6,554
Intuit Inc	7,009	6,693
Intuitive Surgical Inc	5,707	5,268
Invesco Emerging Markets	11,249	10,092
Invesco Ltd	0	0
Invesco Preferred ETF	3,607	3,260
Ishares Commodities Select Strategy ETF	74,756	66,925
Ishares Iboxx Invt Grade Corp BD	24,282	23,241
Ishares Inc Core Msci Emerging Mkts	23,603	24,047
Ishares MBS	36,618	35,686
Ishares MSCI EAFE	22,124	18,927
Ishares MSCI Japan ETF	10,839	9,530
Ishares Nasdaq Biotech	8,408	7,329
Ishares Russell 1000 Growth	28,316	29,586
Ishares Russell 1000 Value	44,621	42,865
Ishares TR Core MSCI EAF ETF	127,787	104,335
Jacobs Engn Grp Inc Dela	0	0
Johnson & Johnson	23,767	23,229
JPMorgan Chase & Co Com	75,345	175,228
Kimberly Clark	0	0
Kimco Realty Corp Md	0	0
Lam Research Corporation Com	26,837	20,426
Lauder Estee Cos Inc	5,533	5,334
Lilly Eli & Co Com	16,967	27,194
Lowes Companies Inc	22,078	26,969
Marathon Petroleum Company	16,280	17,703
Mastercard	8,704	8,112
Materials Select Sector SPDR Fund	10,654	9,195
Medronic PLC	23,422	26,378
MFS Value FD CL	22,671	21,164
MFS International Value Fund I	0	0
Microsoft Corp Com	28,322	44,488
Molson Coor Brew Co Cl B	0	0
Nestle	22,485	24,285
Netapp Inc	0	0
Netflix Com Inc	5,818	4,550
New Newscorp LLC Shs CL A	0	0
Nike	23,409	29,656
Northern Trust Corp Com	14,572	17,136
Northrop Grumman Corp	16,896	18,368
NRG Energy	0	0
Nvidia	4,686	2,537
Oppenheimer Internatl Growth	46,510	39,755
Oppenheimer Int'L Small Company Fund	98,399	95,210
Oracle Corp Com	15,741	18,060
O'Reilly Automotive Inc	0	0
Paypal Holdings Inc	8,451	8,241
Pfizer Inc Corp	18,651	25,099
Phillip Morris Int Inc	0	0
Phillips 66	14,767	16,369
Powershares Preferred Portfolio
Proctor & Gamble Company	26,137	31,896
Progressive Crp	5,369	5,249
Pulte Group	0	0
Ralph Lauren Corp	0	0
Raytheon Co Delaware New	0	0
Real Estate Select Sector Spdr Fd	8,012	7,781
Realty Incm Crp Md PV$1 Reit	0	0
Rockwell Automation Inc	0	0
Salesforce Com Inc	47,555	67,252
Sector SPDR Consmrs STPL	17,839	16,707
Sector SPDR Energy	5,001	4,129
Sector SPDR Industrial	21,163	21,771
Sector SPDR Utilities	3,510	3,651
Sempra Energy	0	0
Simon Property Group Del REIT	0	0
Spdr S&P Insurance	2,793	2,724
SPDR US Financial Sector	102,466	92,646
Starbucks Corp	20,201	23,828
Suncor Energy Inc New	17,784	18,181
SVB Finl Group	6,170	3,608
Texas Instruments Inc	18,727	21,735
The Oakmark Intl Fund	39,669	30,195
Thermco Fisher Scientific Inc	5,644	5,371
TJX Cos Inc New	5,203	4,698
T Rowe Price Emerging Markets Stock FD Retail	57,368	49,385
T Rowe Price Mid C Fd Cl	67,698	64,054
T Rowe Price Quant Mgt Fds Inc Qm US Sml Cp I	83,671	70,778
United Health Group Inc	20,790	33,631
United Technologies Corp Com	17,466	19,166
US Bancorp Del Com New	33,349	31,762
Vaneck Vectors JP Morgan EM Local Curr	1,760	1,617
Vanguard Financials ETF	22,667	22,379
Vanguard Information Tech ETF	16,919	21,187
Vanguard REIT ETF Viper	0	0
Vanguard Short-Term Treasury ETF	0	0
Vanguard Small Cap Value Index Fund	82,143	82,532
Verizon Communications	22,961	27,548
Vertex Pharmctls Inc	0	0
VF Corporation	19,577	21,402
Victory Sycamore Established Value Fund Class I	83,334	77,704
Visa Inc	27,086	40,374
Vmware Inc	5,212	4,662
Walt Disney Company	26,184	29,057
Waste Management Inc New	0	0
Wells Fargo & Co New Com	0	0
Westrock Company	21,817	19,446
Xcel Energy Inc	0	0
Zoetis Inc	8,340	8,041
3m Company	20,875	22,865

- TIN:

TY 2018 InvestmentsOtherSchedule2

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
Goldman Sachs Tst Abs Rtntrakr I	AT COST	225,000	209,356

- TIN:

TY 2018 LegalFeesSchedule

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Legal Fees	153	38

- TIN:

TY 2018 OtherDecreasesSchedule

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Description	Amount
Change in contribution receivable	363,580
PY Income Posted after Year End	3,791

- TIN:

TY 2018 OtherExpensesSchedule

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Investment Fees- Lake City Bank	23,055	23,055
Bank Fees	50	50

- TIN:

TY 2018 OtherIncreasesSchedule

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Description	Amount
Current Year Income Posted after Year End	430

- TIN:

TY 2018 TaxesSchedule

Name:

The Leep Foundation Inc

EIN:

26-4818874

Software ID:

18007697

Software Version:

2018v3.1

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Foreign Tax Paid	2,298	2,298
Taxes Paid	8,320