Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
right arrowDo not enter social security numbers on this form as it may be made public.
right arrowGo 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
MIKE AND GILLIAN GOODRICH FOUNDATION
 
Number and street (or P.O. box number if mail is not delivered to street address)3800 COLONNADE PARKWAY 430
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BIRMINGHAM, AL35243
A Employer identification number

26-3587489
B Telephone number (see instructions)

(205) 443-7809
C right arrow
G Check all that apply:

D 1. Foreign organizations, check here............. right arrow
2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow
E right arrow
H Check type of organization:
F right arrow
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)right arrow$105,474,638J 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 right arrow.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 1,647,252 1,647,252  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 2,639,311
b Gross sales price for all assets on line 6a 17,164,934
7 Capital gain net income (from Part IV, line 2)... 2,639,311
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
List of Attached Documents:
// Content
218,193 218,193  
12 Total. Add lines 1 through 11........ 4,504,756 4,504,756  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 233,669 0   233,669
14 Other employee salaries and wages...... 261,072 0   261,072
15 Pension plans, employee benefits....... 12,030 0   12,030
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
18,000 13,500   4,500
c Other professional fees (attach schedule).... Click to see attachment
List of Attached Documents:
// Content
241,712 241,712   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
100,949 7,847   33,102
19 Depreciation (attach schedule) and depletion... 16,990 0  
20 Occupancy.............. 78,732 0   78,732
21 Travel, conferences, and meetings....... 15,518 0   15,518
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
684,923 659,208   24,377
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,663,595 922,267   663,000
25 Contributions, gifts, grants paid....... 3,284,966 3,284,966
26 Total expenses and disbursements. Add lines 24 and 25 4,948,561 922,267   3,947,966
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -443,805
b Net investment income (if negative, enter -0-) 3,582,489
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 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............. 579,436 202,102 202,102
2 Savings and temporary cash investments......... 4,744,813 5,554,548 5,554,548
3 Accounts receivable right arrow  
Less: allowance for doubtful accounts right arrow        
4 Pledges receivable right arrow  
Less: allowance for doubtful accounts right arrow        
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) right arrow  
Less: allowance for doubtful accounts right arrow        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 16,855,374 Click to see attachment
List of Attached Documents:
// Content
17,413,741 		17,413,741
c Investments—corporate bonds (attach schedule)....... 11,757,495 Click to see attachment
List of Attached Documents:
// Content
12,983,862 		12,983,862
11 Investments—land, buildings, and equipment: basis right arrow19,500
Less: accumulated depreciation (attach schedule) right arrow   19,500 Click to see attachment
List of Attached Documents:
// Content
19,500 		19,500
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 61,779,575 Click to see attachment
List of Attached Documents:
// Content
68,292,883 		68,292,883
14 Land, buildings, and equipment: basis right arrow272,130
Less: accumulated depreciation (attach schedule) right arrow169,520 117,357 Click to see attachment
List of Attached Documents:
// Content
102,610 		102,610
15 Other assets (describe right arrow) Click to see attachment
List of Attached Documents:
// Content
620,499 		Click to see attachment
List of Attached Documents:
// Content
905,392 		Click to see attachment
List of Attached Documents:
// Content
905,392
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 96,474,049 105,474,638 105,474,638
Liabilities 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 right arrow) Click to see attachment
List of Attached Documents:
// Content
456,500 		Click to see attachment
List of Attached Documents:
// Content
882,759
23 Total liabilities (add lines 17 through 22)......... 456,500 882,759
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here right arrow
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions........... 96,017,549 104,591,879
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here right arrow
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    
29 Total net assets or fund balances (see instructions)..... 96,017,549 104,591,879
30 Total liabilities and net assets/fund balances (see instructions). 96,474,049 105,474,638
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 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
96,017,549
2
Enter amount from Part I, line 27a .....................
2
-443,805
3
Other increases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
3
9,715,406
4
Add lines 1, 2, and 3 ..........................
4
105,289,150
5
Decreases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
5
697,271
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
104,591,879
Form 990-PF (2024)
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 SYNOVUS BROKERAGE ACCOUNT P 2024-12-31 2024-12-31
b FIDELITY BROKERAGE P 2024-12-31 2024-12-31
c BLACK DIAMOND EXCESS DISTRIBUTIONS P 2024-12-31 2024-12-31
d TA ASSOCIATES EXCESS DISTRIBUTIONS P 2024-12-31 2024-12-31
e DC VALUE EXCESS DISTRIBUTIONS P 2024-12-31 2024-12-31
GS INVESTMENT PARTNERS EXCESS DISTRIBUTIONS P 2024-12-31 2024-12-31
REDMONT CAPITAL PLUS III P 2024-12-31 2024-12-31
GSOF II LP P 2024-12-31 2024-12-31
FAM ABSOLUTE RETURN FUND P 2024-12-31 2024-12-31
CORRELATION VENTURES II P 2024-12-31 2024-12-31
SOLACE CAPITAL SPECIAL SITUATIONS P 2024-12-31 2024-12-31
LEGACY VENTURES X P 2024-12-31 2024-12-31
LEGACY VENTURES XI P 2024-12-31 2024-12-31
ACR INVESTCO VI P 2024-12-31 2024-12-31
WEST STREET CAPITAL PARTNERS VII P 2024-12-31 2024-12-31
CORRELATION VENTURES I P 2024-12-31 2024-12-31
(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 15,474,922   13,817,451 1,657,471
b 980,612   577,277 403,335
c 15,716     15,716
d 454,750     454,750
e 49,699     49,699
18,861     18,861
24,266     24,266
24,878     24,878
    2,411 -2,411
    25,858 -25,858
13,580     13,580
3,572     3,572
1,398     1,398
102,680     102,680
    86,561 -86,561
    16,065 -16,065
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       1,657,471
b       403,335
c       15,716
d       454,750
e       49,699
      18,861
      24,266
      24,878
      -2,411
      -25,858
      13,580
      3,572
      1,398
      102,680
      -86,561
      -16,065
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 2,639,311
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  
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 right arrow and enter “N/A" on line 1. Bracket for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions) 1 49,797
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 0
3 Add lines 1 and 2........................... 3 49,797
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 49,797
6 Credits/Payments:
a 2024 estimated tax payments and 2023 overpayment credited to 2024 6a 65,805
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 30,000
d Backup withholding erroneously withheld .......... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 95,805
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment
List of Attached Documents:
// Content
8 0
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......right arrow 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...right arrow 10 46,008
11 Enter the amount of line 10 to be: Credited to 2025 estimated taxright arrow46,008 Refundedright arrow 11 0
Form 990-PF (2024)
Form 990-PF (2024)
Page 4
Part VI-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 the instructions
for the 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. right arrow$ 0(2) On foundation managers.right arrow$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.right arrow$ 0
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
 
 
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:
round bullet By language in the governing instrument, or
round bullet 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 XIV..................................
7
Yes
 
8a
Enter the states to which the foundation reports or with which it is registered (see instructions)
right arrowAL
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 2024 or the taxable year beginning in 2024? See the instructions for Part XIII.
If "Yes," complete Part XIII .............................
9
 
No
10
Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
and addresses. ...............................
10
 
No
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 addressright arrowMGGOODRICHFOUNDATION.ORG
14
The books are in care ofright arrowMIKE AND GILLIAN GOODRICH FOUNDATIO Telephone no.right arrow (205) 443-7809

Located atright arrow3800 COLONNADE PARKWAY SUITE 430BIRMINGHAMAL ZIP+4right arrow35243
15
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
15
 
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)
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
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? ...........
1a(1)
 
No
(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
a disqualified person? ..............................
1a(2)
 
No
(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........
1a(3)
 
No
(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............
1a(4)
 
No
(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)
 
No
(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)
 
No
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
 
 
c
Organizations relying on a current notice regarding disaster assistance check here ........right arrow
d
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? .............
1d
 
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 2024, did the foundation have any undistributed income (Part XII, lines 6d
and 6e) for tax year(s) beginning before 2024?....................
2a
 
No
If "Yes," list the years right arrow20, 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
 
 
c
If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
right arrow20, 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? ..............................
3a
 
No
b
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.) .....................
3b
 
 
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 2024? ..
4b
 
No
Form 990-PF (2024)
Form 990-PF (2024)
Page 6
Part VI-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))? ..........
5a(1)
 
No
(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)
 
No
(3) Provide a grant to an individual for travel, study, or other similar purposes? .............
5a(3)
 
No
(4) Provide a grant to an organization other than a charitable, etc., organization described
in section 4945(d)(4)(A)? See instructions ........................
5a(4)
 
No
(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)
 
No
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
 
 
c
Organizations relying on a current notice regarding disaster assistance check .........right arrow
d
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? .................
5d
 
 
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? .............................
6a
 
No
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?
7a
 
No
b
If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....
7b
 
 
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? .........................
8
 
No
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-) 		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
other allowances
T MICHAEL GOODRICH VICE PRESIDENT
1.00 		0 0 0
2820 CHEROKEE ROAD
BIRMINGHAM,AL35223
GILLIAN W GOODRICH DIRECTOR
1.00 		0 0 0
2820 CHEROKEE ROAD
BIRMINGHAM,AL35223
T MICHAEL GOODRICH JR DIRECTOR
1.00 		0 0 0
3425 ARGYLE ROAD
BIRMINGHAM,AL35213
MARY GOODRICH DIRECTOR
1.00 		0 0 0
2820 SHOOK HILL ROAD
BIRMINGHAM,AL35223
GRACE GOODRICH DIRECTOR
1.00 		0 0 0
1419 MILNER CRESCENT
BIRMINGHAM,AL35205
CAROL W BUTLER EXECUTIVE DIRECTOR
40.00 		233,669 9,347 0
2305 RIVER GRAND DRIVE
BIRMINGHAM,AL35243
CHARLES GOODRICH PRESIDENT
1.00 		0 0 0
3305 DELL ROAD
BIRMINGHAM,AL35223
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
THOMAS R BICE EDUCATION DIRECTOR
40.00 		181,050 0 0
2716 HANOVER CIRCLE 700
BIRMINGHAM,AL35205
CASEY W HINTON GRANTS MANAGER
40.00 		80,022 3,201 0
1800 LAUREL ROAD
BIRMINGHAM,AL35216
Total number of other employees paid over $50,000...................right arrow 0
Form 990-PF (2024)
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 arrow0
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  
2  
All other program-related investments. See instructions.
3  
Total. Add lines 1 through 3.........................right arrow0
Form 990-PF (2024)
Form 990-PF (2024)
Page 8
Part IX
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
96,550,685
b
Average of monthly cash balances.......................
1b
4,834,275
c
Fair market value of all other assets (see instructions)................
1c
0
d
Total (add lines 1a, b, and c).........................
1d
101,384,960
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
0
3
Subtract line 2 from line 1d.........................
3
101,384,960
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
1,520,774
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
99,864,186
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
4,993,209
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.)
1
Minimum investment return from Part IX, line 6..................
1
4,993,209
2a
Tax on investment income for 2024 from Part V, line 5 .......
2a
49,797
b
Income tax for 2024. (This does not include the tax from Part V.) ...
2b
 
c
Add lines 2a and 2b............................
2c
49,797
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
4,943,412
4
Recoveries of amounts treated as qualifying distributions................
4
26,366
5
Add lines 3 and 4............................
5
4,969,778
6
Deduction from distributable amount (see instructions).................
6
0
7
Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...
7
4,969,778
Part XI
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
3,947,966
b
Program-related investments—total from Part VIII-B..................
1b
0
2
Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
purposes...............................
2
2,243
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 XII, line 4. .......
4
3,950,209
Form 990-PF (2024)
Form 990-PF (2024)
Page 9
Part XII
Undistributed Income (see instructions)
(a)
Corpus 		(b)
Years prior to 2023 		(c)
2023 		(d)
2024
1 Distributable amount for 2024 from Part X, line 7 4,969,778
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only....... 3,868,772
b Total for prior years:20 , 20, 20 0
3 Excess distributions carryover, if any, to 2024:
a From 2019......  
b From 2020......  
c From 2021......  
d From 2022......  
e From 2023......  
f Total of lines 3a through e ........ 0
4Qualifying distributions for 2024 from Part
XI, line 4: right arrow$ 3,950,209
a Applied to 2023, but not more than line 2a 3,868,772
b Applied to undistributed income of prior years
(Election required—see instructions)..... 		0
c Treated as distributions out of corpus (Election
required—see instructions)........ 		0
d Applied to 2024 distributable amount..... 81,437
e Remaining amount distributed out of corpus 0
5 Excess distributions carryover applied to 2024. 0 0
(If an amount appears in column (d), the
same amount must be shown in column (a).)
6Enter the net total of each column as
indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
b Prior years’ undistributed income. Subtract
line 4b from line 2b .......... 		0
c Enter the amount of prior years’ undistributed
income for which a notice of deficiency has
been issued, or on which the section 4942(a)
tax has been previously assessed...... 		0
d Subtract line 6c from line 6b. Taxable amount
—see instructions ........... 		0
e Undistributed income for 2023. Subtract line
4a from line 2a. Taxable amount—see
instructions ............. 		0
f Undistributed income for 2024. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2025 .......... 		4,888,341
7 Amounts treated as distributions out of
corpus to satisfy requirements imposed by
section 170(b)(1)(F) or 4942(g)(3) (Election may
be required - see instructions) ....... 		0
8 Excess distributions carryover from 2019 not
applied on line 5 or line 7 (see instructions) ... 		0
9 Excess distributions carryover to 2025.
Subtract lines 7 and 8 from line 6a ...... 		0
10 Analysis of line 9:
a Excess from 2020....  
b Excess from 2021....  
c Excess from 2022....  
d Excess from 2023....  
e Excess from 2024....  
Form 990-PF (2024)
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 or
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
         
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).)
T MICHAEL GOODRICH
GILLIAN W GOODRICH
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:
CAROL BUTLER
3800 COLONNADE PARKWAY SUITE 430
BIRMINGHAM,AL35243
(205) 443-7809
bThe form in which applications should be submitted and information and materials they should include:
PLEASE CONTACT THE FOUNDATION FOR INFORMATION ON HOW TO SUBMIT A GRANT REQUEST
cAny submission deadlines:
PLEASE CONTACT THE FOUNDATION FOR INFORMATION ON HOW TO SUBMIT A GRANT REQUEST
dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:
PLEASE CONTACT THE FOUNDATION FOR INFORMATION ON HOW TO SUBMIT A GRANT REQUEST
Form 990-PF (2024)
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)
aPaid during the year

A PLUS EDUCATION PARTNERSHIP

PO BOX 4433
MONTGOMERY,AL36103 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 65,000

AAF OF ROANOKE INC

PO BOX 13743
ROANOKE,VA24036 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

ALABAMA APPLESEED CENTER FOR LAW & JUSTICE

309 N HULL STREET
MONTGOMERY,AL36104 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

ALABAMA ASSOCIATION OF NONPROFITS

800 LAKESHORE DR
BIRMINGHAM,AL35229 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 750

ALABAMA AUDUBON

3720 4TH AVE S
BIRMINGHAM,AL35222 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

ALABAMA BALLET

2726 1ST AVE S
BIRMINGHAM,AL35233 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 65,000

ALABAMA GIVING

PO BOX 530727
BIRMINGHAM,AL35253 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 800

ALABAMA NETWORK OF FAMILY RESOURCE CENTERS

400 S UNION ST
MONTGOMERY,AL36104 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 45,000

ALABAMA POVERTY PROJECT

1016 19TH STREET S
BIRMINGHAM,AL35205 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

ALABAMA SCHOOL OF FINE ARTS

1800 REV ABRAHAM WOODS JR BLVD
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 35,000

ALABAMA SERVICE PROJECT

521 20TH STREET NORTH
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 2,500

ALABAMA SYMPHONY ORCHESTRA

3621 SIXTH AVENUE SOUTH
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

ALTAMONT SCHOOL

4801 ALTAMONT ROAD SOUTH
BIRMINGHAM,AL35222 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

ALYS STEPHENS PERFORMING ARTS CENTER

1200 10TH AVE S
BIRMINGHAM,AL35294 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000

AMERICAN ADVERTISING FEDERATION

PO BOX 13743
ROANOKE,VA24036 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

AMERICAN BASEBALL FOUNDATION

2660 10TH AVE S
BIRMINGHAM,AL35205 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

ARISE CITIZENS POLICY PROJECT

PO BOX 1188
MONTGOMERY,AL36101 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

ARTSREVIVE

115 VAUGHN MEMORIAL DR
SELMA,AL36701 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

BAMA KIDS

2220-AL-221
CAMDEN,AL36726 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 7,500

BESSEMER REDEVELOPMENT CORPORATION

1515 FAIRFAX AVE
BESSEMER,AL35020 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 75,000

BETHEL BAPTIST CHURCH

3200 28TH AVE N
BIRMINGHAM,AL35207 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 2,500

BETTER BASICS

211 SUMMIT PKWY
BIRMINGHAM,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

BIG CITY MOUNTAINEERS

5394 MARSHALL ST 200
ARVADA,CO80002 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000

BIRMINGHAM BOTANICAL GARDENS

2612 LANE PARK ROAD
BIRMINGHAM,AL35223 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 1,000

BIRMINGHAM MUSEUM OF ART

2000 8TH AVE N
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 43,333

BIRMINGHAM TALKS

1914 4TH AVE N 330
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

BIRMINGHAM ZOO INC

2630 CAHABA ROAD
BIRMINGHAM,AL35223 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

BLOUNT COUNTY EDUCATION FOUNDATION

204 2ND AVE E
ONEONTA,AL35121 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

BOY SCOUTS OF AMERICA GREATER ALABAMA COUNCIL

516 LIBERTY PKWY
BIRMINGHAM,AL35242 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 12,500

BOYS AND GIRLS CLUB OF CENTRAL ALABAMA

3821 WILLIAMSON DR
HUEYTOWN,AL35023 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

BOYS AND GIRLS CLUB OF WEST ALABAMA

2201 ALBERTA PKWY
TUSCALOOSA,AL35404 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 52,500

BREAKTHROUGH BIRMINGHAM

1914 4TH AVE N STE 330
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 22,500

BREAKTHROUGH CHARTER SCHOOL

1820 PRIER DR
MARION,AL36756 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

BREAKTHROUGH COLLABORATIVE

545 SANSOME STREET SUITE 700
SAN FRANCISCO,CA94111 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

BUILD A BETTER COMMUNITY

1820 7TH AVE N
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

CAHABA RIVERKEEPER

4650 OLD LOONEY MILL ROAD
BIRMINGHAM,AL35243 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 30,000

CENTER FOR RURAL FAMILY DEVELOPMENT

836 COUNTY ROAD 131
EUTAW,AL35642 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 2,500

COLLEGE ADMISSIONS MADE POSSIBLE

507 OAK TRACE CIR
HOOVER,AL35244 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

COLLEGE CHOICE FOUNDATION

1919 OXMOOR ROAD 324
HOMEWOOD,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000

COMMUNITY FOOD BANK OF CENTRAL ALABAMA

107 WALTER DAVIS DRIVE
BIRMINGHAM,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

COMMUNITY FOUNDATION OF GREATER BIRMINGHAM

2100 FIRST AVENUE NORTH SUITE 700
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

CREATE BIRMINGHAM

310 18TH ST N
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 30,000

DALLAS COUNTY IMAGINATION LIBRARY

4750 LANDLINE RD
SELMA,AL36701 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 6,600

DALLAS COUNTY SYSTEM OF SERVICES

22 CHURCH STREET
SELMA,AL36701 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

DESERT ISLAND SUPPLY CO

5500 1ST AVE N
BIRMINGHAM,AL35212 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

EAST LAKE INITIATIVE

7504 DIVISION AVENUE
BIRMINGHAM,AL35206 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

EMPOWER SCHOOLS OF ALABAMA

5122 WINDSOR PARC DR
BESSEMER,AL35022 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 80,000

EXCEPTIONAL FOUNDATION

1616 OXMOOR RD
BIRMINGHAM,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

FIREHOUSE COMMUNITY ARTS CENTER

412 41ST ST S
BIRMINGHAM,AL35222 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

FIVE HORIZONS HEALTH SERVICES

2715 7TH ST
TUSCALOOSA,AL35401 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

FLAGSTONE INITIATIVE

2201 BROADWAY SUITE 100
OAKLAND,CA94612 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 30,000

FRESHWATER LAND TRUST

2308 FIRST AVENUE NORTH
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 70,000

GIRL LEVEL UP

304 MCDONALD AVE
SELMA,AL36701 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

GIRLS INC

5130 8TH CT S
BIRMINGHAM,AL35212 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

GIRLSPRING INC

PO BOX 530284
BIRMINGHAM,AL35235 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

GRACE HOUSE MINISTRIES

4947 FARRELL AVE PO BOX 54
FAIRFIELD,AL35064 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 12,500

GREATER SHILOH BAPTIST CHURCH

2135 JEFFERSON AVE SW
BIRMINGHAM,AL35211 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 2,500

HALE COUNTY COMMUNITY ENRICHMENT SOCIETY

PO BOX 688
GREENSBORO,AL36744 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 30,000

HISPANIC INTEREST COALITION OF ALABAMA

260 F WEST VALLEY AVENUE
BIRMINGHAM,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 35,000

HOLY FAMILY CRISTO REY CATHOLIC HIGH SCHOOL

1832 CENTER WAY S
BIRMINGHAM,AL35205 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

I3 ACADEMY

230 49TH ST N
BIRMINGHAM,AL35212 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

IMPACT ALABAMA

1901 6TH AVENUE NORTH SUITE 2400
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

INDEPENDENT PRESBYTERIAN CHURCH

3100 HIGHLAND AVENUE S
BIRMINGHAM,AL35205 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

INDIAN SPRINGS SCHOOL

190 WOODWARD DR
INDIAN SPRINGS VILLAGE,AL35124 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

INROADS

10 SOUTH BROADWAY STE 1550
ST LOUIS,MO63102 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

JEFFERSON COUNTY GREENWAYS FOUNDATION

1214 81ST STREET SOUTH
BIRMINGHAM,AL35206 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 31,000

JIMMIE HALE MISSION

3420 2ND AVE N
BIRMINGHAM,AL35222 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

JONES VALLEY TEACHING FARM

701 25TH STREET NORTH
BIRMINGHAM,AL35223 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 12,000

KLEIN ARTS & CULTURE

PO BOX 34
HARPERSVILLE,AL78731 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 37,500

LEADERSHIP ALABAMA INC

PO BOX 131394
BIRMINGHAM,AL35213 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 3,250

LEGACY PREP

1500 DANIEL PAYNE DR
BIRMINGHAM,AL35214 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

LIVING RIVER

2000 LIVING RIVER PARKWAY
MONTEVALLO,AL35115 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 1,000

MAGIC CITY ACCEPTANCE ACADEMY

75 BAGBY DRIVE
HOMEWOOD,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 35,000

MAIN STREET ALABAMA

880 MONTCLAIR ROAD 245
BIRMINGHAM,AL35213 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 31,000

MARION PERRY COUNTY LIBRARY

202 WASHINGTON ST
MARION,AL36756 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 3,500

MCRAE-GAINES LEARNING CENTER

2601 MARIE FOSTER ST
SELMA,AL36703 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

MILES COLLEGE

5500 MYRON BLVD
FAIRFIELD,AL35064 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

NEIGHBORHOOD HOUSING SERVICES

601 19TH ST N
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

NEW PENTECOSTAL CDC

708 HOBSON ST
GREENSBORO,AL36744 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 8,600

ONE PLACE METRO

3613 6TH AVENUE SOUTH
BIRMINGHAM,AL35222 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

OPERA BIRMINGHAM

3601 6TH AVENUE SOUTH
BIRMINGHAM,AL35222 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

OURHOME

1607 GROVE PL
BIRMINGHAM,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

OVERTON PROJECT INC

2858 SHOOK HILL RD
BIRMINGHAM,AL35223 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 11,000

PATHWAYS

409 RICHARD ARRINGTON JR BLVD N
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATIONAL SUPPORT OF ORGANIZATION 20,000

PEER INC

7753 1ST AVENUE SOUTH
BIRMINGHAM,AL35206 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

PHILANTHROPY SOUTHEAST

100 PEACHTREE STREET NW STE 2080
ATLANTA,GA30303 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 17,300

PRESCHOOL PARTNERS FOUNDATION

3736 MONTROSE ROAD
BIRMINGHAM,AL35213 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000

PROSPER BIRMINGHAM

1721 3RD AVENUE N STE 202
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

PUBLIC AFFAIRS RESEARCH COUNCI

451 FLORIDA STREET SUITE 300
BATON ROUGE,LA70801 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

RAILROAD PARK FOUNDATION

1600 1ST AVENUE SOUTH
BIRMINGHAM,AL35233 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

RED MOUNTAIN THEATRE COMPANY

3028 7TH AVENUE SOUTH
BIRMINGHAM,AL35233 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 40,000

RENAISSANCE RESCUE RANCH

4305 HIGHWAY O
FARMINGTON,MO63640 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000

RESTORATION ACADEMY INC

4600 CARNEGIE AVE PO BOX 30
FAIRFIELD,AL35064 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

REV BIRMINGHAM

5529 1ST AVE S
BIRMINGHAM,AL35212 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 71,000

SELMA AREA FOOD BANK

101 AVENUE C
SELMA,AL36701 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

SIXTEENTH STREET BAPTIST CHUCRH

1530 6TH AVENUE NORTH
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

SLOSS FURNACES FOUNDATION INC

20 32ND STREET NORTH
BIRMINGHAM,AL35222 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 17,000

SPACE ONE ELEVEN

2409 SECOND AVENUE NORTH
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000

STUDIO BY THE TRACKS

301 20TH ST S
IRONDALE,AL35210 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 15,000

TARRANT CITY SCHOOLS

1318 ALABAMA STREET
TARRANT,AL35217 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

TEACH FOR AMERICA OF ALABAMA

217 WASHINGTON STREET
MARION,AL36756 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

THE BELL CENTER FOR EARLY LEARNING INTERVENTION PROGRAMS

1700 29TH COURT S
BIRMINGHAM,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

THE FLOURISH ALABAMA

1321 17TH AVE S
BIRMINGHAM,AL35205 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 22,500

THE NATURE CONSERVANCY IN ALABAMA

209 20TH STREET N 70
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 333,333

THERESA BURROUGHS RESIDENTIAL LIVING

PO BOX 753
GREENSBORO,AL36744 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 25,000

UAB ATHLETIC FOUNDATION

1720 2ND AVE SOUTH STE AB 1030
BIRMINGHAM,AL35294 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

UAB COMPREHENSIVE CANCER CENTER

1824 SIXTH AVENUE SOUTH
BIRMINGHAM,AL35294 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 80,000

UNIVERSITY OF ALABAMA

533 6TH AVE
TUSCALOOSA,AL35401 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 5,000

URBAN MINISTRY INC

1229 COTTON AVE SW
BIRMINGHAM,AL35211 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 30,000

VENTURE FOR AMERICA

40 W 29TH ST
NEW YORK,NY10001 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 40,000

VIDAL ACCESS

961 HADDINGTON DALE
PELHAM,AL35124 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 30,000

VIRGINIA SAMFORD THEATRE

1116 26TH ST S
BIRMINGHAM,AL35205 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000

VOICES FOR ALABAMA'S CHILDREN

P O BOX 4576
MONTGOMERY,AL36103 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

VULCAN PARK AND MUSEUM

1701 VALLEY VIEW DRIVE
BIRMINGHAM,AL35209 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 1,000

WOMENS FUND OF GREATER BIRMINGHAM

2201 5TH AVENUE SOUTH SUITE 110
BIRMINGHAM,AL35233 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 67,000

WOODLAWN FOUNDATION

5529 1ST AVE S
BIRMINGHAM,AL35212 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 52,000

YELLOWHAMMER FUND

PO BOX 610250
BIRMINGHAM,AL35216 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 10,000

YMCA OF GREATER BIRMINGHAM

2400 7TH AVE N
BIRMINGHAM,AL35203 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 50,000

YOUTHSERVE

P O BOX 530334
BIRMINGHAM,AL35253 		  EXEMPT ORG OPERATING SUPPORT OF ORGANIZATION 20,000
Total .................................right arrow 3a 3,284,966
bApproved for future payment
Total ................................. right arrow 3b 0
Form 990-PF (2024)
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
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 1,647,252  
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 .....     14 218,193  
8 Gain or (loss) from sales of assets other than
inventory ............ 		    18 2,639,311  
9 Net income or (loss) from special events:          
10 Gross profit or (loss) from sales of inventory          
11 Other revenue:
a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) .. 0 4,504,756 0
13Total. Add line 12, columns (b), (d), and (e)..................
13
4,504,756
(See worksheet in line 13 instructions to verify calculations.)
Part XV-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 XV-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 (2024)
Form 990-PF (2024)
Page 13
Part XVI
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.
right arrow right arrow
May the IRS discuss this return
with the preparer shown below?
See instructions.
Signature of officer or trustee Date Title
Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date Check if self-
employed right arrow		 PTIN
Firm's name Right Arrow
 Firm's EIN Right Arrow
Firm's address Right Arrow


 Phone no.
Form 990-PF (2024)
Additional Data


Software ID:  
Software Version:  


Form 990PF - Special Condition Description:
Special Condition Description

TY 2024 AccountingFeesSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
ACCOUNTING FEES 18,000 13,500   4,500

TY 2024 InvestmentsCorpBondsSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Name of Bond End of Year Book Value End of Year Fair Market Value
CORPORATE BONDS 12,983,862 12,983,862

TY 2024 InvestmentsCorpStockSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Name of Stock End of Year Book Value End of Year Fair Market Value
PUBLICLY TRADED STOCKS 17,413,741 17,413,741

TY 2024 InvestmentsLandSchedule2
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Category/ Item Cost/Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
LAND 19,500 0 19,500 19,500

TY 2024 InvestmentsOtherSchedule2
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
PRIVATE EQUITY FUNDS, HEDGE FUNDS AND OTHER INVESTMENTS FMV 34,951,206 34,951,206
FIXED INCOME INVESTMENTS FMV 352,909 352,909
MUTUAL AND EXCHANGE TRADED FUNDS FMV 32,988,768 32,988,768

TY 2024 LandEtcSchedule2
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
FURNITURE & FIXTURES 65,126 59,607 5,519 5,519
LEASEHOLD IMPROVEMENTS 200,400 109,250 91,150 91,150
COMPUTERS 6,604 663 5,941 5,941


TY 2024 OtherAssetsSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
PROGRAM RELATED INVESTMENT - MSB-WU NOTE 26,366 0 0
MISSION RELATED INVESTMENT - MSB 56TH STREET NOTE 512,633 512,633 512,633
PREPAID INCOME TAX 5,000 15,000 15,000
RIGHT-OF-USE ASSET 76,500 377,759 377,759


TY 2024 OtherDecreasesSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Description Amount
ACCRUED TAXES 115,000
REALIZED TAXABLE GAINS IN EXCESS OF BOOK 582,271


TY 2024 OtherExpensesSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
DEDUCTIONS FROM PASSTHROUGH INVESTMENTS 265,404 265,404   0
OTHER OFFICE EXPENSES 24,377 0   24,377
NONDEDUCTIBLE EXPENSES FROM PASSTHROUGH INVESTMENTS 1,338 0   0
ORDINARY LOSSES FROM PASSTHROUGH INVESTMENTS 393,804 393,804   0


TY 2024 OtherIncomeSchedule2
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
BAY AVENUE - ABSOLUTE 198,236 198,236 198,236
CORRELATION VENTURES II 5 5 5
WEST STREET CAPITAL PARTNERS PARALLEL 8,981 8,981 8,981
WEST STREET CAPITAL PARTNERS PARALLEL B 8,890 8,890 8,890
LEGACY VENTURE X 2,080 2,080 2,080
LEGACY VENTURE XI 1 1 1


TY 2024 OtherIncreasesSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Description Amount
UNREALIZED GAINS (LOSSES) 9,479,105
PASS THROUGH INCOME/LOSS FROM PARTNERSHIPS 236,301


TY 2024 OtherLiabilitiesSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Description Beginning of Year - Book Value End of Year - Book Value
DEFERRED TAXES PAYABLE 380,000 505,000
OPERATING LEASE LIABILITY 76,500 377,759


TY 2024 OtherProfessionalFeesSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
INVESTMENT ADVISORY FEES 241,712 241,712   0


TY 2024 TaxesSchedule
Name:
MIKE AND GILLIAN GOODRICH FOUNDATION
EIN:
26-3587489
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
FOREIGN TAXES PAID 7,847 7,847   0
PAYROLL TAXES 33,042 0   33,042
INVESTMENT INCOME TAXES 60,000 0   0
LICENSES 60 0   60