TY 2024 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.
right arrow

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

OMB No. 1545-0047

2024

Open to Public Inspection

For calendar year 2024, or tax year beginning 01-01-2024 , and ending 12-31-2024

Name of foundation
THE JERRY E BAKER FOUNDATION INC
C/O KEITH CARWELL

Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 770
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
BOWLING GREEN, KY421020770

A Employer identification number

61-1202660

B Telephone number (see instructions)

(270) 846-2397

C If exemption application is pending, check here right arrow

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............. right arrow

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

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

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 ....... right arrow

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

$35,768,250J 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)	8,224
2	Check .............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities...	556,245		556,245
5a	Gross rents............	192,462		192,462
b	Net rental income or (loss) 185,828
6a	Net gain or (loss) from sale of assets not on line 10		323,304
b	Gross sales price for all assets on line 6a 13,195,788
7	Capital gain net income (from Part IV, line 2)...			323,304
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).......	List of Attached Documents: // Content	47,379	43,550
12	Total. Add lines 1 through 11........	1,127,614		1,115,561
13	Compensation of officers, directors, trustees, etc.	261,098				261,098
14	Other employee salaries and wages......	342,151		58,665		283,486
15	Pension plans, employee benefits.......	87,518				87,518
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	29,741	6,500		23,241
c	Other professional fees (attach schedule)....	List of Attached Documents: // Content	249,538	249,538
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	42,023	16,906		25,117
19	Depreciation (attach schedule) and depletion...	List of Attached Documents: // Content	147,609		147,609
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	194,776	6,634		188,142
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	1,354,454		338,243	147,609	868,602
25	Contributions, gifts, grants paid.......	648,541				648,541
26	Total expenses and disbursements. Add lines 24 and 25	2,002,995		338,243	147,609	1,517,143
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-875,381
b	Net investment income (if negative, enter -0-)			777,318
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2024)

Form 990-PF (2024)

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.............	628,577	51,142	51,142
	2	Savings and temporary cash investments.........		1,047,796	1,047,796
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	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)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........	6,400
	10a	Investments—U.S. and state government obligations (attach schedule)	406,396	List of Attached Documents: // Content 204,305	190,557
	b	Investments—corporate stock (attach schedule).......	20,955,764	List of Attached Documents: // Content 19,983,220	27,711,756
	c	Investments—corporate bonds (attach schedule).......	1,438,595	List of Attached Documents: // Content 929,517	886,920
	11	Investments—land, buildings, and equipment: basis 1,405,599
		Less: accumulated depreciation (attach schedule) 36,899	1,678,974	List of Attached Documents: // Content 1,368,700	1,368,700
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	250,000	List of Attached Documents: // Content 1,050,000	1,062,883
	14	Land, buildings, and equipment: basis 5,941,326
		Less: accumulated depreciation (attach schedule) 2,500,125	3,588,832	List of Attached Documents: // Content 3,441,201	3,441,241
	15	Other assets (describe )	List of Attached Documents: // Content 7,255	List of Attached Documents: // Content 7,255	List of Attached Documents: // Content 7,255
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	28,960,793	28,083,136	35,768,250
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	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 )	List of Attached Documents: // Content 4,454	List of Attached Documents: // Content 2,178
	23	Total liabilities (add lines 17 through 22).........	4,454	2,178
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds	28,956,339	28,080,958
	29	Total net assets or fund balances (see instructions).....	28,956,339	28,080,958
	30	Total liabilities and net assets/fund balances (see instructions).	28,960,793	28,083,136

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 29 (must agree with end-of-year figure reported on prior year’s return) ...............

28,956,339

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

-875,381

Other increases not included in line 2 (itemize) right arrow

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

28,080,958

Decreases not included in line 2 (itemize) right arrow

Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .

28,080,958

Form 990-PF (2024)

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	SALE OF INDUSTRIAL DRIVE PROPERTY	P	2007-10-01	2024-05-17
b	NORTHERN TRUST	P	2021-06-28
c	HOME DEPOT	P	2021-06-28	2024-02-15
d	L/T COVERED	P
e	UNION PACIFIC	P	2021-06-28	2024-03-15
	S/T COVERED	P
	US BANCORP	P	2021-06-28	2024-01-30
	FASTENAL	P	2021-06-24
	HOME DEPOT	P	2021-06-24
	ALPHABET	P	2021-06-24
	TJX COS INC	P	2021-06-24
	JP MORGAN CHASE	P	2021-06-24	2024-04-26
	MICROSOFT	P	2021-06-24	2024-01-11
	NORTHERN TRUST	P	2021-06-24	2024-12-13
	ALPHABET	P	2021-06-28
	APPLE INC	P	2021-06-28
	TJX COS INC	P	2021-06-28
	MICROSOFT	P	2021-06-28	2024-01-11

(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	875,000	142,716	493,190	524,526
b	4,630		3,504	1,126
c	100,000		100,000
d	7,806,868		7,823,716	-16,848
e	100,000		100,000
	4,095,991		4,358,624	-262,633
	100,000		100,000
	7,759		2,471	5,288
	8,041		3,065	4,976
	35,609		12,116	23,493
	13,230		3,610	9,620
	6,579		2,858	3,721
	3,428		524	2,904
	1,815		1,345	470
	20,378		7,069	13,309
	6,230		986	5,244
	7,293		1,992	5,301
	849		130	719

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			524,526
b			1,126
c
d			-16,848
e
			-262,633

			5,288
			4,976
			23,493
			9,620
			3,721
			2,904
			470
			13,309
			5,244
			5,301
			719

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	323,304
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	-194,276

Part V

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)	1	10,805
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) 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	10,805
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	10,805
6	Credits/Payments:

a	2024 estimated tax payments and 2023 overpayment credited to 2024	6a	8,000
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	8,000
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	2,805
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10
11	Enter the amount of line 10 to be: Credited to 2025 estimated tax	Refunded	11

Form 990-PF (2024)

Page 4

Part VI-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 the instructions

for the 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. right arrow

$ (2) On foundation managers. right arrow

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

on foundation managers. right arrow

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 XIV..................................

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 2024 or the taxable year beginning in 2024? See the instructions for Part XIII.

If "Yes," complete Part XIII .............................

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

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

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 right arrow

WWW.JERRYBAKERFOUNDATION.ORG

The books are in care of right arrow

J ROBERT HILLIARD Telephone no. right arrow

(270) 846-2397

Located at right arrow

PO BOX 1BOWLING GREENKY ZIP+4 right arrow

42102

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

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

16 At any time during calendar year 2024, 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 right arrow

Form 990-PF (2024)

Page 5

Part VI-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? ...........

1a(1)

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

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

1a(2)

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

1a(3)

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

1a(4)

(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)? ......................

1a(5)

(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.) ...............

1a(6)

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 ........ right arrow

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 2024? .............

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 2024, did the foundation have any undistributed income (Part XII, lines 6d

and 6e) for tax year(s) beginning before 2024?....................

If "Yes," list the years right arrow

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? ..............................

If "Yes," did it have excess business holdings in 2024 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 2024.) .....................

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 2024? ..

Form 990-PF (2024)

Page 6

Part VI-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))? ..........

5a(1)

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

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

5a(2)

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

5a(3)

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

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

5a(4)

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

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

5a(5)

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 ......... right arrow

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).

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

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

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?

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? .........................

Part VII

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-)
J ROBERT HILLIARD	PRESIDENT 000.00	122,301
PO BOX 1 BOWLING GREEN,KY42102	PRESIDENT 000.00	122,301
WILLIAM M DOERR	TREASURER 000.00	0
CHAMPION COURT ELIZABETHTOWN,KY42701	TREASURER 000.00	0
KEITH CARWELL	SECRETARY 000.00	138,797
PO BOX 770 BOWLING GREEN,KY42102	SECRETARY 000.00	138,797
TIM EDELEN	BOARD MEMBER 000.00	0
1509 DRAKES RIDGE LANE BOWLING GREEN,KY42103	BOARD MEMBER 000.00	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
NONE









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

Form 990-PF (2024)

Page 7

Part VII

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............. right arrow

Part VIII-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 VIII-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	N/A
2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... right arrow

Form 990-PF (2024)

Page 8

Part IX

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...................

29,124,757

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

1,035,941

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

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

30,160,698

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.........................

30,160,698

Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see

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

452,410

Net value of noncharitable-use assets. Subtract line 4 from line 3. ............

29,708,288

Minimum investment return. Enter 5% (0.05) of line 5................

1,485,414

Part X

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

and do not complete this part.)

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

1,485,414

Tax on investment income for 2024 from Part V, line 5 .......

10,805

Income tax for 2024. (This does not include the tax from Part V.) ...

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

10,805

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

1,474,609

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

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

1,474,609

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

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

1,474,609

Part XI

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 ..........

1,517,143

Program-related investments—total from Part VIII-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 XII, line 4. .......

1,517,143

Form 990-PF (2024)

Page 9

Part XII

Undistributed Income (see instructions)

		(a) Corpus	(d) 2024
1 Distributable amount for 2024 from Part X, line 7			1,474,609
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only.......
b Total for prior years:20 , 20, 20
3 Excess distributions carryover, if any, to 2024:
a From 2019......	321,956
b From 2020......	390,368
c From 2021......	344,631
d From 2022......	369,989
e From 2023......	214,217
f Total of lines 3a through e ........		1,641,161
4Qualifying distributions for 2024 from Part
XI, line 4: $ 1,517,143
a Applied to 2023, 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 2024 distributable amount.....			1,474,609
e Remaining amount distributed out of corpus		42,534
5 Excess distributions carryover applied to 2024.
(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		1,683,695
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 2023. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2024. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2025 ..........			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) .......
8 Excess distributions carryover from 2019 not applied on line 5 or line 7 (see instructions) ...		321,956
9 Excess distributions carryover to 2025. Subtract lines 7 and 8 from line 6a ......		1,361,739
10 Analysis of line 9:
a Excess from 2020....	390,368
b Excess from 2021....	344,631
c Excess from 2022....	369,989
d Excess from 2023....	214,217
e Excess from 2024....	42,534

Form 990-PF (2024)

Page 10

Part XIII

Private Operating Foundations (see instructions and Part VI-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 2024, enter the date of the ruling ...... right arrow

b Check box to indicate whether the organization is a private operating foundation described in section 4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part IX for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2024	(b) 2023	(c) 2022	(d) 2021	(e) Total

b 85% (0.85) of line 2a .........
c Qualifying distributions from Part XI, line 4 for each year listed .....
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 ....
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 IX, 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 XIV

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).)

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 right arrow

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:

J ROBERT HILLIARD
449 VILLAGE WAY
BOWLING GREEN,KY42103
(270) 842-2828

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

WRITTEN REQUEST STATING HOW ANY CONTRIBUTIONS FROM THE FOUNDATION WILL BE USED.

cAny submission deadlines:

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

Form 990-PF (2024)

Page 11

Part XIV

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
AVIATION HERITAGE PARK AVIATION HERITAGE PARK 1825 THREE SPRINGS ROAD BOWLING GREEN,KY42104			CHARITABLE PURPOSE	1,000
WKU FOUNDATION WKU FOUNDATION 292 ALUMNI AVENUE BOWLING GREEN,KY42101			CHARITABLE PURPOSE	642,541
OPERATION PRIDE OPERATION PRIDE 1141 STATE STREET BOWLING GREEN,KY42101			CHAIRTABLE PURPOSE	5,000
Total ................................. 3a				648,541

bApproved for future payment

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

Form 990-PF (2024)

Page 12

Part XV-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 ...........
4 Dividends and interest from securities ....			14	556,245
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....			16	185,828
6 Net rental income or (loss) from personal property
7 Other investment income .....			14	43,550
8 Gain or (loss) from sales of assets other than inventory ............			1	323,304
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: aMISCELLANEOUS INCOME					3,829
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) ..				1,108,927	3,829

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

1,112,756

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

Part XV-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 XV-A contributed importantly to the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See instructions.)
4	EARNINGS AID IN DEFRAYING EXPENSES INCURRED IN
4	OUR EXEMPT PURPOSE
5B	EARNINGS AID IN DEFRAYING EXPENSES INCURRED IN
5B	OUR EXEMPT PURPOSE
11B	EARNINGS AID IN DEFRAYING EXPENSES INCURRED IN
11B	OUR EXEMPT PURPOSE
8	EARNINGS AID IN DEFRAYING EXPENSES INCURRED IN
8	OUR EXEMPT PURPOSE
7	EARNINGS IN DEFRAYING EXPENSES IN
7	OUR EXEMPT PURPOSE

Form 990-PF (2024)

Page 13

Part XVI

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 instructions. 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 (2024)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2024 AccountingFeesSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING FEES	29,741	6,500		23,241

- TIN:

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

TY 2024 DepreciationSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)	Current Year's Depreciation Expense	Adjusted Net Income
LANDSCAPING EQUIPMENT	2007-10-01	12,844	12,844	200DB	7.0000
LANDSCAPING EQUIPMENT	2009-03-04	10,500	10,500	200DB	7.0000
LANDSCAPING EQUIPMENT	2009-10-09	2,190	2,190	200DB	7.0000
FURNITURE	2010-01-15	1,800	1,800	200DB	7.0000
FURNITURE	2010-04-21	9,837	9,837	200DB	7.0000
AIR CONDITIONER	2010-07-09	7,200	7,200	200DB	7.0000
OUTSIDE EQUIPMENT	2010-09-21	2,741	2,741	200DB	5.0000
VEHICLES	2008-10-01	27,953	27,953	200DB	5.0000
MAINTENANCE BUILDING	2008-01-01	106,099	54,659	S/L	31.0000	3,422	3,422
DOCUMENTARY	2011-01-01	16,500	16,500	200DB	5.0000
IPHONE	2011-07-14	317	317	200DB	7.0000
LAND IMPROVEMENTS	2011-01-01	1,152,490	982,356	150DB	15.0000	68,054	68,054
LAND IMPROVEMENTS	2011-11-08	53,093	45,255	150DB	15.0000	3,135	3,135
MUSEUM	2011-01-01	1,771,240	588,517	S/L	39.0000	45,417	45,417
ART WORK	2011-01-01	999,002
ART WORK	2012-12-31	13,890
CAMERA SYSTEM	2012-02-03	12,828	12,828	200DB	10.0000
IP PHONE & SECURITY SYSTEM	2012-02-08	6,040	6,040	200DB	10.0000
PRIVACY WALL	2012-11-07	10,820	8,584	150DB	15.0000	639	639
DRIVE WAY	2012-07-09	24,480	19,421	150DB	15.0000	1,445	1,445
KUBOTA	2012-10-02	13,400	13,400	200DB	7.0000
NEW COMPUTER	2012-10-01	1,957	1,957	200DB	5.0000
MOWER	2013-07-10	5,291	5,291	200DB	5.0000
TRACTOR W/LOADER & CUTTERS	2013-08-19	48,400	48,400	200DB	5.0000
FURNITURE	2013-01-09	3,425	3,425	200DB	5.0000
2010 CHEVY P/U WHITE	2013-03-31	15,959	15,959	200DB	5.0000
CABINET	2013-02-08	1,800	1,800	200DB	7.0000
ART WORK	2013-11-15	1,175
100 ACRES	2013-08-13	600,000
CLASSROOM	2013-08-13	25,000	6,650	S/L	39.0000	641	641
LAND IMPROVEMENTS	2013-12-01	225,439	193,990	150DB	15.0000	6,989	6,989
LAND IMPROVEMENTS	2013-12-01	36,311	31,246	150DB	15.0000	1,125	1,125
VACUUM CLEANER	2014-03-28	866	866	200DB	5.0000
ART WORK	2014-12-31	6,288
SCANNER	2014-05-02	983	983	200DB	5.0000
'14 CHUBBS 10' TRAILER	2014-06-11	4,250	4,250	200DB	5.0000
FILING CABINET	2014-07-16	897	897	200DB	7.0000
LAWNMOWER	2014-09-10	5,619	5,619	200DB	5.0000
KUBOTA MOTOR	2014-09-23	4,919	4,919	200DB	5.0000
LAND IMPROVEMENTS	2014-12-31	145,935
CLASSROOM IMPROVEMENTS	2015-11-06	1,500	310	S/L	39.0000	39	39
ART WORK & ART RESTORATION	2015-12-31	13,684
LANDSCAPING	2015-12-31	9,230	7,459	150DB	15.0000	273	273
SHELVING	2015-01-28	9,771	9,771	200DB	7.0000
BOBCAT TRACK LOADER	2015-04-22	55,767	55,767	200DB	5.0000
GREENHOUSES	2016-10-31	38,876	7,186	S/L	39.0000	997	997
CLASSROOM HEATING UNIT	2016-02-03	2,500	2,500	200DB	7.0000
GREENHOUSE TABLES	2016-11-07	3,985	3,985	200DB	7.0000
ARTWORK	2016-12-31	8,285
PARKING LOT	2017-03-08	25,946	19,434	150DB	15.0000	766	766
ART WORK	2017-12-31	1,475
KUBOTA	2018-07-06	15,200	15,200	200DB	5.0000
8 CAMERA SECURITY SYS	2018-07-23	5,180	2,806	S/L	10.0000	518	518
PATIO FURNITURE	2018-06-11	2,808	1,568	S/L	10.0000	281	281
CONCRETE PADS-COMPOST MACHINE	2018-05-11	10,730	4,053	S/L	15.0000	715	715
IRRIGATION FOR MUSEUM AREA	2018-04-25	2,000	755	S/L	15.0000	133	133
HVAC FOR MUSEUM	2019-09-18	8,213	896	S/L	39.0000	210	210
JERRY'S PORTRAIT-DEPOSIT	2019-03-29	1,500
PUBLIC BATHROOM	2020-11-13	143,941	11,687	S/L	39.0000	3,691	3,691
STORAGE SHED	2020-11-06	39,379	8,314	S/L	15.0000	2,625	2,625
COMPOST MACHINE	2020-03-27	4,105	3,079	S/L	5.0000	821	821
SIDEWALK	2020-07-10	5,900	1,377	S/L	15.0000	393	393
CONCRETE PAD AND LIGHT POLE	2020-11-06	6,864	1,449	S/L	15.0000	457	457
SECURITY SYSTEM	2020-09-23	4,776	3,105	S/L	5.0000	955	955
GOLF CART	2020-01-15	8,000	6,400	S/L	5.0000	1,600	1,600
UN-LOCKED POTENTIAL ARTWORK	2021-11-23	2,500
KITCHEN REMODEL	2021-09-29	83,633	4,914	S/L	39.0000	2,145	2,145
DOCUMENTARY	2021-06-30	6,100	6,100	200DB	5.0000
LAWNMOWER GRASSHOPPER	2021-10-01	13,430	13,430	200DB	5.0000
FURNISHINGS	2021-07-21	11,475	11,475	200DB	7.0000
MUSEUM IMPROVEMENTS	2021-07-01	4,795	302	S/L	39.0000	123	123

- TIN:

TY 2024 InvestmentsCorpBondsSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Name of Bond	End of Year Book Value	End of Year Fair Market Value
CORPORATE BONDS	929,517	886,920

- TIN:

TY 2024 InvestmentsCorpStockSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Name of Stock	End of Year Book Value	End of Year Fair Market Value
STOCKS	15,819,206	23,591,790
ETF'S AND CLOSED END FUNDS	4,164,014	4,119,966

- TIN:

TY 2024 InvestmentsGovtObligationsSch

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

US Government Securities - End of Year Book Value:

204,305

US Government Securities - End of Year Fair Market Value:

190,557

State & Local Government Securities - End of Year Book Value:

State & Local Government Securities - End of Year Fair Market Value:

- TIN:

TY 2024 InvestmentsLandSchedule2

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Category/ Item	Cost/Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
	1,405,599	36,899	1,368,700	1,368,700

- TIN:

TY 2024 InvestmentsOtherSchedule2

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
OTHER INVESTMENTS	AT COST	550,000	545,415
CERTIFICATES OF DEPOSIT	AT COST	500,000	517,468

- TIN:

TY 2024 LandEtcSchedule2

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
	5,195,391	2,500,125	2,695,266	3,441,241
	745,935		745,935

- TIN:

TY 2024 OtherAssetsSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
UTILITY DEPOSITS	6,005	6,005	6,005
SURVEY	1,250	1,250	1,250

- TIN:

TY 2024 OtherExpensesSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Description	Revenue and Expenses per Books	Net Investment Income	Disbursements for Charitable Purposes
3080 INDUSTRIAL DRIVE
INVESTMENT DEPRECIATION	3,428	3,428
453 RIGELWOOD - RESIDENTIAL
RENTAL EXPENSES
INVESTMENT DEPRECIATION	3,206	3,206
EXPENSES
LANDSCAPE UPKEEP	15,787		15,787
DUES & SUBSCRIPTIONS	637		637
INSURANCE	36,190		36,190
LIFE INSURANCE	1,698		1,698
SUPPLIES	8,805		8,805
CONTRACT LABOR	29,700		29,700
UTILITIES	38,600		38,600
OFFICE EXPENSE	4,879		4,879
REPAIRS & MAINTENANCE	24,717		24,717
SEMINARS & TRAINING	1,800		1,800
ADVERTISING	296		296
BANK FEES	2,060		2,060
TRAVEL & MEETINGS	993		993
FUEL	2,844		2,844
MEALS AND ENTERTAINMENT	19,136		19,136

- TIN:

TY 2024 OtherIncomeSchedule2

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Description	Revenue And Expenses Per Books	Net Investment Income
BLACKSTONE DISTRIBUTIONS	37,285	37,285
OTHER INVESTMENT INCOME (EXP)	6,265	6,265
MISCELLANEOUS INCOME	3,829

- TIN:

TY 2024 OtherLiabilitiesSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Description	Beginning of Year - Book Value	End of Year - Book Value
DEPOSITS	430	430
CREDIT CARDS	4,024	1,748

- TIN:

TY 2024 OtherProfessionalFeesSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
MORGAN STANLEY INVESTMENT FEES	249,538	249,538

- TIN:

TY 2024 TaxesSchedule

Name:

THE JERRY E BAKER FOUNDATION INC

C/O KEITH CARWELL

EIN:

61-1202660

Category	Amount	Net Investment Income	Disbursements for Charitable Purposes
FEDERAL EXCISE TAX	17,237		17,237
FOREIGN TAX EXPENSE	16,906	16,906
OTHER TAXES & LICENSES	4,231		4,231
UNEMPLOYMENT TAX	3,649		3,649