THE BUSH FOUNDATION. 990-PF Return Public Inspection Copy. For the Year Ended December 31, 2013

Transcription

1 THE BUSH FOUNDATION 0-PF Return Public Inspection Copy For the Year Ended December 31, INWOOD AVENUE NORTH SUITE 160 OAKDALE, MN TEL: (651) FA: (651)

2 Form or Section 447(a)(1) Trust Treated as Private Foundation Department of the Treasury Do not enter Social Security numbers on this form as it may be made public. Internal Revenue Service Information about Form 0-PF and its separate instructions is at For calendar year 2013 or tax year beginning, and ending Name of foundation OMB No Open to Public Inspection City or town, state or province, country, and ZIP or foreign postal code C If exemption application is pending, check here~ b Net rental income or (loss) 6a Net gain or (loss) from sale of assets not on line 10 ~~ Gross sales price for all b assets on line 6a ~~ 66,306,33. 7 Capital gain net income (from Part IV, line 2) ~~~~~ 8 Net short-term capital gain ~~~~~~~~~ Income modifications~~~~~~~~~~~~ Gross sales less returns 10a and allowances ~~~~ b Less: Cost of goods sold ~ Compensation of officers, directors, trustees, etc. ~~~ A Employer identification number Number and street (or P.O. box number if mail is not delivered to street address) Room/suite B Telephone number 101 FIFTH STREET EAST, SUITE 2400 (651) G Check all that apply: Initial return Initial return of a former public charity D 1. Foreign organizations, check here ~~ Final return Amended return 2. Foreign organizations meeting the 85% test, Address change Name change check here and attach computation ~~~~ H Check type of organization: Section 501(c)(3) exempt private foundation E If private foundation status was terminated Section 447(a)(1) nonexempt charitable trust Other taxable private foundation under section 507(b)(1)(A), check here ~ I Fair market value of all assets at end of year J Accounting method: Cash Accrual F If the foundation is in a 60-month termination (from Part II, col. (c), line 16) Other (specify) under section 507(b)(1)(B), check here ~ $ 888,876,731. (Part I, column (d) must be on cash basis.) Part I Analysis of Revenue and Expenses (a) Revenue and (b) Net investment (c) Adjusted net (d) Disbursements (The total of amounts in columns (b), (c), and (d) may not for charitable purposes necessarily equal the amounts in column (a).) expenses per books income income (cash basis only) 1 Contributions, gifts, grants, etc., received ~~~ 1,000. N/A 2 Check if the foundation is not required to attach Sch. B Interest on savings and temporary 3 cash investments ~~~~~~~~~~~~~~ 1,111. 1,111. STATEMENT 2 4 Dividends and interest from securities~~~~~ 3,677, ,172,47. STATEMENT 3 Revenue Operating and Administrative Expenses Return of Private Foundation 0-PF 2013 THE BUSH FOUNDATION ST. PAUL, MN a Gross rents ~~~~~~~~~~~~~~~~ 11 c Gross profit or (loss) ~~~~~~~~~~~~ 12 Total. Add lines 1 through Pension plans, employee benefits ~~~~~~ 16a Legal fees~~~~~~~~~~~~~~~~~ STMT 4 b Accounting fees ~~~~~~~~~~~~~~ STMT 5 c Other professional fees ~~~~~~~~~~~ STMT Other income ~~~~~~~~~~~~~~~ Other employee salaries and wages~~~~~~ Interest ~~~~~~~~~~~~~~~~~~ Taxes~~~~~~~~~~~~~~~~~~~ STMT 7 Depreciation and depletion ~~~~~~~~~ Occupancy ~~~~~~~~~~~~~~~~ Travel, conferences, and meetings ~~~~~~ Printing and publications ~~~~~~~~~~ Other expenses ~~~~~~~~~~~~~~ STMT 8 Total operating and administrative expenses. Add lines 13 through 23 ~~~~~ Contributions, gifts, grants paid ~~~~~~~ Total expenses and disbursements. Add lines 24 and 25 57,128, ,306,33. STATEMENT 1 328, ,514,16. STATEMENT 61,136, ,66, ,06. 5, ,486. 3,506, ,7. 3,15, , , , , , , , , ,830. 3,226,011. 1,6,577. 1,526,434. 2,28,822. 1, , , , , , , ,77. 20,27. 27, , ,753. 2,352, ,521. 2,311, ,581,262. 2,354,630.,583, ,555,52. 28,60,015. 3,136,854. 2,354, ,12, Subtract line 26 from line 12: a Excess of revenue over expenses and disbursements ~ 21,,830. b Net investment income (if negative, enter -0-) ~~~ 63,612,165. c Adjusted net income (if negative, enter -0-) N/A LHA For Paperwork Reduction Act Notice, see instructions. Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

3 Form 0-PF (2013) Assets Liabilities Net Assets or Fund Balances Part II Other notes and loans receivable ~~~~~~~~ 8 Attached schedules and amounts in the description column should be for end-of-year amounts only. Prepaid expenses and deferred charges ~~~~~~~~~~~~~ 10a Investments - U.S. and state government obligations ~~~~~~~ STMT 11 b Investments - corporate stock ~~~~~~~~~~~~~~~~~ STMT Investments - land, buildings, and equipment: basis ~~ c Investments - corporate bonds ~~~~~~~~~~~~~~~~~ Total assets (to be completed by all filers - see the Loans from officers, directors, trustees, and other disqualified persons 23 Total liabilities (add lines 17 through 22) Foundations that follow SFAS 117, check here ~~~~ Part III Balance Sheets Cash - non-interest-bearing~~~~~~~~~~~~~~~~~~~ Savings and temporary cash investments Accounts receivable Less: allowance for doubtful accounts Pledges receivable Less: allowance for doubtful accounts and complete lines 24 through 26 and lines 30 and 31. Foundations that do not follow SFAS 117, check here and complete lines 27 through 31. ~~~~~~~~~~~~ Grants receivable ~~~~~~~~~~~~~~~~~~~~~~~ Receivables due from officers, directors, trustees, and other disqualified persons ~~~~~~~~~~~~~~~~~~~~~~ Less: allowance for doubtful accounts Inventories for sale or use ~~~~~~~~~~~~~~~~~~~ Total net assets or fund balances~~~~~~~~~~~~~~~~ Total liabilities and net assets/fund balances Beginning of year End of year Page 2 (a) Book Value (b) Book Value (c) Fair Market Value , , ,861. Less: accumulated depreciation ~~~~~~~~ Investments - mortgage loans ~~~~~~~~~~~~~~~~~ Investments - other ~~~~~~~~~~~~~~~~~~~~~~ STMT ,774, ,538, ,538,742. Land, buildings, and equipment: basis 174,40. Less: accumulated depreciation ~~~~~~~~ Other assets (describe 78, ,027. 5,867. 5,867. STATEMENT 14 ) 16,764, , ,564. instructions. Also, see page 1, item 1) Accounts payable and accrued expenses ~~~~~~~~~~~~~ Grants payable ~~~~~~~~~~~~~~~~~~~~~~~~ Deferred revenue ~~~~~~~~~~~~~~~~~~~~~~~ ~~~~ Mortgages and other notes payable ~~~~~~~~~~~~~~~ Other liabilities (describe STATEMENT 15 ) Unrestricted THE BUSH FOUNDATION ~~~~~~~~~~~~~~~~~~~~~~~~~ Temporarily restricted ~~~~~~~~~~~~~~~~~~~~~ Permanently restricted~~~~~~~~~~~~~~~~~~~~~ Capital stock, trust principal, or current funds ~~~~~~~~~~~ Paid-in or capital surplus, or land, bldg., and equipment fund ~~~~ Retained earnings, accumulated income, endowment, or other funds~ Analysis of Changes in Net Assets or Fund Balances 123, , , ,188, ,487, ,487, ,045, ,104, ,104, ,50, ,876, ,876, , , ,285,367.,376,31. 3,73,377. 5,252, ,614, ,173, ,336, ,703, ,336, ,703, ,50, ,876, Total net assets or fund balances at beginning of year - Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year s return) ~~~~~~~~~~~~~~~~~~~~~~~~~~~ 1 765,336,66. 2 Enter amount from Part I, line 27a ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 2 21,, Other increases not included in line 2 (itemize) SEE STATEMENT ,366, Add lines 1, 2, and 3 ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 4 873,703,33. 5 Decreases not included in line 2 (itemize) Total net assets or fund balances at end of year (line 4 minus line 5) - Part II, column (b), line ,703,33. Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

4 Form 0-PF (2013) THE BUSH FOUNDATION 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, (b) How acquired (c) Date acquired (d) Date sold P - Purchase 2-story brick warehouse; or common stock, 200 shs. MLC Co.) D - Donation (mo., day, yr.) (mo., day, yr.) 1a REALIZED GAINS - SEE STATEMENT 18 P b c d e a b c d (e) Gross sales price (f) Depreciation allowed (g) Cost or other basis (h) Gain or (loss) (or allowable) plus expense of sale (e) plus (f) minus (g) 66,306,33. 66,306,33. e Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/6 (l) Gains (Col. (h) gain minus (j) Adjusted basis (k) Excess of col. (i) col. (k), but not less than -0-) or (i) F.M.V. as of 12/31/6 Losses (from col. (h)) as of 12/31/6 over col. (j), if any a 66,306,33. b c d e If gain, also enter in Part I, line 7 2 Capital gain net income or (net capital loss) If (loss), enter -0- in Part I, line 7 ~~~~~~ 2 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). If (loss), enter -0- in Part I, line 8 3 Part V Qualification Under Section 440(e) for Reduced Tax on Net Investment Income (For optional use by domestic private foundations subject to the section 440(a) tax on net investment income.) If section 440(d)(2) applies, leave this part blank. Was the foundation liable for the section 442 tax on the distributable amount of any year in the base period? If "Yes," the foundation does not qualify under section 440(e). Do not complete this part. 1 Enter the appropriate amount in each column for each year; see the instructions before making any entries. (a) (b) (c) Base period years Calendar year (or tax year beginning in) Adjusted qualifying distributions Net value of noncharitable-use assets rqs pmo pmo N/A 66,306,33. ~~~~~~~~~~~~~~~~ Yes No (d) Distribution ratio (col. (b) divided by col. (c)) 31,185, ,340, ,668, ,406, ,346,1. 700,270, ,83, ,56, ,804, ,205, Total of line 1, column (d) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 2 Average distribution ratio for the 5-year base period - divide the total on line 2 by 5, or by the number of years the foundation has been in existence if less than 5 years~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Enter the net value of noncharitable-use assets for 2013 from Part, line 5 ~~~~~~~~~~~~~~~~~~~~~ 4 801,231, Multiply line 4 by line 3 ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 5 36,82, Enter 1% of net investment income (1% of Part I, line 27b) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 6 636, Add lines 5 and 6 ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 7 37,618, Enter qualifying distributions from Part II, line 4~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 8 38,12,468. If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

5 Form 0-PF (2013) THE BUSH FOUNDATION Page 4 Part VI Excise Tax Based on Investment Income (Section 440(a), 440(b), 440(e), or see instructions) 1a Exempt operating foundations described in section 440(d)(2), check here and enter "N/A" on line 1. Date of ruling or determination letter: (attach copy of letter if necessary-see instructions) b Domestic foundations that meet the section 440(e) requirements in Part V, check here and enter 1% 1 636, c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b). Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ~~~~~~~~~~~~~~~~~ a 2013 estimated tax payments and 2012 overpayment credited to 2013 ~~~~~~~~ b Exempt foreign organizations - tax withheld at source ~~~~~~~~~~~~~~~~ c Tax paid with application for extension of time to file (Form 8868) ~~~~~~~~~~~ d Backup withholding erroneously withheld ~~~~~~~~~~~~~~~~~~~~~ 6d 7 Total credits and payments. Add lines 6a through 6d ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 7 00, Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached ~~~~~~~~~~~~~ Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed ~~~~~~~~~~~~~~~~~~~~ 10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid , Enter the amount of line 10 to be: Credited to 2014 estimated tax 0. Refunded ,860. Part VII-A Statements Regarding Activities 1a During the tax year, did the foundation attempt to influence any national, state, or local legislation or did it participate or intervene in Yes No any political campaign? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 1a b Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see instructions for the definition)? ~~~~ 1b 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 2 3 d Enter the amount (if any) of tax on political expenditures (section 455) imposed during the year: (1) On the foundation. $ 0. (2) On foundation managers. $ 0. e Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed on foundation managers. $ 0. 4a Did the foundation have unrelated business gross income of $1,000 or more during the year? ~~~~~~~~~~~~~~~~~~~~~ of Part I, line 27b~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Tax under section 511 (domestic section 447(a)(1) trusts and taxable foundations only. Others enter -0-) ~~~~~~~~~ Add lines 1 and 2 ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Subtitle A (income) tax (domestic section 447(a)(1) trusts and taxable foundations only. Others enter -0-) ~~~~~~~~ Credits/Payments: 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 ~~~~~~~~~~~~~~~~~~~~~ b If "Yes," has it filed a tax return on Form 0-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 441 through 445) 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? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 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 V ~~~~~ 8a Enter the states to which the foundation reports or with which it is registered (see instructions) MN b If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 0-PF to the Attorney General (or designate) of each state as required by General Instruction G? If "No," attach explanation ~~~~~~~~~~~~~~~~~~~~~~~~~ Is the foundation claiming status as a private operating foundation within the meaning of section 442(j)(3) or 442(j)(5) for calendar year 2013 or the taxable year beginning in 2013 (see instructions for Part IV)? If "Yes," complete Part IV~~~~~~~~~~~~~~ 10 Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names and addresses 10 Form 0-PF (2013) 6a 6b 6c pnmno 00, , , a 4b b BUSH THE BUSH FOUNDATION BUSH 1

6 Form 0-PF (2013) THE BUSH FOUNDATION Part VII-A Statements Regarding Activities (continued) Section 447(a)(1) nonexempt charitable trusts filing Form 0-PF in lieu of Form Check here ~~~~~~~~~~~~~~~~~~~~~~~ and enter the amount of tax-exempt interest received or accrued during the year ~~~~~~~~~~~~~~~~~~~ 15 N/A At any time during calendar year 2013, did the foundation have an interest in or a signature or other authority over a bank, Yes No securities, or other financial account in a foreign country? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 16 File Form 4720 if any item is checked in the "Yes" column, unless an exception applies. 1a During the year did the foundation (either directly or indirectly): 2 (1) (2) (3) (4) (5) (6) Agree to pay money or property to a government official? ( Exception. Check "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 c Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts, that were not corrected a At the end of tax year 2013, did the foundation have any undistributed income (lines 6d and 6e, Part III) for tax year(s) beginning b Are there any years listed in 2a for which the foundation is not applying the provisions of section 442(a)(2) (relating to incorrect c If the provisions of section 442(a)(2) are being applied to any of the years listed in 2a, list the years here. 3a At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the meaning of section 512(b)(13)? If "Yes," attach schedule (see instructions)~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had advisory privileges? If "Yes," attach statement (see instructions) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Did the foundation comply with the public inspection requirements for its annual returns and exemption application? ~~~~~~~~~~~ Website address The books are in care of GREG KEANE Telephone no. (651) Located at 101 FIFTH STREET EAST, SUITE 2400, ST. PAUL, MN ZIP See the instructions for exceptions and filing requirements for Form TD F If "Yes," enter the name of the foreign country Part VII-B Statements Regarding Activities for Which Form 4720 May Be Required Engage in the sale or exchange, or leasing of property with a disqualified person? Borrow money from, lend money to, or otherwise extend credit to (or accept it from) a disqualified person? ~~~~~~~~~~~~~~ ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Furnish goods, services, or facilities to (or accept them from) a disqualified person? Pay compensation to, or pay or reimburse the expenses of, a disqualified person? Transfer any income or assets to a disqualified person (or make any of either available ~~~~~~~~~~~~~ ~~~~~~~~~~~~~~ for the benefit or use of a disqualified person)?~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 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 0 days.) ~~~~~~~~~~~~~~~~~~~~~ section (d)-3 or in a current notice regarding disaster assistance (see instructions)? ~~~~~~~~~~~~~~~~~~~~~ Organizations relying on a current notice regarding disaster assistance check here ~~~~~~~~~~~~~~~~~~~~~ before the first day of the tax year beginning in 2013?~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Taxes on failure to distribute income (section 442) (does not apply for years the foundation was a private operating foundation defined in section 442(j)(3) or 442(j)(5)): before 2013? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ If "Yes," list the years,,, valuation of assets) to the year s undistributed income? (If applying section 442(a)(2) to all years listed, answer "No" and attach statement - see instructions.) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ N/A,,, Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at any time during the year? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ b If "Yes," did it have excess business holdings in 2013 as a result of (1) any purchase by the foundation or disqualified persons after May 26, 16; (2) the lapse of the 5-year period (or longer period approved by the Commissioner under section 443(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 2013.) ~~~~~~~~~~~~~~~~~~~~~~ N/A 4a Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes? ~~~~~~~~~~~~~ b Did the foundation make any investment in a prior year (but after December 31, 16) that could jeopardize its charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2013? 4b Form 0-PF (2013) Yes Yes Yes Yes Yes Yes Yes Yes No No No No No No No No 11 1b 1c 2b 3b 4a Page 5 Yes No BUSH THE BUSH FOUNDATION BUSH 1

7 Form 0-PF (2013) THE BUSH FOUNDATION Part VII-B Statements Regarding Activities for Which Form 4720 May Be Required (continued) 5a During the year did the foundation pay or incur any amount to: (1) (2) (3) (4) (5) Carry on propaganda, or otherwise attempt to influence legislation (section 445(e))? ~~~~~~~~~~~~~ Influence the outcome of any specific public election (see section 455); or to carry on, directly or indirectly, any voter registration drive? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Provide a grant to an individual for travel, study, or other similar purposes? ~~~~~~~~~~~~~~~~~ Provide a grant to an organization other than a charitable, etc., organization described in section 50(a)(1), (2), or (3), or section 440(d)(2)? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Provide for any purpose other than religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ b If any answer is "Yes" to 5a(1)-(5), did any of the transactions fail to qualify under the exceptions described in Regulations section or in a current notice regarding disaster assistance (see instructions)? ~~~~~~~~~~~~~~~~~~~~~~~~ Organizations relying on a current notice regarding disaster assistance check here ~~~~~~~~~~~~~~~~~~~~~ c If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the tax because it maintained expenditure responsibility for the grant?~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ If "Yes," attach the statement required by Regulations section (d). 6a Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Yes No b Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ~~~~~~~~~~~~~~~~ 6b If "Yes" to 6b, file Form a At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? ~~~~~~~~~ Yes No b If "Yes," did the foundation receive any proceeds or have any net income attributable to the transaction? N/A 7b Part VIII Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees, and Contractors 1 List all officers, directors, trustees, foundation managers and their compensation. (a) Name and address (b) Title, and average (c) Compensation (d) Contributions to (e) Expense hours per week devoted employee benefit plans (If not paid, and deferred account, other to position enter -0-) compensation allowances Yes Yes Yes Yes Yes Yes No No No No No No 5b Page 6 SEE STATEMENT ,06. 70, Compensation of five highest-paid employees (other than those included on line 1). If none, enter "NONE." (a) Name and address of each employee paid more than $50,000 (b) Title, and average (d) Contributions to (e) Expense hours per week employee benefit plans (c) Compensation and deferred account, other devoted to position compensation allowances JAIME PINKHAM FIFTH STREET VICE PRES. NATIVE SELF-DETERMINATIO EAST, SUITE 2400, ST PAUL, MN , , JOHN OTTERLEI FIFTH STREET CHIEF INVESTMENT OFFICER EAST, SUITE 2400, ST PAUL, MN , , LARS LEAFBLAD FIFTH STREET DIRECTOR, LEADERSHIP & ENGAGEMENT EAST, SUITE 2400, ST PAUL, MN , , ALLISON BARMANN FIFTH STREET VICE PRES., STRATEGY & LEARNING EAST, SUITE 2400, ST PAUL, MN , , SUSAN HEEGAARD FIFTH STREET VICE PRES., EDUCATIONAL ACHIEVEMENT EAST, SUITE 2400, ST PAUL, MN ,324. 5,7. 0. Total number of other employees paid over $50, Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

8 Form 0-PF (2013) THE BUSH FOUNDATION Part VIII Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees, and Contractors (continued) 3 Five highest-paid independent contractors for professional services. If none, enter "NONE." (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation HEZEL ASSOCIATE LLC JAMES STREET, SUITE 410, SYRACRUSE, NY CONSULTING 25,400. AFTON CONSULTANTS, INC QUADRANT AVENUE SOUTH, AFTON, MN CONSULTING 154,400. ARENT FO LLP PO BO , PITTSBURGH, PA CONSULTING 141,250. VAL ULSTAD DBA PARTNERS AT CASCADE BLUFF MORGAN AVE S, BLOOMINGTON, MN CONSULTING 86,750. A. YELICH AND ASSOCIATES PO BO 1552, MINNEAPOLIS, MN 5541 CONSULTING 86,676. Total number of others receiving over $50,000 for professional services Part I-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. 1 N/A Expenses Page Part I-B Summary of Program-Related Investments Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. 1 N/A Amount 2 3 All other program-related investments. See instructions. Total. Add lines 1 through 3 J 0. Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

9 Form 0-PF (2013) THE BUSH FOUNDATION Part Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.) Page 8 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 b Average of monthly cash balances ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 1b c d e Fair market value of all other assets ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Total (add lines 1a, b, and c) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Reduction claimed for blockage or other factors reported on lines 1a and 1c 1d 1c (attach detailed explanation) ~~~~~~~~~~~~~~~~~~~~~~ 1e Acquisition indebtedness applicable to line 1 assets ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Subtract line 2 from line 1d~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see instructions) ~~~~~~~~ 4 5 Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4 ~~~~~~~~~~ 5 6 Minimum investment return. Enter 5% of line 5 6 Part I Distributable Amount (see instructions) (Section 442(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here and do not complete this part.) 1 Minimum investment return from Part, line 6 ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 2a Tax on investment income for 2013 from Part VI, line 5 ~~~~~~~~~~~ 2a 636,122. b Income tax for (This does not include the tax from Part VI.) ~~~~~~~ 2b c Add lines 2a and 2b ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 3 Distributable amount before adjustments. Subtract line 2c from line 1 ~~~~~~~~~~~~~~~~~~~~~~~ 4 5 Recoveries of amounts treated as qualifying distributions~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Add lines 3 and 4 ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 6 Deduction from distributable amount (see instructions) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 7 Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part III, line 1 Part II Qualifying Distributions (see instructions) 1 2c ,28, ,8, , ,432, ,432,5. 12,201, ,231, ,061, ,061, ,122. 3,425, ,375. 3,56, ,56,80. 1 a b 2 3 a b Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes: Expenses, contributions, gifts, etc. - total from Part I, column (d), line 26 ~~~~~~~~~~~~~~~~~~~~~~ Program-related investments - total from Part I-B ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc., purposes~~~~~~~~~ Amounts set aside for specific charitable projects that satisfy the: Suitability test (prior IRS approval required) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Cash distribution test (attach the required schedule) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part III, line 4~~~~~~~~~ Foundations that qualify under section 440(e) for the reduced rate of tax on net investment income. Enter 1% of Part I, line 27b ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Adjusted qualifying distributions. Subtract line 5 from line 4 ~~~~~~~~~~~~~~~~~~~~~~~~~~~ Note. The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for the section 440(e) reduction of tax in those years. Form 0-PF (2013) 1a 1b 2 3a 3b ,12, ,12, , ,556, BUSH THE BUSH FOUNDATION BUSH 1

10 Form 0-PF (2013) THE BUSH FOUNDATION Part III Undistributed Income (see instructions) Page 1 2 Undistributed income, if any, as of the end of 2013: 3 4 a Enter amount for 2012 only ~~~~~~~ b Total for prior years: afrom 2008 bfrom 200 c From 2010 dfrom 2011 efrom 2012 f Total of lines 3a through e ~~~~~~~~ aapplied to 2012, but not more than line 2a ~ bapplied to undistributed income of prior c Treated as distributions out of corpus eremaining amount distributed out of corpus 5 Excess distributions carryover applied to 2013 ~~ (If an amount appears in column (d), the same amount must be shown in column (a).) 6 Enter the net total of each column as indicated below: a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5~~ bprior years undistributed income. Subtract c Enter the amount of prior years undistributed income for which a notice of deficiency has been issued, or on which the section 442(a) tax has been previously assessed ~~~~~~~~~~~~~~~ dsubtract line 6c from line 6b. Taxable eundistributed income for Subtract line f Undistributed income for Subtract Distributable amount for 2013 from Part I, line 7 ~~~~~~~~~~~~~~~~~,, Excess distributions carryover, if any, to 2013: ~~~ ~~~ ~~~ ~~~ ~~~ Qualifying distributions for 2013 from Part II, line 4: $ 38,12,468. years (Election required - see instructions) ~ (Election required - see instructions) Excess distributions carryover to aexcess from 200~ bexcess from 2010~ c Excess from 2011~ dexcess from 2012~ eexcess from 2013 ~~~ dapplied to 2013 distributable amount ~~~ line 4b from line 2b ~~~~~~~~~~~ amount - see instructions ~~~~~~~~ 4a from line 2a. Taxable amount - see instr.~ lines 4d and 5 from line 1. This amount must be distributed in 2014 ~~~~~~~~~~ Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 442(g)(3) ~~~~ Excess distributions carryover from 2008 not applied on line 5 or line 7 ~~~~~~~ Subtract lines 7 and 8 from line 6a ~~~~ Analysis of line : (a) (b) (c) (d) Corpus Years prior to ,41, ,41,448. 3,56, ,251, ,318,78. Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

11 Form 0-PF (2013) THE BUSH FOUNDATION Part IV Private Operating Foundations (see instructions and Part VII-A, question ) N/A 1 a If the foundation has received a ruling or determination letter that it is a private operating foundation, and the ruling is effective for 2013, enter the date of the ruling ~~~~~~~~~~~ b Check box to indicate whether the foundation is a private operating foundation described in section ~~~ 442(j)(3) or 442(j)(5) 2 a Enter the lesser of the adjusted net Tax year Prior 3 years income from Part I or the minimum (a) 2013 (b) 2012 (c) 2011 (d) 2010 (e) Total b 85% of line 2a ~~~~~~~~~~ c Qualifying distributions from Part II, d Amounts included in line 2c not e Qualifying distributions made directly 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 ~~~~~~ b c "Support" alternative test - enter: (1) (2) (3) (4) Gross investment income Part V Supplementary Information (Complete this part only if the foundation had $5,000 or more in assets at any time during the year-see instructions.) 1 Information Regarding Foundation Managers: a List 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).) NONE 2 investment return from Part for each year listed ~~~~~~~~~ line 4 for each year listed ~~~~~ used directly for active conduct of exempt activities ~~~~~~~~~ for active conduct of exempt activities. (2) Value of assets qualifying under section 442(j)(3)(B)(i) ~ "Endowment" alternative test - enter 2/3 of minimum investment return shown in Part, line 6 for each year listed ~~~~~~~~~~~~~~ Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties)~~~~ Support from general public and 5 or more exempt organizations as provided in section 442(j)(3)(B)(iii) ~~~ Largest amount of support from an exempt organization ~~~~ b List 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. NONE Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs: Check here 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. (see instructions) to individuals or organizations under other conditions, complete items 2a, b, c, and d. a The name, address, and telephone number or address of the person to whom applications should be addressed: VARIES BY PROGRAM, PLEASE SEE OUR WEBSITE. Page 10 b The form in which applications should be submitted and information and materials they should include: VARIES BY PROGRAM, PLEASE SEE OUR WEBSITE. c Any submission deadlines: VARIES BY PROGRAM, PLEASE SEE OUR WEBSITE. d Any restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other factors: VARIES BY PROGRAM, PLEASE SEE OUR WEBSITE Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

12 Form 0-PF (2013) THE BUSH FOUNDATION Part V Supplementary Information (continued) 3 a Grants and Contributions Paid During the Year or Approved for Future Payment Recipient If recipient is an individual, show any relationship to Foundation any foundation manager status of Name and address (home or business) or substantial contributor recipient Paid during the year Purpose of grant or contribution Amount Page 11 SEE ATTACHED SCHEDULE 1 28,60,015. b Total Approved for future payment 3a 28,60,015. SEE ATTACHED SCHEDULE 1 5,680, Total 3b 5,680,201. Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

13 Form 0-PF (2013) Part VI-A Enter gross amounts unless otherwise indicated. 1 Program service revenue: a b c d e f g 3 Interest on savings and temporary cash 4 Dividends and interest from securities 5 Net rental income or (loss) from real estate: a b 6 Net rental income or (loss) from personal 7 Other investment income ~~~~~~~~~~~~~~ 8 Gain or (loss) from sales of assets other 10 Gross profit or (loss) from sales of inventory Unrelated business income Excluded by section 512, 513, or 514 (a) (c) (b) Exclusion (d) Business code Amount code Amount 11 Other revenue: a OTHER INVESTMENT INCOME b INCLUDING PARTNERSHIPS ,62, ,363,288. c d Fees and contracts from government agencies ~~~ 2 Membership dues and assessments ~~~~~~~~~ investments ~~~~~~~~~~~~~~~~~~~~ Debt-financed property ~~~~~~~~ ~~~~~~~~~~~~~ Not debt-financed property ~~~~~~~~~~~~ property ~~~~~~~~~~~~~~~~~~~~~ than inventory ~~~~~~~~~~~~~~~~~~~ Net income or (loss) from special events ~~~~~~~ ~~~~~ (See worksheet in line 13 instructions to verify calculations.) Part VI-B THE BUSH FOUNDATION Analysis of Income-Producing Activities 14 1, ,677, ,128,718. Relationship of Activities to the Accomplishment of Exempt Purposes (e) Related or exempt function income Page 12 e 12 Subtotal. Add columns (b), (d), and (e) ~~~~~~~~ 1,62,131. 5,443, Total. Add line 12, columns (b), (d), and (e) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 13 61,135,684. Line No. < Explain below how each activity for which income is reported in column (e) of Part VI-A contributed importantly to the accomplishment of the foundation s exempt purposes (other than by providing funds for such purposes) Form 0-PF (2013) BUSH THE BUSH FOUNDATION BUSH 1

14 Form 0-PF (2013) THE BUSH FOUNDATION Page 13 Part VII 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) of Yes No the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations? a b c Transfers from the reporting foundation to a noncharitable exempt organization of: (1) (2) (1) (2) (3) (4) (5) (6) Cash ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Other assets~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Other transactions: Sales of assets to a noncharitable exempt organization ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Purchases of assets from a noncharitable exempt organization ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Rental of facilities, equipment, or other assets ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Reimbursement arrangements ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Loans or loan guarantees ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Performance of services or membership or fundraising solicitations ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Sharing of facilities, equipment, mailing lists, other assets, or paid employees ~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 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 N/A 1a(1) 1a(2) 1b(1) 1b(2) 1b(3) 1b(4) 1b(5) 1b(6) 1c 2a b Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations described in section 501(c) of the Code (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 N/A Sign Here Paid Preparer Use Only Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge. = = May the IRS discuss this return with the preparer shown below (see instr.)? CFO Yes Signature of officer or trustee Date Title Print/Type preparer s name Preparer s signature Date Check if PTIN self- employed GEORGIA AKINS P Firm s name AKINS HENKE AND COMPANY Firm s EIN Firm s address 600 INWOOD AVENUE NORTH, SUITE 160 OAKDALE, MN Phone no Form 0-PF (2013) No BUSH THE BUSH FOUNDATION BUSH 1

15 Form OMB No Department of the Treasury Attach to the corporation s tax return. FORM 0-PF Internal Revenue Service Information about Form 2220 and its separate instructions is at Name Employer identification number THE BUSH FOUNDATION Note: Generally, the corporation is not required to file Form 2220 (see Part II below for exceptions) because the IRS will figure any penalty owed and bill the corporation. However, the corporation may still use Form 2220 to figure the penalty. If so, enter the amount from page 2, line 38 on the estimated tax penalty line of the corporation s income tax return, but do not attach Form Part I 2220 Underpayment of Estimated Tax by Corporations Required Annual Payment 1 Total tax (see instructions) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 1 636, a Personal holding company tax (Schedule PH (Form 1120), line 26) included on line 1 ~~~~~ b Look-back interest included on line 1 under section 460(b)(2) for completed long-term contracts or section 167(g) for depreciation under the income forecast method ~~~~~~~~ 2a 2b c Credit for federal tax paid on fuels (see instructions) ~~~~~~~~~~~~~~~~~~~ 2c d Total. Add lines 2a through 2c ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 3 4 Subtract line 2d from line 1. If the result is less than $500, do not complete or file this form. The corporation does not owe the penalty Enter the tax shown on the corporation s 2012 income tax return (see instructions). Caution: If the tax is zero or the tax year was for less than 12 months, skip this line and enter the amount from line 3 on line 5 ~~~~~~~~~~~ 2d , , Required annual payment. Enter the smaller of line 3 or line 4. If the corporation is required to skip line 4, enter the amount from line 3 5 Part II Reasons for Filing - Check the boxes below that apply. If any boxes are checked, the corporation must file Form 2220 even if it does not owe a penalty (see instructions) The corporation is using the annualized income installment method. The corporation is a "large corporation" figuring its first required installment based on the prior year s tax. Part III Figuring the Underpayment (a) (b) (c) (d) The corporation is using the adjusted seasonal installment method. Installment due dates. Enter in columns (a) through (d) the 15th day of the 4th ( Form 0-PF filers: Use 5th month), 6th, th, and 12th months of the corporation s tax year ~~~~~~~~~~~~~~~~ Required installments. If the box on line 6 and/or line 7 above is checked, enter the amounts from Sch A, line 38. If the box on line 8 (but not 6 or 7) is checked, see instructions for the amounts to enter. If none of these boxes are checked, enter 25% of line 5 above in each column. ~~~~~~ ~ Estimated tax paid or credited for each period (see instructions). For column (a) only, enter the amount from line 11 on line 15 ~~~~~~~~~~~~~~~ Complete lines 12 through 18 of one column before going to the next column. Enter amount, if any, from line 18 of the preceding column Add lines 11 and 12 ~~~~~~~~~~~~~~~~~ Add amounts on lines 16 and 17 of the preceding column Subtract line 14 from line 13. If zero or less, enter -0- ~~ If the amount on line 15 is zero, subtract line 13 from line 14. Otherwise, enter -0- ~~~~~~~~~~~~~~~ Underpayment. If line 15 is less than or equal to line 10, subtract line 15 from line 10. Then go to line 12 of the next column. Otherwise, go to line 18 ~~~~~~~~~~~ Overpayment. If line 10 is less than line 15, subtract line 10 from line 15. Then go to line 12 of the next column Go to Part IV on page 2 to figure the penalty. Do not go to Part IV if there are no entries on line 17 - no penalty is owed. 628, /15/13 06/15/13 0/15/13 12/15/13 157, , , , , , , , , , , , ,08. 7, , ,6. 431, ,08. 7, , ,08. JWA For Paperwork Reduction Act Notice, see separate instructions. Form 2220 (2013) BUSH THE BUSH FOUNDATION BUSH 1

16 FORM 0-PF Form 2220 (2013) THE BUSH FOUNDATION Part IV Figuring the Penalty Page 2 1 Enter the date of payment or the 15th day of the 3rd month after the close of the tax year, whichever is earlier (see instructions). (Form 0-PF and Form 0-T filers: Use 5th month instead of 3rd month.) ~~~~~~~~~~~~ 20 Number of days from due date of installment on line to the date shown on line 1 ~~~~~~~~~~~~~~~~~ 1 20 (a) (b) (c) (d) 21 Number of days on line 20 after 4/15/2013 and before 7/1/2013 ~~ Underpayment on line 17 x Number of days on line 21 x 3% 365 ~~~ 22 $ $ $ $ 23 Number of days on line 20 after 06/30/2013 and before 10/1/2013 ~ Underpayment on line 17 x Number of days on line 23 x 3% 365 ~~~ 24 $ $ $ $ 25 Number of days on line 20 after /30/2013 and before 1/1/2014 ~~ Underpayment on line 17 x Number of days on line 25 x 3% 365 Number of days on line 20 after 12/31/2013 and before 4/1/2014 ~~~ ~ $ $ SEE ATTACHED WORKSHEET $ $ 28 Underpayment on line 17 x Number of days on line 27 x 3% 365 ~~~ 28 $ $ $ $ 2 Number of days on line 20 after 3/31/2014 and before 7/1/2014 ~~ 2 30 Underpayment on line 17 x Number of days on line 2 x *% 365 ~~~ 30 $ $ $ $ 31 Number of days on line 20 after 6/30/2014 and before 10/01/2014 ~ Underpayment on line 17 x Number of days on line 31 x *% 365 ~~~ 32 $ $ $ $ 33 Number of days on line 20 after /30/2014 and before 1/1/2015 ~~ Underpayment on line 17 x Number of days on line 33 x *% 365 ~~~ 34 $ $ $ $ 35 Number of days on line 20 after 12/31/2014 and before 2/16/2015 ~ Underpayment on line 17 x Number of days on line 35 x *% 365 ~~~ 36 $ $ $ $ 37 Add lines 22, 24, 26, 28, 30, 32, 34, and 36 ~~~~~~~~~ 37 $ $ $ $ 38 Penalty. Add columns (a) through (d) of line 37. Enter the total here and on Form 1120; line 33; or the comparable line for other income tax returns * Use the penalty interest rate for each calendar quarter, which the IRS will determine during the first month in the preceding quarter. These rates are published quarterly in an IRS News Release and in a revenue ruling in the Internal Revenue Bulletin. To obtain this information on the Internet, access the IRS website at You can also call to get interest rate information. 38 $ 18. JWA Form 2220 (2013) BUSH THE BUSH FOUNDATION BUSH 1

17 FORM 0-PF UNDERPAYMENT OF ESTIMATED TA WORKSHEET Name(s) Identifying Number THE BUSH FOUNDATION (A) (B) (C) (D) (E) (F) Adjusted Number Days Daily *Date Amount Balance Due Balance Due Penalty Rate Penalty -0-05/15/13 157, , /15/13-150,000. 7, /15/13 161, , /15/13-200, ,38. 0/15/13 15, ,02. 0/15/13-400, ,08. 12/15/13 15, , /15/13-150, ,878. Penalty Due (Sum of Column F). ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 18. * Date of estimated tax payment, withholding credit date or installment due date BUSH THE BUSH FOUNDATION BUSH 1

18 THE BUSH FOUNDATION }}}}}}}}}}}}}}}}}}} }}}}}}}}}} ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ FORM 0-PF GAIN OR (LOSS) FROM SALE OF ASSETS STATEMENT 1 }}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}} (A) MANNER DATE DESCRIPTION OF PROPERTY ACQUIRED ACQUIRED DATE SOLD }}}}}}}}}}}}}}}}}}}}}}}} }}}}}}}}} }}}}}}}} }}}}}}}}} REALIZED GAINS - SEE STATEMENT 18 PURCHASED (B) (C) (D) (E) (F) GROSS COST OR EPENSE OF SALES PRICE OTHER BASIS SALE DEPREC. GAIN OR LOSS }}}}}}}}}}}}}}} }}}}}}}}}}}}}} }}}}}}}}}}}} }}}}}}}}}}} }}}}}}}}}}}}}}} 66,306,33.,178, ,128,718. }}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}} CAPITAL GAINS DIVIDENDS FROM PART IV 0. }}}}}}}}}}}}}}} TOTAL TO FORM 0-PF, PART I, LINE 6A 57,128,718. ~~~~~~~~~~~~~~~ ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ FORM 0-PF INTEREST ON SAVINGS AND TEMPORARY CASH INVESTMENTS STATEMENT 2 }}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}} (A) (B) (C) REVENUE NET INVESTMENT ADJUSTED SOURCE PER BOOKS INCOME NET INCOME }}}}}} }}}}}}}}}}}}}} }}}}}}}}}}}}}} }}}}}}}}}}}}}} INTEREST - SEE STATEMENT 17 1,111. 1,111. }}}}}}}}}}}}}} }}}}}}}}}}}}}} }}}}}}}}}}}}}} TOTAL TO PART I, LINE 3 1,111. 1,111. ~~~~~~~~~~~~~~ ~~~~~~~~~~~~~~ ~~~~~~~~~~~~~~ ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ FORM 0-PF DIVIDENDS AND INTEREST FROM SECURITIES STATEMENT 3 }}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}} CAPITAL (A) (B) (C) GROSS GAINS REVENUE NET INVEST- ADJUSTED SOURCE AMOUNT DIVIDENDS PER BOOKS MENT INCOME NET INCOME }}}}}} }}}}}}}}}}} }}}}}}}}}}} }}}}}}}}}}} }}}}}}}}}}} }}}}}}}}}}} INTEREST AND DIVIDENDS - SEE STATEMENT 17 3,677,012. }}}}}}}}}}} TO PART I, LINE ,677, ,172,47. }}}}}}}}}}} }}}}}}}}}}} }}}}}}}}}}} }}}}}}}}}}} 3,677, ,677, ,172,47. ~~~~~~~~~~~ ~~~~~~~~~~~ ~~~~~~~~~~~ ~~~~~~~~~~~ ~~~~~~~~~~~ 17 STATEMENT(S) 1, 2, BUSH THE BUSH FOUNDATION BUSH 1