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 Frank H Bartholomew Foundation
co Anna Pope and Frank Pope Trustees

Number and street (or P.O. box number if mail is not delivered to street address)1695 Castle Road
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Sonoma, CA95476

A Employer identification number

94-3129676

B Telephone number (see instructions)

(415) 693-2041

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

$36,268,493J 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)
2	Check .............
3	Interest on savings and temporary cash investments		287		287	287
4	Dividends and interest from securities...		222,339		222,339	222,339
5a	Gross rents............		13,001		13,001	13,001
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10			2,433,212
b	Gross sales price for all assets on line 6a 6,975,569
7	Capital gain net income (from Part IV, line 2)...				2,433,261
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances	1,255,990
b	Less: Cost of goods sold....	532,206
c	Gross profit or (loss) (attach schedule).....		List of Attached Documents: // Content	723,784		723,784
11	Other income (attach schedule).......		List of Attached Documents: // Content	-97,020
12	Total. Add lines 1 through 11........		3,295,603		2,668,888	959,411
13	Compensation of officers, directors, trustees, etc.		387,000		21,700	21,700	365,300
14	Other employee salaries and wages......		181,787				181,787
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		List of Attached Documents: // Content	43,159	4,316	4,316	38,843
c	Other professional fees (attach schedule)....
17	Interest...............		66,798
18	Taxes (attach schedule) (see instructions)...		List of Attached Documents: // Content	38,545	2,580	2,580	25,965
19	Depreciation (attach schedule) and depletion...		List of Attached Documents: // Content	139,908	13,001	13,001
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		List of Attached Documents: // Content	1,281,397	53,163	776,945	507,108
24	Total operating and administrative expenses.
	Add lines 13 through 23..........		2,138,594		94,760	818,542	1,119,003
25	Contributions, gifts, grants paid.......		0				0
26	Total expenses and disbursements. Add lines 24 and 25		2,138,594		94,760	818,542	1,119,003
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements		1,157,009
b	Net investment income (if negative, enter -0-)				2,574,128
c	Adjusted net income (if negative, enter -0-)...					140,869

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.............	57,385	90,407	90,181
	2	Savings and temporary cash investments.........	242,286	162,541	162,542
	3	Accounts receivable 10,754
		Less: allowance for doubtful accounts	1,705	10,754	10,754
	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..............	1,662,922	2,120,322	2,120,322
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule).......
	c	Investments—corporate bonds (attach schedule).......
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	3,739,089	List of Attached Documents: // Content 8,838,343	8,838,343
	14	Land, buildings, and equipment: basis 9,880,261
		Less: accumulated depreciation (attach schedule) 4,400,870	5,662,648	List of Attached Documents: // Content 5,479,391	25,000,000
	15	Other assets (describe )	List of Attached Documents: // Content 34,247	List of Attached Documents: // Content 14,882	List of Attached Documents: // Content 46,351
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	11,400,282	16,716,640	36,268,493
	17	Accounts payable and accrued expenses..........	93,893	19,146
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......	2,182,532	List of Attached Documents: // Content 2,150,310
	22	Other liabilities (describe )	List of Attached Documents: // Content 32,483	List of Attached Documents: // Content 23,894
	23	Total liabilities (add lines 17 through 22).........	2,308,908	2,193,350
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........	2,437,936	7,869,852
	25	Net assets with donor restrictions............	6,653,438	6,653,438
		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
	29	Total net assets or fund balances (see instructions).....	9,091,374	14,523,290
	30	Total liabilities and net assets/fund balances (see instructions).	11,400,282	16,716,640

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

9,091,374

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

1,157,009

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

List of Attached Documents:

// Content

4,274,907

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

14,523,290

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 .

14,523,290

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	Charles Schwab dispositions	P	2024-01-01	2024-12-31
b	Charles Schwab dispositions	P	2000-01-01	2024-12-31
c	1231 gains from K-1's	P	2000-01-01	2024-12-31
d	insurance proce eds from pge settlement of 2017 fire	P	2000-01-01	2024-12-31
e	Wash Sale

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	15,023	15,347	-324
b	914,640	799,808	114,832
c	59,121		59,121
d	5,986,785	3,727,202	2,259,583
e			49

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			-324
b			114,832
c			59,121
d			2,259,583
e

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	2,433,261
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	-275

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	35,780
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	35,780
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	35,780
6	Credits/Payments:

a	2024 estimated tax payments and 2023 overpayment credited to 2024	6a	15,108
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c	33,000
d	Backup withholding erroneously withheld ..........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	48,108
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. List of Attached Documents: // Content		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	12,328
11	Enter the amount of line 10 to be: Credited to 2025 estimated tax12,328	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 .............................

Yes

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

Yes

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

N/A

The books are in care of right arrow

Scott Clyde Telephone no. right arrow

(707) 938-2244

Located at right arrow

1695 Castle RoadSonomaCA ZIP+4 right arrow

95476

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)

Yes

(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-)	(d) Contributions to employee benefit plans and deferred compensation
Frank Pope	Trustee 20.00	0
1695 Castle Road Sonoma,CA95476	Trustee 20.00	0
Scott Clyde	General Manager 40.00	115,000
1695 Castle Road Sonoma,CA95476	General Manager 40.00	115,000
Anna Pope	Trustee 40.00	102,000
1695 Castle Road Sonoma,CA95476	Trustee 40.00	102,000
Keith LaVine	GM of Winery 40.00	170,000	6,900
1695 Castle Road Sonoma,CA95476	GM of Winery 40.00	170,000	6,900

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
Jose Z Rojas	Supervisor 40.00	63,409
1695 Castle Road Sonoma,CA95476	Supervisor 40.00	63,409
Urbano Ponce	Laborer 40.00	60,325
1695 Castle Road Sonoma,CA95476	Laborer 40.00	60,325
Efren A Ponce	Laborer 40.00	54,463
1695 Castle Road Sonoma,CA95476	Laborer 40.00	54,463
Kyle Beyer	Hospitality Mgr. 40.00	57,614	1,964
1000 Vineyard Lane Sonoma,CA95476	Hospitality Mgr. 40.00	57,614	1,964
Rebecca Geshwender	DTC Mgr. 40.00	66,620
1000 Vineyard Lane Sonoma,CA95476	DTC Mgr. 40.00	66,620
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
Stewart Construction Services	Construction	82,967
5810 Commerce Blvd Rohnert Park,CA95401	Construction	82,967
La Prenda Vineyard Management Inc	Vineyard Management	205,987
1000 Vineyard Lane Sonoma,CA95476	Vineyard Management	205,987
Better Bottle Consulting LLC	Winemaker	108,000
1000 Vineyard Lane Sonoma,CA95476	Winemaker	108,000

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	Expenses of the Villa:The Villa (historical landmark), The Bartholomew Memorial Park and the Bartholomew Park Winery and Museum are dedicated to the Foundation purposes as provided under the Trust Instrument which took effect on the deaths of donors: Frank H. Bartholomew (deceased on March 26, 1985) and Antonia P. Bartholomew (deceased on September 28, 1990). The final provision to set up the Frank H. Bartholomew Foundation became operational on September 28, 1990.	309,439
2	Park & Hiking Trails	288,093
3	Winery	475,482
4	Vineyard	45,990

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

5,130,883

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

247,600

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

2,135,430

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

7,513,913

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

7,513,913

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

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

112,709

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

7,401,204

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

370,060

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

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

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

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

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

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

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

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

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

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 ..........

1,119,003

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. .......

1,119,003

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
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......
b From 2020......
c From 2021......
d From 2022......
e From 2023......
f Total of lines 3a through e ........
4Qualifying distributions for 2024 from Part
XI, line 4: $
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.....
e Remaining amount distributed out of corpus
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
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 ..........
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) ...
9 Excess distributions carryover to 2025. Subtract lines 7 and 8 from line 6a ......
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)

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

1991-10-11

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
	140,869	255,345	209,267	260,944	866,425
b 85% (0.85) of line 2a .........	119,739	217,043	177,877	221,802	736,461
c Qualifying distributions from Part XI, line 4 for each year listed .....	1,119,003	876,735	640,509	499,233	3,135,480
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 ....	1,119,003	876,735	640,509	499,233	3,135,480
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 ..	246,707	194,967	139,511	173,963	755,148
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 email address of the person to whom applications should be addressed:

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

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

Total ................................. 3a

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 ...........			14	287
4 Dividends and interest from securities ....			14	222,339
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 .....				17,731
8 Gain or (loss) from sales of assets other than inventory ............			18	2,433,212
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory					723,784
11 Other revenue: aBell HNW Fund VI LLC	531390	31,897			-45,914
bGlen Lennox LLC	531360	-24,968			-8,926
cGrubb Southeast Real Esta	531390	-41,452			-13,001
dRegenerative Gift LLC K-1
eGlen Lennox Phase One LLC	531390	-6,732			-7,109
fPCCP Equity VIII LP	531390	9,851			-5,950
gFCP Realty Fund III					-2,447
12 Subtotal. Add columns (b), (d), and (e) ..		-31,404		2,673,569	640,437

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

3,282,602

(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.)
All	All funds are used only to meet the Foundation's 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:	24020490
Software Version:	2024v5.2

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2024 AccountingFeesSchedule

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Accounting	43,159	4,316	4,316	38,843

- 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 Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)	Current Year's Depreciation Expense	Net Investment Income
Ranch prop, roadway & imp	1990-09-28	893,276	724,979	SL	40.0000	22,332
Ranch prop, improvements	1997-01-01	27,307	18,441	SL	40.0000	683
Park improvements	1990-09-28	394,984	308,769	SL	40.0000	9,875
Park improvements	1997-01-01	7,299	4,914	SL	40.0000	182
Historical landmark-Villa	1990-09-28	743,297	595,640	SL	40.0000	18,582
Historical Villa improve	1997-01-01	23,800	16,065	SL	40.0000	595
Rental properties	1990-09-28	701,044	579,433	SL	40.0000	17,526
Winery	1990-09-28	480,214	351,944	SL	40.0000	12,005	12,005
Winery facility imprvmnts	1997-01-01	13,358	9,018	SL	40.0000	334	334
Kitchen Window/Main	2003-04-18	3,200	2,402	SL	3.64 %	116
New Sliding Glass Door	2003-01-15	7,000	5,344	SL	3.64 %	255
Office Electrical Upgrade	2004-07-01	9,856	4,923	SL	2.56 %	253
Rebuild Gazebo	2004-12-09	5,860	2,856	SL	2.56 %	150
Windows-Mianna's House	2004-12-29	11,800	8,169	SL	3.64 %	429
Furnace-Scott's Cottage	2004-10-14	2,100	1,460	SL	3.64 %	76
Windows & Doors-Mianna's	2005-07-01	15,578	10,453	SL	3.64 %	566
Park Restrooms	2007-03-06	40,750	17,548	SL	2.56 %	1,045
Winery Rental Roof	2009-08-14	19,500	7,188	SL	2.56 %	500	500
Guest House	2011-08-09	123,095	55,393	SL	3.64 %	4,476
Winery Balcony rebuild	2011-12-13	2,694	831	SL	2.56 %	69	69
Winery Roof	2011-12-31	8,568	2,594	SL	2.56 %	220	220
Living Room House Improve	2011-08-09	50,016	22,510	SL	3.64 %	1,819
Guest & Kitchen House Imp	2011-12-12	13,881	6,081	SL	3.64 %	505
Ranch Building Improvemen	2011-12-08	17,587	5,431	SL	2.56 %	451
New Roof	2012-03-09	8,350	2,524	SL	2.56 %	214	214
Fence	2012-08-08	477	378	150DB	5.91 %	28
Villa Roof	2012-11-16	103,701	29,582	SL	2.56 %	2,659
Main House Bathroom	2015-07-03	2,345	719	SL	3.64 %	85
Office Remodel	2017-09-13	23,844	3,775	SL	40.0000	596
Chipper/Shredder	2017-10-18	4,549	2,806	SL	10.0000	455
Electric Charger	2018-04-05	2,755	1,587	SL	10.0000	276
Lawnmower	2018-06-12	1,243	693	SL	10.0000	124
Winery Renovation	2018-12-31	85,565	10,695	SL	40.0000	2,139	2,139
Winery Improvements	2019-07-01	100,668	11,326	SL	40.0000	2,517	2,517
Dam Well Pump	2022-07-01	15,350	4,605	SL	5.0000	3,070
Leete Electric Motor Generator	2022-04-01	23,317	8,161	SL	5.0000	4,663
New Roof - Main House & Guest house	2022-11-01	43,576	1,271	SL	40.0000	1,089
Vineyard Improv. 2002 Remaining Basis	2005-07-01	153,621	142,102	SL	20.0000	7,681
Vineyard Improv. 2003 Remaining Basis	2006-07-01	46,939	41,066	SL	20.0000	2,347
Vineyard Improvmts 2004 Remaining Basis	2007-07-01	110,266	90,968	SL	20.0000	5,513
Vineyard Improments 2005 Remaining Basis	2008-01-01	22,385	17,906	SL	20.0000	1,119
Vineyard Improv. 2006 Remaining Basis	2009-06-30	93,016	67,434	SL	20.0000	4,651
Vineyard Improvmt 2007 Remaining Basis	2010-07-01	11,917	8,043	SL	20.0000	596
Sauv Bl & Cab 2008 add Remaining Basis	2011-07-01	25,452	15,909	SL	20.0000	1,273
Siding Repair To Residential Buildi	2023-09-30	6,254	313	SL	5.0000	1,251
Furnace Replacement	2023-10-15	8,250	103	SL	20.0000	413
Villa Furniture	2023-01-30	5,757	754	SL	7.0000	822
Trail Building	2023-04-30	8,300	369	SL	15.0000	553
Lawn Mower	2023-08-01	6,011	250	SL	10.0000	601
Haraszty Villa Improvements	2023-08-01	16,399	171	SL	40.0000	410
Haraszty Villa Painting	2023-09-01	40,695	493	SL	27.5000	1,480
Fixed Assets LLC Basis	2023-12-31	500,611				54,675
Haraszthy Villa Painting	2024-06-01	11,327		SL	27.5000	240

- TIN:

TY 2024 InvestmentsOtherSchedule2

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
Deposits in Transit & Unsettled	AT COST	31,243	31,243
EFTs	AT COST	935,479	1,252,855
Limited partnership investments	AT COST	596,472	596,472
Unrealized Gains	FMV	547,705
Money Market Funds	AT COST	5,132,376	5,132,376
Mutual Funds	AT COST	1,595,068	1,825,397
Closed-End Funds	AT COST

- TIN:

TY 2024 LandEtcSchedule2

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
Auto./Transportation Equip.	98,337	98,337		25,000,000
Furniture and Fixtures	345,947	318,376	27,571
Machinery and Equipment	243,833	203,902	39,931
Buildings	2,515,684	1,783,014	732,670
Improvements	1,822,805	1,366,803	456,002
Land	3,727,202		3,727,202
Miscellaneous	1,126,453	630,438	496,015

- TIN:

TY 2024 MortgagesAndNotesPayableSch

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Total Mortgage Amount:

Item No.	1
Lender's Name	US Small Business Admin
Lender's Title
Relationship to Insider	None
Original Amount of Loan	1,716,200
Balance Due	1,661,182
Date of Note	2020-06
Maturity Date	2050-06
Repayment Terms	Beg 6/16/21, Amended 12/6/21
Interest Rate	2.7500
Security Provided by Borrower	None
Purpose of Loan	EIDL
Description of Lender Consideration	Cash
Consideration FMV

Item No.	2
Lender's Name	US Small Business Admin LLC
Lender's Title
Relationship to Insider	None
Original Amount of Loan	500,000
Balance Due	489,128
Date of Note
Maturity Date
Repayment Terms
Interest Rate	3.7500
Security Provided by Borrower	None
Purpose of Loan	EIDL
Description of Lender Consideration	Cash
Consideration FMV

- TIN:

TY 2024 OtherAssetsSchedule

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
other current assets	34,247	14,882	15,108
Deposits in transit			31,243

- TIN:

TY 2024 OtherExpensesSchedule

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Telephone	7,219			7,219
Employee Benefits	82,888	8,289	8,289	74,599
Payroll Service Fees	1,725			1,725
Supplies - Park	2,333			2,333
Supplies - Ranch	2,936			2,936
Supplies - Office	631			631
Supplies - Villa	32			32
Fuel & Oil	20,590			20,590
Postage	174			174
R & M Ranch	23,155			23,155
R & M Residential	27,005			27,005
R & M Villa	39,085			39,085
R & M Office	2,654			2,654
R & M Equipment	6,564			6,564
R & M Winery	20,122			20,122
R & M Park	10,023			10,023
R & M Irrigation	7,272			7,272
R & M Water	7,330			7,330
R & M Main Gate	1,751			1,751
Vehicle Expense	12,004			12,004
Insurance	30,395			30,395
Workers Compensation Insurance	20,907	2,091	2,091	18,816
Property Taxes	695	695	695
Utilities	26,062			26,062
Dues & Subscriptions	350			350
Meals	3,618			3,618
Investment Management Fee	41,781	41,781	41,781
Bank fees	307	307	306
Miscellaneous Expenses	267			265
Other Winery Expenses	884,181		723,783	160,398
Adjustment to balance	-2,659

- TIN:

TY 2024 OtherIncomeSchedule2

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
Other Investment Income	17,731
PCCP Equity VIII LP	3,901
FCP Realty Fund III	-2,447
Glen Lennox Phase One LLC	-13,841
Bell HNW Fund VI LLC	-14,017
Glen Lennox LLC	-33,894
Grubb Southeast Real Esta	-54,453

- TIN:

TY 2024 OtherIncreasesSchedule

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Description	Amount
Basis of land damaged by PG&E fire	3,727,202
Prior period basis adjustment	493,518
2024 Unrealized gain	54,187

- TIN:

TY 2024 OtherLiabilitiesSchedule

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Description	Beginning of Year - Book Value	End of Year - Book Value
H&A Financing Barrel	32,483	14,552
Accrued Exp		9,342

- TIN:

TY 2024 SalesOfInventoryList

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Category	Gross Sales	Cost of Goods Sold	Net (Gross Sales Minus Cost of Goods Sold)
Regenerative Gift, LLC	1,255,990	532,206	723,784

- TIN:

TY 2024 TaxesSchedule

Name:

The Frank H Bartholomew Foundation

co Anna Pope and Frank Pope Trustees

EIN:

94-3129676

Software ID:

24020490

Software Version:

2024v5.2

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Payroll Taxes	23,743	1,150	1,150	22,593
License & Permits	2,848			2,848
Foreign Taxes Paid	1,430	1,430	1,430
Federal Taxes	10,000
Filing fees	524			524