Form990-PF
Click to see attachment

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletGo 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
POTTS FAMILY FOUNDATION INC
 
Number and street (or P.O. box number if mail is not delivered to street address)909 E BRITTON ROAD
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
OKLAHOMA CITY, OK73114
A Employer identification number

73-1119767
B Telephone number (see instructions)

(405) 486-4955
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$5,723,351J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I 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)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 194,696 194,696 194,696
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 140,649
b Gross sales price for all assets on line 6a 1,973,733
7 Capital gain net income (from Part IV, line 2)... 140,649
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 9,990 9,990 9,990
12 Total. Add lines 1 through 11........ 345,335 345,335 204,686
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc.        
14 Other employee salaries and wages...... 268,925   268,925 268,925
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 15,250   15,250 15,250
c Other professional fees (attach schedule).... Click to see attachment 30,098 30,098 30,098 31,215
17 Interest............... 465   465 367
18 Taxes (attach schedule) (see instructions)... Click to see attachment 37,648 7,016 37,648 65,883
19 Depreciation (attach schedule) and depletion... Click to see attachment 1,372   1,372
20 Occupancy..............        
21 Travel, conferences, and meetings....... 22,602   22,602 9,573
22 Printing and publications.......... 1,907   1,907 102
23 Other expenses (attach schedule)....... Click to see list of attachments 47,187   47,187 45,315
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 425,454 37,114 425,454 436,630
25 Contributions, gifts, grants paid....... 285,000 285,000
26 Total expenses and disbursements. Add lines 24 and 25 710,454 37,114 425,454 721,630
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -365,119
b Net investment income (if negative, enter -0-) 308,221
c Adjusted net income (if negative, enter -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 Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.) 		Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............. 57,462 151,663 151,663
2 Savings and temporary cash investments......... 312,877 215,196 215,196
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........   12,890  
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule).......      
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 6,016,477 Click to see attachment5,230,036 5,230,036
14 Land, buildings, and equipment: basis bullet11,226
Less: accumulated depreciation (attach schedule) bullet6,565 6,033 Click to see attachment4,661  
15 Other assets (describe bullet) Click to see attachment1,181,828 Click to see attachment1,134,296 Click to see attachment126,456
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 7,574,677 6,748,742 5,723,351
Liabilities 17 Accounts payable and accrued expenses.......... 27,021 27,363
18 Grants payable................. 140,000 140,000
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)......... 167,021 167,363
Net Assets or Fund Balances Foundations that follow SFAS 117, check here bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................. 6,354,037 5,573,539
25 Temporarily restricted............... 1,053,619 1,007,840
26 Permanently restricted...............    
Foundations that do not follow SFAS 117, check here bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see instructions)..... 7,407,656 6,581,379
31 Total liabilities and net assets/fund balances (see instructions). 7,574,677 6,748,742
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year’s return) ...............
1
7,407,656
2
Enter amount from Part I, line 27a .....................
2
-365,119
3
Other increases not included in line 2 (itemize) bullet
3
 
4
Add lines 1, 2, and 3 ..........................
4
7,042,537
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
461,158
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .
6
6,581,379
Form 990-PF (2018)
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 3286 Annaly Capital Management P 2017-05-12 2018-11-29
b 2915 Annaly Capital Management P 2017-12-20 2018-11-29
c 111 Apple, Inc. P 2013-01-29 2018-10-19
d 919 AT&T, Inc. P 2007-08-01 2018-11-29
e 805 AT&T, Inc. P 2008-01-17 2018-11-29
100 AT&T, Inc. P 2008-02-28 2018-11-29
100 AT&T, Inc. P 2008-05-07 2018-11-29
260 AT&T, Inc. P 2010-03-01 2018-11-29
382 AT&T, Inc. P 2017-05-10 2018-11-29
1084 B&G Foods, Inc. P 2018-01-03 2018-07-11
693 Bank New York Mellon Corp. P 2013-04-04 2018-07-11
1058 Brinker International, Inc. P 2018-03-02 2018-11-13
508 Bristol Myers Squibb Company P 2016-08-24 2018-01-23
250 Bristol Myers Squibb Company P 2016-10-05 2018-01-23
73 Chevron Corporation P 2017-05-10 2018-07-11
341 Cisco Systems, Inc. P 2002-11-14 2018-03-23
191 ConocoPhillips P 2002-12-09 2018-07-11
1501 Diebold Nixdorf P 2018-01-22 2018-05-10
726 DineEquity, Inc. P 2017-05-10 2018-02-21
241 DineEquity, Inc. P 2017-06-07 2018-02-21
733 Emerson Electric, Inc. P 2011-08-12 2018-01-23
259 Emerson Electric, Inc. P 2017-06-07 2018-01-23
180 Exxon Mobil P 2000-08-16 2018-07-11
200 Exxon Mobil P 2002-01-25 2018-07-11
102 Exxon Mobil P 2002-12-09 2018-07-11
3022 Gamestop Corp. P 2018-01-22 2018-12-18
2888 General Electric Co. P 2018-01-22 2018-04-25
416 Gilead Science, Inc. P 2017-03-20 2018-07-11
483 Gilead Science, Inc. P 2017-03-20 2018-12-18
214 Gilead Science, Inc. P 2017-05-11 2018-12-18
260 Gilead Science, Inc. P 2017-06-07 2018-12-18
1890 Guggenheim S&P 500 Pure Growth ETF P 2017-12-21 2018-01-22
3602 H&R Block, Inc. P 2017-08-30 2018-04-25
2641 Hanesbrands, Inc. P 2017-12-20 2018-01-23
423 HP, Inc. P 2017-05-26 2018-07-11
164 Intel Corporation P 2017-05-11 2018-03-23
213 Intel Corporation P 2017-05-11 2018-07-11
1326 Kroger Company P 2017-04-03 2018-06-27
215 Kroger Company P 2017-04-03 2018-07-11
128 Kroger Company P 2017-06-16 2018-07-11
1622 Kroger Company P 2017-09-14 2018-07-11
812 Maxar Technologies Ltd. P 2018-03-22 2018-11-29
215 Merck & Company P 2017-08-21 2018-07-11
1169 Newell Brands, Inc. P 2017-11-07 2018-10-19
40 Norfolk-Southern Company P 2012-02-22 2018-01-03
35 Norfolk-Southern Company P 2012-02-22 2018-07-11
677 Oracle Corp. P 2009-10-08 2018-11-19
340 Pfizer, Inc. P 2007-06-26 2018-07-11
2730 Pitney Bowes, Inc. P 2017-06-07 2018-11-29
1199 Pitney Bowes, Inc. P 2017-12-20 2018-11-29
224 Royal Dutch Shell PLC P 2017-05-26 2018-07-11
242 Seagate Technology P 2017-05-10 2018-07-11
303 Union Pacific Corporation P 2012-02-22 2018-03-22
32 Union Pacific Corporation P 2012-02-22 2018-07-11
314 Verizon Communications, Inc. P 2015-09-02 2018-07-11
845 Williams Sonoma, Inc. P 2017-05-12 2018-07-11
494 Williams Sonoma, Inc. P 2017-06-07 2018-07-11
70000 JPMorgan Chase 3.375% 5/1/2023 P 2014-04-17 2018-05-15
50000 JPMorgan Chase 3.375% 5/1/2023 P 2017-05-11 2018-05-15
132000 U.S. Treasury 2.375% 6/30/2018 P 2014-01-24 2018-05-15
55000 U.S. Treasury 2.375% 6/30/2018 P 2017-05-12 2018-05-15
45000 U.S. Treasury 1.5% 5/31/2019 P 2014-07-01 2018-12-18
75000 U.S. Treasury 0.875% 10/15/2018 P 2017-09-22 2018-09-11
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 32,660   37,322 -4,662
b 28,972   34,971 -5,999
c 24,277   7,067 17,210
d 27,928   36,578 -8,650
e 24,463   30,945 -6,482
3,039   3,551 -512
3,039   4,035 -996
7,901   6,510 1,391
11,609   14,718 -3,109
30,994   38,281 -7,287
37,125   19,070 18,055
55,490   37,284 18,206
32,197   30,430 1,767
15,845   13,665 2,180
9,161   7,784 1,377
14,809   4,195 10,614
13,652   3,623 10,029
19,826   27,361 -7,535
48,464   38,257 10,207
16,088   10,901 5,187
53,775   31,396 22,379
19,001   14,940 4,061
15,013   7,358 7,655
16,682   7,772 8,910
8,508   3,565 4,943
38,359   53,191 -14,832
40,310   46,500 -6,190
31,563   28,748 2,815
31,109   33,378 -2,269
13,783   14,268 -485
16,746   16,747 -1
213,351   200,255 13,096
101,074   97,470 3,604
60,131   54,160 5,971
9,912   7,750 2,162
8,141   5,847 2,294
10,971   7,594 3,377
38,648   38,886 -238
6,331   6,305 26
3,769   2,849 920
47,763   34,700 13,063
13,936   35,669 -21,733
13,317   13,309 8
19,682   35,624 -15,942
5,846   2,741 3,105
5,441   2,399 3,042
33,527   13,826 19,701
12,658   8,833 3,825
22,537   41,092 -18,555
9,898   13,614 -3,716
15,764   12,186 3,578
13,971   10,434 3,537
41,222   16,472 24,750
4,499   1,740 2,759
16,142   14,178 1,964
55,886   43,318 12,568
21,363   13,849 7,514
68,181   68,435 -254
48,701   50,706 -2,005
133,223   138,239 -5,016
55,509   56,336 -827
44,797   44,869 -72
75,154   74,988 166
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       -4,662
b       -5,999
c       17,210
d       -8,650
e       -6,482
      -512
      -996
      1,391
      -3,109
      -7,287
      18,055
      18,206
      1,767
      2,180
      1,377
      10,614
      10,029
      -7,535
      10,207
      5,187
      22,379
      4,061
      7,655
      8,910
      4,943
      -14,832
      -6,190
      2,815
      -2,269
      -485
      -1
      13,096
      3,604
      5,971
      2,162
      2,294
      3,377
      -238
      26
      920
      13,063
      -21,733
      8
      -15,942
      3,105
      3,042
      19,701
      3,825
      -18,555
      -3,716
      3,578
      3,537
      24,750
      2,759
      1,964
      12,568
      7,514
      -254
      -2,005
      -5,016
      -827
      -72
      166
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 140,649
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 ................... 		Bracket 3 -7,371
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?
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      
2016      
2015      
2014      
2013      
2
Total of line 1, column (d) .....................
2
 
3
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 ......
3
 
4
Enter the net value of noncharitable-use assets for 2018 from Part X, line 5......
4
 
5
Multiply line 4 by line 3......................
5
 
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
 
7
Add lines 5 and 6........................
7
 
8
Enter qualifying distributions from Part XII, line 4,.............
8
 
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)
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 Bullet and enter “N/A" on line 1. Bracket includes lines 1a and 1b
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 6,164
hereBulletand 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 6,164
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 6,164
6 Credits/Payments:
a 2018 estimated tax payments and 2017 overpayment credited to 2018 6a 19,054
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 19,054
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.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 12,890
11 Enter the amount of line 10 to be: Credited to 2019 estimated taxBullet12,890 RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions
for definition).................................
1b
 
No
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.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
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$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
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....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
No
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
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?................
    6
    Yes
     
    7
    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..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletOK
    b
    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 .
    8b
    Yes
     
    9
    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 .............................
    9
    Yes
     
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2018)
    Form 990-PF (2018)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    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 .............
    11
     
    No
    12
    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.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletwww.pottsfamilyfoundation.org
    14
    The books are in care ofbulletPotts Family Foundation Inc Telephone no.bullet (405) 486-4955

    Located atbullet909 E Britton RoadOklahoma CityOK ZIP+4bullet731147802
    15
    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
    15
     
    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
    No
    1a
    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?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?......................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (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)?...............
    (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.).......
    b
    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 ........
    1b
     
    No
    ........bullet
    c
    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?.............
    1c
     
    No
    2
    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)):
    a
    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?.............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    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.) ..............
    2b
     
    No
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?......................
    b
    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.)..................
    3b
     
    No
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    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?
    4b
     
    No
    Form 990-PF (2018)
    Form 990-PF (2018)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?.............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? See instructions................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?.....
    b
    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 ......
    5b
     
    No
    .........bullet
    c
    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?..........
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.....................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
    No
    8
    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? .................
    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
    Patricia Potts Director
    30.00     		0    
    909 E Britton Road
    Oklahoma City,OK731147802
    Kathy Potts Director
    1.00     		0    
    9211 Lake Hefner Pkwy Ste 300
    Oklahoma City,OK73120
    Phyllis Hudecki Director
    1.00     		0    
    2621 Green Canyon Drive
    Edmond,OK73013
    Tiffany Burton Secretary
    1.00     		0    
    PO Box 20778
    Oklahoma City,OK73156
    Marnie Taylor Director
    1.00     		0    
    3213 N Harvey Parkway
    Oklahoma City,OK73118
    Larry Potts Director
    1.00     		0    
    1901 W Main
    Norman,OK73069
    Teresa Burkett Director
    1.00     		0    
    4000 One Williams Center
    Tulsa,OK74172
    Mark Potts Director
    1.00     		0    
    909 E Britton Road
    Oklahoma City,OK731147802
    Ray Potts Director
    2.00     		0    
    909 E Britton Road
    Oklahoma City,OK731147802
    Ginny Bass Carl Treasurer
    1.00     		0    
    825 NE 13th St
    Oklahoma City,OK73104
    Page Potts-Beal Director
    1.00     		0    
    570 Buchanan Avenue
    Norman,OK73069
    Robert Block Vice Chair
    1.00     		0    
    256 E 27th Street
    Tulsa,OK74114
    Steve Potts Chairman
    1.00     		0    
    2925 Cornwall Place
    Oklahoma City,OK731204305
    Dan Schiedel Director
    1.00     		0    
    PO Box 5828
    Enid,OK73702
    Jill Daugherty Director
    1.00     		0    
    301 W Main St Suite 323
    Ardmore,OK73401
    Ryan Posey Director
    1.00     		0    
    3100 Norge Road
    Chickasha,OK73018
    Valerie Thompson Director
    1.00     		0    
    3900 N Martin Luther King Ave
    Oklahoma City,OK73111
    Phil Lakin Director
    1.00     		0    
    7030 S Yale Ave Suite 600
    Tulsa,OK74136
    Jennifer Hays-Grudo Director
    1.00     		0    
    233 Human Sciences
    Stillwater,OK740786122
    Erica Lucas Director
    1.00     		0    
    316 NW 61st
    Oklahoma City,OK73012
    Raul Font Director
    1.00     		0    
    420 SW 10th Street
    Oklahoma City,OK73109
    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
    Craig R Knutson President/CEO
    40.00     		86,666    
    1003 Nottingham Circle
    Norman,OK73072
    Linda J Turner HR, Ofc Mgr
    40.00     		56,431    
    7309 N Norman Road
    Warr Acres,OK73132
    Total number of other employees paid over $50,000...................bullet  
    Form 990-PF (2018)
    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
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet  
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1 Activities relative to the organization's mission of providing sustainable solutions to social problems in Oklahoma, supporting capacity building within the nonprofit sector, and improving public education, with a primary focus on early childhood development 425,454
    2 Grants paid to Section 501(c)(3) organizations (see Part XV for recipients, grant process, etc.) 285,000
    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)
    Form 990-PF (2018)
    Page 8
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    5,740,888
    b
    Average of monthly cash balances.......................
    1b
    331,072
    c
    Fair market value of all other assets (see instructions)................
    1c
    126,456
    d
    Total (add lines 1a, b, and c).........................
    1d
    6,198,416
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
    6,198,416
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    92,976
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    6,105,440
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    305,272
    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.)
    1
    Minimum investment return from Part X, line 6....................
    1
     
    2a
    Tax on investment income for 2018 from Part VI, line 5......
    2a
     
    b
    Income tax for 2018. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
     
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
     
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
     
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
     
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    721,630
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    721,630
    5
    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.................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    721,630
    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)
    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  
    2 Undistributed income, if any, as of the end of 2018:
    a Enter amount for 2017 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2018:
    a From 2013......  
    b From 2014......  
    c From 2015......  
    d From 2016......  
    e From 2017......  
    fTotal of lines 3a through e........  
    4Qualifying distributions for 2018 from Part
    XII, line 4: bullet$  
    a Applied to 2017, but not more than line 2a  
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		 
    d Applied to 2018 distributable amount.....  
    e Remaining amount distributed out of corpus  
    5 Excess distributions carryover applied to 2018.    
    (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  
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		 
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		 
    e Undistributed income for 2017. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2018. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2019 ..........     		 
    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) .......     		 
    8 Excess distributions carryover from 2013 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2019.
    Subtract lines 7 and 8 from line 6a ......     		 
    10 Analysis of line 9:
    a Excess from 2014....  
    b Excess from 2015....  
    c Excess from 2016....  
    d Excess from 2017....  
    e Excess from 2018....  
    Form 990-PF (2018)
    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 section or
    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
    0       0
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		721,630 665,247 620,681 619,383 2,626,941
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		721,630 665,247 620,681 619,383 2,626,941
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ...... 6,198,416 6,294,002 6,166,928 6,647,673 25,307,019
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		 6,198,416 6,294,002 6,166,928 6,647,673 25,307,019
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		        0
    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).)
    Patricia Potts
    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
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    Linda Turner
    909 E Britton Road
    Oklahoma City,OK731147802
    (405) 486-4955
    lturner@pottsfamilyfoundation.org
    bThe form in which applications should be submitted and information and materials they should include:
    Written grant application, including project and organization budget, Section 501(c)(3) IRS Determination Letter, most recent Form 990, grantee evaluation form, and any other financial statements relevant to grant request
    cAny submission deadlines:
    April 9, 2018
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Grants are restricted to organizations whose programs address one of four areas focusing on children ages zero to five years: (1) Home Based Parent Education & Support, (2) Accessible High Quality Child Care, (3) Preventative Health Care in Early Childhood, and (4) Literacy/Numeracy & Social/Emotional Development. Prospective grant recipients are those whose proposals break the cycle of generational poverty and dysfunction, create awareness, advocacy and activism on behalf of young children, offer the most impact per contribution dollar, build potential of people and organizations, impact present and future needs of young children, have sustainable impact beyond the grant period, enhance the cognitivie and socio-emotional development of young children, collaborate with other service providers to optimize outcomes, can be replicated and expanded, address root causes rather than symptoms, and involve parents, families, community leaders, business leaders and/or legislators. Grant proposa
    Form 990-PF (2018)
    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)
    aPaid during the year
    Oklahoma Center for Nonprofits
    720 W Wilshire Blvd Suite 115
    Oklahoma City,OK73116     		N/A PC Management training and consulting services to community nonprofits 145,000
    Sunbeam Family Services
    PO Box 61237
    Oklahoma City,OK73146     		N/A PC Affordable, quality social services to improve individual and family functioning 18,000
    Smart Start Oklahoma
    421 NW 13th Street Suite 270
    Oklahoma City,OK73103     		N/A PC Early childhood program to strengthen families and school readiness 16,000
    Norman Public Schools Foundation
    1301 S Flood Ave
    Norman,OK73069     		N/A PC Enhance educational experience for public school students 500
    University of OK Health Sciences Ce
    PO Box 26901
    Oklahoma City,OK73190     		N/A PC Educate students to become health service practitioners, conduct research for the advancement of health care, and provide continuing education, public service, and clinical care 15,000
    Child Abuse Network
    2829 S Sheridan Road
    Tulsa,OK74129     		N/A PC Provide collaborative intervention services to child abuse victims 3,000
    The Parent Child Center of Tulsa
    1421 S Boston Avenue
    Tulsa,OK74119     		N/A PC Prevent child abuse and neglect through education, treatment, and advocacy 6,000
    OETA Foundation
    PO Box 14190
    Oklahoma City,OK73113     		N/A PC Provide educational content and services through public television to inform, inspire and connect viewers to ideas and information that enrich quality of life 10,000
    Parent Promise
    PO Box 656
    Oklahoma City,OK73101     		N/A PC Provide educational resources and support through voluntary programs to help parents gain confidence in their parenting skills 15,000
    Oklahoma Institute for Child Advoca
    3909 N Classen Suite 101
    Oklahoma City,OK73118     		N/A PC Create awareness and affect policy change on behalf of children and youth 16,000
    Reach Out and Read Oklahoma
    56 Roland Street Suite 10D
    Boston,MA02129     		N/A PC Provide young children a foundation for success by incorporating books into pediatric care and encouraging families to read aloud together 7,500
    Community Action Project of Tulsa C
    4606 S Garnett Suite 100
    Tulsa,OK74146     		N/A PC Help young children in lower-income families grow up and achieve economic success 5,000
    Grove Education Found for Excellenc
    PO Box 453335
    Grove,OK74345     		N/A PC Work with Grove Public School system to recognize, encourage and promote academic excellence 1,000
    El Sistema Oklahoma
    3220 Quail Springs Parkway
    Oklahoma City,OK73134     		N/A PC After-school ensemble-based music program serving underserved public school children in Oklahoma City 1,000
    Tulsa Community Foundation
    7030 S Yale Suite 600
    Tulsa,OK74136     		N/A PC Community foundation for Tulsa and eastern Oklahoma 1,000
    Oklahoma Child Care Resource Referr
    4200 Perimeter Center Drive Ste 235
    Oklahoma City,OK73112     		N/A PC Provide access to quality care and education for children of Oklahoma families through community-based resource and referral services 7,500
    Garfield County Child Advocacy Coun
    1002 E Broadway
    Enid,OK73701     		N/A PC Provide a warm home-like environment for children who must be interviewed about incidents of physical and sexual abuse 1,000
    Okla Partnership for School Readine
    421 NW 13th Street Suite 270
    Oklahoma City,OK73103     		N/A PC Early childhood program to strengthen families and school readiness 3,000
    Tulsa Lawyers for Children Inc
    PO Box 2254
    Tulsa,OK74101     		N/A PC Provide effective and zealous representation of abused and neglected children in Tulsa County through the recruitment, training and assisting of volunteer attorneys 1,000
    Oak Hall Episcopal School
    2815 Mount Washington Road
    Ardmore,OK73401     		N/A PC Promote intellectual, creative, physical, social, emotional, and spiritual growth of students in the Episcopal tradition 1,000
    Positive Tomorrows
    PO Box 61190
    Oklahoma City,OK73146     		N/A PC Educate homeless children and their families to break the cycle of poverty through Oklahoma's only elementary school specifically serving the homeless 1,500
    ReMerge
    1444 NW 28th Street
    Oklahoma City,OK73106     		N/A PC Comprehensive female diversion program designed to transform pregnant women and mothers facing incarceration into productive citizens 2,000
    CARE Center OKC
    1403 Ashton Place
    Oklahoma City,OK73117     		N/A PC Provide a nationally-accredited child advocacy center in Oklahoma County to fight for the end of child abuse 1,500
    Latino Community Development Agency
    420 SW 10th Street
    Oklahoma City,OK73109     		N/A PC Serve the Latino Community in Oklahoma County through education, economic development, health, mental health and substance abuse prevention 1,000
    Bridges
    1670 Stubbeman Avenue
    Norman,OK73069     		N/A PC Empower high school students in family crisis to pursue education by assisting with school, living, and health expenses and college planning 500
    St John Christian Heritage Academy
    5700 N Kelley Avenue
    Oklahoma City,OK73111     		N/A PC Provide an outstanding, well-rounded, full-day Pre-Kindergarten program for three and four year old children, enabling students to be successful life-long learners 1,000
    Oklahoma Policy Institute
    907 S Detroit Avenue Suite 1005
    Tulsa,OK74120     		N/A PC Promote adequate, fair, and fiscally responsible funding of public services and expanded opportunity for all Oklahomans by providing timely and credible information, analysis, and ideas, particularly in activities related to early childhood education and criminal justice reform 500
    Teach for America - Oklahoma City
    309 NW 13th Street
    Oklahoma City,OK73103     		N/A PC Find, develop and support a diverse network of leaders who expand opportunity for children from classrooms, schools, and every sector and field that shapes the broader systems in which schools operate 500
    Partners in Education
    410 West Main Street
    Ardmore,OK73401     		N/A PC Bolster educational success by focusing on education, community, and workforce development to close the education gap and create an employable workforce 1,000
    United Way of Enid Northwest Oklaho
    PO Box 5828
    Enid,OK73702     		N/A PC Impact the community of northwest Oklahoma by increasing the organizational capacity of people to care for one another 1,000
    Rose State College Foundation
    6420 SE 15th Street
    Midwest City,OK73110     		N/A PC Stimulate private support for the programs, special needs and other enhancement of Rose State College 1,000
    Total .................................bullet 3a 285,000
    bApproved for future payment
    Oklahoma Center for Nonprofits
    720 W Wilshire Blvd Suite 115
    Oklahoma City,OK73116     		N/A PC Management training and consulting services to community nonprofits 140,000
    Total .................................bullet 3b 140,000
    Form 990-PF (2018)
    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
    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 ...........     		         
    4 Dividends and interest from securities....     14 194,696  
    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 ............     		    18 140,649  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aRoyalties     		    15 9,990  
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e)..   345,335  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    345,335
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		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)
    Form 990-PF (2018)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    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
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    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
    2a
    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? ...........
    b
    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.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


    		 Phone no.
    Form 990-PF (2018)
    Additional Data


    Software ID: 18007218
    Software Version: 2018v3.1


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2018 AccountingFeesSchedule
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Accounting fees 15,250 0 15,250 15,250

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

    TY 2018 DepreciationSchedule
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included
    AV Computer 2013-06-18 1,158 1,044 SL 5.0000 114      
    HP LaserJet Pro 200 M251N 2013-09-30 358 306 SL 5.0000 52      
    Dell Inspiron 660 2014-01-28 488 383 SL 5.0000 98      
    HP OfficeJet Pro 8600 2014-01-28 217 169 SL 5.0000 43      
    HP DeskJet 2540 2014-01-28 80 63 SL 5.0000 16      
    Dell PowerEdge Server 2015-10-20 1,797 778 SL 5.0000 359      
    VoIP Telephone Equipment 2015-12-01 1,449 604 SL 5.0000 290      
    Office Furniture 2017-08-15 4,000 167 SL 10.0000 400      

    TY 2018 InvestmentsOtherSchedule2
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    Wells Nelson & Assoc. - managed account FMV 5,230,036 5,230,036

    TY 2018 LandEtcSchedule2
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    Furniture and Fixtures 4,000 567 3,433  
    Machinery and Equipment 7,226 5,998 1,228  


    TY 2018 OtherAssetsSchedule
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    Beneficial Interest in CRT's 1,053,619 1,007,840  
    Cash Surrender Value of Life Insurance 115,177 118,413 118,413
    Investment in Royalty-Producing Assets 13,032 8,043 8,043


    TY 2018 OtherExpensesSchedule
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Bank Charges 659   659 659
    Dues 6,378   6,378 5,958
    Information Technology 3,463   3,463 3,355
    Insurance 3,799   3,799 3,799
    Office Expenses 8,452   8,452 7,720
    Parking 34   34 34
    Postage & Shipping 323   323 323
    Public Relations & Development 12,838   12,838 12,495
    Telephone 7,947   7,947 7,947
    Utilities 3,294   3,294 3,025


    TY 2018 OtherIncomeSchedule2
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    Royalties 9,990 9,990 9,990


    TY 2018 OtherProfessionalFeesSchedule
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Investment Management Fees 30,098 30,098 30,098 31,215


    TY 2018 TaxesSchedule
    Name:
    POTTS FAMILY FOUNDATION INC
    EIN:
    73-1119767
    Software ID:
    18007218
    Software Version:
    2018v3.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Excise Tax 6,164 6,164 6,164 32,000
    Foreign Tax 852 852 852 852
    Payroll Tax 24,300   24,300 26,699
    Property Tax 6,332   6,332 6,332