2012-2013 ANNUAL REPORT

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Message from the President 3 Board of Trustees 4 2012 Distributions 5 2012 Scholarships/Awards 6 2012 Competitive Grants 8 2012 Donors 10 Foundation Funds 13 Statement of Financial Positions 15 OUR MISSION To improve the quality of life in our community by raising, encouraging, administering, and distributing gifts for charitable, cultural, educational and scientific purposes. MESSAGE FROM THE PRESIDENT The Foundation for the Tri-State Community is pleased to once again present you with an annual report of our accomplishments and to express our sincere gratitude to all who have helped OUR MISSION make these achievements possible. To improve the quality of life in our community The 2012 lists of grants, scholarships, program activities and charitable distributions provide you with a clearer understanding of the depth and breadth of our growing by raising, encouraging, administering, impact on the charitable sector of the Tri-State community. Our donor lists, as well as and distributing gifts for charitable, the lists of our existing component funds, clearly illustrate the generosity, dedication and commitment of our donors, who continue to improve the quality of life in our cultural, educational and scientific purposes. communities through their financial gifts and support of the Foundation. The lists of our trustees and committee members inspire confidence that the governance of the Foundation rests with recognized leaders of our community, who volunteer their time to oversee the Foundation and guide its course, now and in the future. “The Foundation has been The Foundation has been busy in 2013, supporting and facilitating efforts to make busy in 2013, supporting the Tri-State community a great place in which to live, work and play. Downtown Ashland was transformed this summer by the new hanging baskets along Winchester and facilitating efforts Avenue. The Carter County Community Fund is raising an endowment for the county that will enable it to access funds, through the Appalachian Rural Development to make the Tri-State Philanthropy Initiative (ARDPI), to award grants to local non-profits in early 2014. community a great place Grants in Lawrence County, Ohio, have helped fund the new memory garden at the Ironton campus of St. Mary’s Medical Center and improve the insulation at the in which to live, Chesapeake Community Center. A group of women established the Women in Education Fund (WE) to support innovative programs designed to transform education work and play.” in Southern West Virginia. The Miller School Park Fund continues to sell trees and bricks to beautify and fund the future upkeep of this neighborhood park in Huntington. These examples provide just a glimpse of the many projects implemented or funded by the Foundation.

The Foundation is excited to introduce its new logo, which is a cornerstone of its new branding and marketing efforts. In addition to this new “look”, the Foundation will roll out a newly created website early next year, which will provide a far superior platform through which we can relate to our donors, grantees and professional advisors.

Thank you, again, for your support of the Foundation. We look forward to a successful future, in which your contributions, past, present and future, will continue to enable the Foundation to improve the quality of life in our communities.

With best regards,

Mary Witten Wiseman

3 2012-2013 BOARD OF TRUSTEES

EXECUTIVE BOARD INVESTMENT COMMITTEE Jodi Rowe-Collins, Chairman (3,5,6,9,10,11) Paul E. Chellgren J. Pat Jones (6,9,10) Jodi Rowe-Collins April Russell Perry (6,7,8,9,11) Michael J. Emerson Geoffrey S. Sheils (3,4,6,11) Alfred L. Green Michael W. Hobbs BOARD OF TRUSTEES Larry R. McClung Mary Jo Burton (3) H. Edward Neely (2013) Donald R. Capper (2,11) Charles H. Seal Nick Carter (1,3) Laura S. Timberlake (2013) Rebecca M. Craig (4,11) Stuart B.A. Webb Evan H. Jenkins (3) Mary Witten Wiseman Cassie Landers (2,9,11) Kimberly S. McCann (3) LEGAL COUNSEL Ed Neely (4) Huddleston Bolen LLP Michael D. Robinson (11) James W. St. Clair (7,11) CERTIFIED PUBLIC ACCOUNTANTS Laura S. Timberlake (11) Smith, Goolsby, Artis & Reams, P.S.C.

STAFF MASTER CUSTODIAN Mary Witten Wiseman, President (1,2,5,7,8,9,11) Wells Fargo Bank, N.A. Christi B. Clarke, Document Management Specialist (2013) Kathryn C. Davis, Director of Planned Giving and INVESTMENT CONSULTANT Donor Services (2013) Fourth Street Performance Partners, Inc. Sandi M. Martin, Executive Assistant Jennifer M. Strechay, Communications Specialist (2012)

COMMITTEES 1 - Property Committee 2 - Gift Acceptance Committee 3 - Grant Advisory Committee 4 - Finance Committee 5 - Investment Committee 6 - Personnel Committee 7 - Public Relations Committee 8 - Strategic Planning Committee 9 - Development Committee 10 - Nominating Committee 11 - Scholarship Committee

4 TRISTATEFOUNDATION.ORG 2012 DISTRIBUTIONS

Area Education Grants Fund: The Maudella Taylor Fund: Mini-grants to teachers $12,495 Goodwill Industries of KYOWVA Area $750

Emma Edith Arundel Fund: Morning Has Broken Fund: Lawrence County Humane Society $1,602 Friends of the Children $296 FTSC – Area Education Grants $887 Ashland Inc. Retirees Volunteer Center Fund: Foundation for the Tri-State Community, Inc. $591 In honor of Lorae Dillow King’s Daughters Auxiliary $500 Pet Betterment Fund: Boyd County Animal Control Shelter $4,062 Bank One Fund: To support the Foundation’s West Virginia Donald H. Putnam, Jr. Charitable operations $10,963 Remainder Trust: Ashland Area YMCA $39,675 The Coat Fund: Calvary Episcopal Church $39,675 Boyd County Family Resource Center West $620 Foundation for the Tri-State Community, Inc. $27,783 Catherine Newton Youth Service Center $322 Fairview FRYSC $333 R. Bernard Dickinson Rotary Club of Huntington Endowment Fund: D. Sterling Diddle Endowment Fund: The Dictionary Project $288 Upkeep and maintenance of the Switzer-Wallace Marshall University Foundation $3,750 Plaza, located in Ritter Park, Huntington, WV $6,995 The Woodlands Foundation Fund: Doctors Care of Cabell County Fund: Putnam Stadium Restoration Foundation $20,000 Doctors Care of Cabell County $2,447

Foundation for the Tri-State Operating Endowment Funds: 2012 operational support $33,926

Georgia Blazer Norris Educational Endowment Fund: Community & Technical College Foundation of Ashland $5,000 The Foundation would like to work with you to Greater Huntington Park & Recreation create a permanent fund to support those institutions District Funds: Healing Field/Bell Tower Project $50,332 and causes that are most important to you and your Huntington PetSafe Dog Park $114,760 Ritter Park Rose Garden $10,000 family. Please contact us about establishing a Ritter Park Tennis Center $25,000 fund during your lifetime or through a

Greenup County Green Fund: bequest in your will. Heritage Arts, Science and Tourism Center $500

Jennie K. Humphrey City Mission Fund: Huntington City Mission 2012 Summer Camp $150

Leadership Tri-State Fund: Training and activities for 2012 Leadership Tri-State class and alumni $56,752

5 2012 SCHOLARSHIPS/AWARDS Distributions from Donor-Advised Funds: $132,070 The Foundation awarded the following scholarships and awards: In order to protect the anonymity of its donors, the Foundation provides a listing of organizations that received funding through its AK Steel Self-Reliance Awards donor-advised funds and an aggregate total of those donations. To reward area students who excel in time management In 2012, the Foundation made distributions to the following and self-reliance. 2012’s awards benefited: organizations: Sydney Jackson $1,250 Alzheimer’s Association Robert Clayton Woford $1,250 Mariah Humphrey $1,000 Ashland Area YMCA (KY) Troy Stafford $1,000 Ashland Beautification Fund of the Foundation Kayla Wells $750 for the Tri-State Community Timothy Grubbs $750 Atrium Medical Center Foundation Hannah Slone $500 Beverly Hills United Methodist Church (Huntington, WV) Brian Rymer $500

Big Brothers Big Sisters of the Tri-State Amy Herrick Fund Cabell Huntington Hospital Auxiliary To assist students attending Centre College of Kentucky Alice Lloyd College $4,311 Cincinnati Zoo Foundation Inc. Community & Technical College Foundation of Ashland, Inc. Anne and John Ward Memorial Scholarship Fund Syracuse University Fifth Avenue Baptist Church (Huntington, WV) for the benefit of Kathryn Robinson $250 First Presbyterian Church (Ashland, KY) First Presbyterian Church (Charleston, WV) Ashland High School Class of 1939 Scholarship Fund First Presbyterian Church (Huntington, WV) University of Friends of Sulgrave Manor for the benefit of Josie Whelan $500 Highlands Museum & Discovery Center Ashland Women’s Club Scholarship Fund Hospice of Huntington Art Academy of Cincinnati Hour of Faith Church (Fort Gay, WV) for the benefit of Sara Crumpton $1,000 Huntington City Mission Huntington Museum of Art Billy Gammon Scholarship Fund Black Hawk College Huntington Symphony Orchestra for the benefit of Corey Gregg $1,000 Kuhn Memorial Presbyterian Church (Barboursville, WV) Marshall University Foundation Brent David Shattles Memorial Scholarship Fund The Ohio State University College of Law University of Louisville $1,000 Ohio University Southern Campus for the benefit of Robert Clayton Woford Order of the Crown in America Courtney Thomas Memorial Scholarship Fund State University Morehead State University Regional Christian School (Williamson, WV) for the benefit of Jane Allyson Jenkins $500 The Salvation Army (Lexington, KY) Sarah’s Place Women’s Resource Center Craig Thompson Memorial Scholarship Fund University of Kentucky Scottish Rite Foundation of West Virginia for the benefit of Corey Billups $1,000 St. Raphael Episcopal Church (Lexington, KY) State Street United Methodist Church (Bowling Green, KY) Dick Griffith Memorial Scholarship Fund Trinity Episcopal Church (Huntington, WV) Marshall University Tri-State Area Council, Boy Scouts of America for the benefit of Katelyn McGuffin $1,000 Tri-State Literacy Council Gornall Viking Scholarship Funds The Tug Valley Friendship Foundation Wilmington College Tug Valley High School for the benefit of Garrett Crawford $600 United Way of the River Cities University of Virginia Venice Presbyterian Church (FL) Wayne County Community Services

6 TRISTATEFOUNDATION.ORG 2012 SCHOLARSHIPS/AWARDS Mr. and Mrs. Kenneth E. (Hazel) Guyer Scholarship Fund Marshall University Chemistry Undergraduate Laboratory Marshall University Foundation $500 Initiative Fund for the benefit of Anthony Stephenson $500 Ironton Area Kiwanis Club Scholarship Fund Alderson Broaddus College Michael David Daniels Memorial Scholarship Fund for the benefit of Nick Clay $250 Morehead State University $250 for the benefit of Jane Allyson Jenkins James A. Anderson, Jr. Student Athlete Award University of Louisville Morning Has Broken Fund for the benefit of Robert Clayton Woford $1,000 University of Kentucky for the benefit of Jordan Gross $1,000 Jamie Sue Barker Memorial Scholarship Fund Ohio University Southern Campus Oren and Patty Justice Scholarship Fund for the benefit of Daranda Foglesong $500 Morehead State University for the benefit of Jane Allyson Jenkins $2,000 Jane McConnell Memorial Scholarship Fund College of Mount St. Joseph University of Kentucky for the benefit of Sarah Neal $1,000 for the benefit of Erika Kress $2,000

Janet Nunley Scholarship Fund Patricia L. Matthews Scholarship Fund Marshall University Ohio University Southern Campus for the benefit of Destiny Carte $1,000 for the benefit of Brittneyann Moore $2,000

Judith Paige Johnson Memorial Scholarship Fund Rachel Lauren Lavalley Endowment Fund Big Sandy Community & Technical College To provide assistance to students at for the benefit of Haley Wagner $1,000 Our Lady of Fatima School $1,350

Kentucky Migrant Education Scholarship Fund Representative Donald Farley Memorial Scholarship Fund Henderson Community College Marshall University for the benefit of Eugenia Morales Luna $1,000 for the benefit of Destiny Carte $500

Lacey Parnell Memorial Scholarship Fund Robert Yancey Scholarship Fund Ohio University Southern Campus To further a love of the game of golf, encourage excellence for the benefit of Daranda Foglesong $500 in the sport and, ultimately, improve the chances for regional students to receive NCAA golf scholarships. 2012’s awards Larry and Mary Ann Akers Scholarship Fund benefited: Marshall University for the benefit of Breanna Shannon $1,000 Nicholas Blankenship $280 Joshua Bumgarner $280 Larry Joe Johnson Memorial Scholarship Fund Robert Canaday $280 Kentucky Christian University Ryan Gillum $280 for the benefit of Ryan Whetsel $500 Thomas Hall $280 Mitchell McFarland $280 Lawrence County Goodwill Scholarship Fund Jeffrey Meade $280 In memory of McCawley Ballard Wayne Mutter $280 Marshall University Ale Walker $280 for the benefit of Breanna Shannon $200 Chris Williams $280

Morehead State University Sam L. and Mollie Gatrell Scholarship Fund for the benefit of Brittany Shannon $200 Shawnee State University for the benefit of Carly Grivios $1,000 Lisa Price Memorial Scholarship Fund Morehead State University Ward and Irene Patton Outstanding Graduate Award for the benefit of Alexandra Lewis $1,000 University of Kentucky for the benefit of Rachel Hardin $1,000 LP-JOMAR Scholarship Fund Morehead State University for the benefit of Rebecca Patrick $250

7 2012 COMPETITIVE GRANTS The following grants were made from the 21st Century Endowment, Huntington Graffiti & Beautification Fund - which includes the following funds: The Arch Coal Fund, The Linda West Virginia $4,309 and Gene Ball Fund, The Bank of Ashland Fund, The Boyd County Medallion Project – Fourth Avenue Fund, The Chellgren Fund, The John and Donna Hall Fund, The This grant assisted in completing the purchase and installation of 50 G.B. Johnson, Jr. Fund, The Luellen Fund, The Mansbach Fund, The bronze medallions into the sidewalk on 4th Avenue in the heart of the McCowan Fund, The Putnam Agency Fund, The Third National Bank historic district of Huntington (between 8th and 10th streets). These Fund, the West Virginia Neighborhood Investment Program Fund and medallions depict the familiar and fascinating individuals, institutions, the 21st Century Unrestricted Funds. industries and wildlife that define Huntington and West Virginia.

FIRST QUARTER Huntington Museum of Art - West Virginia $2,357 Ashland Area YMCA - Kentucky $1,326 ADA-Compliance Fire Alarms Pals of the Y This grant enabled the Museum to replace 16 audible-only fire This grant provided seed money to establish a volunteer program at alarms with 16 horn/strobe alarms. The Museum is now in full ADA the Ashland YMCA. This grant was funded, in part, by The Putnam compliance. Agency Fund. The Junior League of Huntington - West Virginia $1,500 Neighbors Helping Neighbors - Kentucky $5,000 JL Community Center Project Project Clean This grant assisted in the purchase of chairs and tables for the Junior This grant purchased the equipment and fixtures for the restrooms and League Community Center, making it a more viable option for haircutting station for Project Clean. This project was created to help community events. The Center is used by the League as well as the adults without access to facilities for personal hygiene. Clean Start will community at large. offer a place where job seekers, workers and college students can go to have a shower and haircut. It will also offer mailboxes for homeless THIRD QUARTER individuals and families in the area. This grant was funded, in part, Ashland Child Development Center - Kentucky $2,000 by The Boyd County Fund. Security System SECOND QUARTER This grant assisted in the purchase of a security system for the Center’s Community Assistance Referral new location. Service (CAReS) - Kentucky $1,750 Greenup County Tourism - Kentucky $1,500 Computers This grant funded two new computers for the CAReS office to assist in Greenbo Trails the implementation of new software, Charity Tracker. This grant was This grant aided in the development and design of 20 miles of new funded, in part, by The Putnam Agency Fund. trails at Greenbo State Park.

The Healing Place of Huntington - West Virginia $2,000 Forest Hills Neighborhood Association - West Virginia $1,000 Phase II Renovation – Dining Hall/Multi-Purpose Room This grant assisted in the purchase of chairs for the new dining hall/ Beautification Project –EMS Station Community Park multi-purpose room. This grant was funded, in part, by the West This grant enabled the Neighborhood Association to purchase bike Virginia Neighborhood Investment Program Fund. racks, trash cans and site preparation materials to complete the community park in Gallagher Village. Hope’s Place - Kentucky $1,500 Ironton In Bloom - Ohio $2,500 Education and Prevention Materials This grant purchased participant training kits for the evidence-based Native Plant Healing Walkway prevention program, Darkness to Light Stewards of Children Prevention This grant assisted Ironton In Bloom in the construction of a native plant Training. This free program is offered to the community to educate garden demonstration site and healing walkway located at the new adults about how to appropriately respond to known or suspected St. Mary’s Medical Center campus in Ironton. abuse. This grant was funded, in part, by The Boyd County Fund. Operation TLC - Ohio $1,000 Beautification – City of Chesapeake This grant aided Operation TLC with the costs associated with landscaping the area at the foot of the 6th Street bridge, the Gateway to Chesapeake, Ohio.

8 TRISTATEFOUNDATION.ORG Raceland-Worthington Independent Schools - Kentucky $2,000 Timpani (Drum) for Music Program This grant aided the school system in purchasing a set of timpani drums to be used in music appreciation classes as well as by band students, 6th through 12th grades. This grant was funded, in part, by The John and Donna Hall Fund.

United Way of Northeast Kentucky - Kentucky $2,776 BankOn Northeast KY This grant assisted in providing educational materials for the BankOn program, which is designed to bring the unbanked and underbanked access to affordable financial services and access to financial education. This grant was made possible by the Ashland Bank Clearinghouse Fund.

Wayne Family Resource Network - West Virginia $1,400 Revitalization of the Wayne Memorial Veterans Park The Wayne Family Resource Network purchased fencing for the Veterans Park with this grant.

FOURTH QUARTER Friends of Ironton - Ohio $5,000 Ro-Na Theater Restoration This grant assisted with restroom renovations at the Ro-Na Theater, located in Ironton, Ohio. This multi-purpose property will be used for numerous community events such as plays, musical performances and festivals.

Helping Hands of Greenup County - Kentucky $3,000 Technology Update This grant aided Helping Hands with the purchase of a new computer system, which will connect its two service locations.

Mainstream Services, Inc. - West Virginia $1,000 Musical Instruments This grant purchased instruments for a new musical therapy program for Mainstream’s consumers.

West Virginia Grantmakers Association - West Virginia $500 Program Support This grant assisted the newly created West Virginia Non-Profit Association in meeting the required match for a Benedum Foundation grant.

9 2012 DONORS Mrs. Margaret Adkins Mr. and Mrs. Thomas L. Burnette Mr. David Dean Advanced Veterinary Services, PSC Mr. Jeremy Burns Mayor Jean Dean AEP Call Center Ms. Lucretia Burrows Ms. Stephanie Dechant Mr. and Mrs. Robert W. Agee Mrs. Mary Jo Burton Mr. Fran Degidio AK Steel Foundation Dr. and Mrs. Raymond L. Busbee Desco Federal Credit Union Mr. and Mrs. Larry Akers C.I. Thornburg Co., Inc. Mr. and Mrs. Leonard J. Deutsch Mrs. E. Ann Allen Cabell County Commission Ms. Connie Dillon Mr. Norman J. Allred Cabell County Public Library Mr. John Doddroe Allyn’s Jewelers Cabell Huntington Convention & Visitors Mr. Kirk Dodrill Dr. and Mrs. Kenneth P. Ambrose Bureau Mr. John E. Dolin American Electric Power Mr. Douglas Cade Mr. Frank Dorsey American Legion, Huntington Post 16 Mr. Donald J. Campbell and Ms. Linda Mr. and Mrs. Joe K. Dorsey Mr. Nick Amrhein Winters Ms. Sue G. Dowdy Mr. and Mrs. Joseph B. Amsbary Campbell Woods, PLLC Mrs. Ila Lee Drown Ms. Darlene Anderson Mr. and Mrs. Edward Canterbury Mr. Steven Dunsmore Ashland Alliance Foundation Ms. Sonja G. Cantrell Eagle Distributing Company Ashland Area Convention & Visitors Bureau Mr. Donald R. Capper Mr. and Mrs. Jason S. Earl Ashland Board of Education Mr. and Mrs. Nick Carter Eastern Kentucky Junior Golf Association Ashland Inc. Catlettsburg Refining, LLC Mr. and Mrs. Joseph S. Eddins Mr. and Mrs. Kenneth L. Aulen Champion Industries, Inc. Ms. Kay M. Edelmann Mr. and Mrs. Charles F. Bagley III Ms. Ruth Chaney Mr. Donald L. Edwards Mr. Casey Baker Mr. and Mrs. Joseph L. Chapman Mr. and Mrs. William R. Ellis Mr. and Mrs. Mark Baldock CHHE Federal Credit Union Ms. Helen Evans Mrs. Beverly Baldridge Ms. Carol Jean Cieraszynski Mr. J.L. Evans Mr. Richard Barber Citizens Deposit Bank Dr. and Mrs. Douglas W. Ey Mrs. Betty Barrett City National Bank Mr. and Mrs. Cecil Fannin III Ms. Katherine Barton Mr. and Mrs. Ron Clark Ms. Barbara H. Faris Ms. Beverly Bateman Mr. and Mrs. John Clark Ms. Belva Faulkner Mr. John Belcher Mr. and Mrs. John W. Clark Mr. Paul Ferrell Bellefonte Country Club Mrs. Dianne W. Clement First Sentry Bank Ms. Aileen P. Bertoia Ms. Judy Cliff Mrs. Katherine Peyton Forbes Ms. Rachel Bess Mr. Robert Cline Ms. Linda Fosson Bestitle Agency, Inc. Mr. and Mrs. Barry N. Cohen Foundation for a Healthy Kentucky Mr. Larry Bias Mr. and Mrs. Rick Colby Foundation for the Tri-State Community, Inc. Ms. Vivian Bias Mrs. Jodi Rowe-Collins Dr. and Mrs. Joseph Frazier Big Brothers Big Sisters of the Tri-State Columbia Gas Company Mr. and Mrs. Robert T. Fried Ms. Sara T. Blethen Community Development Fund Friends of Ironton, Inc. Ms. Gertie Bostick Community Trust Bank Gallahers, Inc. Ms. Elizabeth C. Boylin Community Trust Investment Company Gene Jackson’s Auto Mrs. Jane H. Boylin Mr. Tyson Compton Ms. Barbara George Ms. Judith C. Bradbury Mr. and Mrs. Jeffrey B. Conley Ms. Joyce George Mr. James Bradley Ms. Cheryl L. Connelly Mr. Clarence Geswein Mr. and Mrs. Kevin Brady Continental Real Estate Companies Ms. Lela Geswein Dr. James T. Brom Mrs. Natalie E. Corrigan Mrs. Kay Gevedon Mr. Jonathan Brown Mrs. Kelli Crabtree Greater Huntington Park & Recreation District Mr. Philip E. Brown Mr. Ray Crabtree Mr. James E. Gibson Ms. Dorothy Brownfield Rep. and Mrs. Kevin J. Craig Ms. Josette K. Gibson Ms. Alice Browning Dr. Miki Crawford Goodwill Industries of KYOWVA Mr. Robert S. Buckovan Mr. and Mrs. Howard R. Crews Jr. Mr. and Mrs. Robert L. Gray Mr. Mike Burcham Ms. Paige Cruz Mr. Thomas Graybeal Ms. Stephanie D. Burcham Ms. Martha Cummings Greater Lawrence County Chamber of Ms. Margaret K. Burdette Mr. and Mrs. Danny D. Curry Commerce Ms. Dorothy Cutright Greenup County Federal Credit Union Dade City Auto and Equipment Parts Greenup County Fiscal Court Mr. and Mrs. David H. Daugherty Ms. Bobbi J. Griffin Dr. William Grimes Mr. Keith R. Groom

10 TRISTATEFOUNDATION.ORG Mr. and Mrs. R. Sterling Hall Kentucky Education Development Corporation Ms. Tamara Nimmo Mr. and Mrs. Robert E. Hardin Kentucky Farmers Bank NRP LLC Ms. Brenda Harlow Mr. Erik J. Kielin Ohio University Southern Campus Ms. Marilyn K. Harrah Ms. Kimberly Thorsteinson Dr. Susan K. Ohorodnik Ms. Kathy Hartman King’s Daughters Medical Center Our Lady of Bellefonte Hospital Ms. Virginia Lee Hastings Ms. Phyllis Kiser Ms. Sarah Overholt Ms. Hayley Haugen Dr. and Mrs. Roger Klein Paramount Arts Center Ms. Mary S. Haverfield Mr. Rick Kopp Mr. and Mrs. Tim Parnell Mr. and Mrs. Earl W. Heiner Dr. and Mrs. Stephen J. Kopp Pathways, Inc. Help for Animals Mrs. Susan Nicholas Korstanje Mr. David Payne Ms. Margaret A. Henneman Mr. Fred Kuhn Mr. and Mrs. Edward R. Payton Mr. Bret Hensley Mr. Jack Kuhn Mr. and Mrs. Sam Perkins Mr. and Mrs. Michael Hobbs Ms. Anne W. Lambright Mr. and Mrs. Donald J. Perry Mrs. Lauren Hobbs Bender Mrs. Cassie Landers PetSafe Dr. James F. Hoffman and Dr. Elizabeth Lawrence Economic Development Corp. Mr. and Mrs. Thomas Phipps Hoffman (LEDC) Ms. Robyn Picha Ms. Kimberly Hohman Mr. Richard Lemons Ms. Virginia Pickens Ms. Martha Holley Mrs. Kimberly B. Lewis Mr. and Mrs. Brett Pickson Ms. Rebecca Holton Ms. Sandra Lewis Senator and Mrs. Robert Plymale Mr. and Mrs. William C. Hopkins Ms. Patty A. Lipps Mr. Thomas L. Plymale Ms. Megan Horne Ms. Contessa Love Mr. and Mrs. John Popp Ms. Karen Horner Mr. and Mrs. Stephen H. Lovejoy Ms. Jacqueline Porter Dr. Hatem M. Hossino Mr. and Mrs. E. B. Lowman II Dr. and Mrs. J. Roger Potter Mr. and Mrs. Andrew Houvouras Jr. Mr. J. Edward Maddox Mr. and Mrs. John M. Praskwiecz Mr. Dan Huffman Ms. Heather Marrs Ms. Dawn D. Price Mr. and Mrs. James Hunt Mr. Leano D. Marshall Ms. Patricia Price Huntington Area Habitat for Humanity Marshall University Research Corp. Ms. Karen E. Prosser Huntington Federal Savings Bank Mr. Charles Martin Pullman Plaza Hotel Huntington Municipal Development Authority Martin and Vincent, PSC Dr. and Mrs. Bruce Ratcliff Huntington Retina Center, Inc. Dr. and Mrs. Frederick C. Martinez Ms. Betsy Rawlins Mr. David Hurt Mrs. Jewell R. Matthews Real Team Realty, LLC Mr. and Mrs. Chris Hutchinson Mr. Donald R. Maxwell Referral Institute of WV Mr. Joshua Hykel Dr. Lynne Mayer Ms. Karen Remines Ms. Cori M. Ice Ms. Brittany Maynard Mr. Adam Reynolds Mr. Glen P. Imlay Ms. Jewell McCallister Ms. Angie Reynolds Ironton Publishing, Inc. Ms. Glenna McClain Ms. Barbara W. Richard J&J General Maintenance, Inc. Mr. and Mrs. James L. McClelland Mr. Freddie E. Robinson Mr. James Jackson Mr. and Mrs. Harold McComas Mrs. IIah Gail Robinson James H. Harless Foundation, Inc. Ms. Connie McCoy Roger D. Robinson Appraisal, Inc. Jeannine Y. Francis Charitable Foundation Ms. Marsha McDowell Ms. Joan Ross Senator and Mrs. Evan Jenkins Mr. and Mrs. J. Grant McGuire Rotary Club of Ashland Jenkins Fenstermaker, PLLC Mr. Richard McLeod Ms. Judy Rule J.H. Johnson & Associates, CPA, PSC Ms. Faye Meadows Ms. Susan E. Runyon Dr. and Mrs. Winfield C. John III Mr. and Mrs. Joseph C. Medinger Jr. Russell Primary School Mr. and Mrs. C. Bosworth Johnson Mr. and Mrs. Greg Michael Ms. Barbara Rutledge Mr. Ted F. Johnson Mr. David Miller Mr. Bill Saunders Mr. Danny Jones Ms. Kim Minnehan Ms. Masarnen W. Schemmel Mr. Gordon Jones Mr. John Mishoe Mr. and Mrs. Kenneth S. Sexton Mr. J. Patrick Jones Mr. Ambrose Monnig Mr. and Mrs. David Shattles Mr. Stephen M. Jones Mr. and Mrs. James Monte Mrs. Sharon Shaw Dr. and Mrs. Oren Justice Dr. and Mrs. Rocco Morabito Mr. and Mrs. Geoffrey S. Sheils Kaplan Simons Foundation Mr. and Mrs. Alan S. Morrison Ms. Barbara Sheppe Ms. Amy Keith Ms. Mary Beth Nenni Ms. Scarlet Shoemaker Ms. Ellen Kell Dr. and Mrs. Michael D. Nestor Mr. Antoine Sims Kelley, Galloway & Co. Ms. Carole E. Newman Mr. Andrew T. Skaggs Ms. Ann Kelly Ms. Amy Nicholas Ms. Kelly Skeens Mr. Jack Kendall Mr. Philip G. Niebergall

11 Mr. John P. Smith Mrs. Carolyn Warnock Mr. Paul English Smith Ms. Renee Watterson Smith, Goolsby, Artis & Reams Mr. John Webb Southwestern Community Action Council, Inc. Mr. Stuart B.A. Webb Mr. and Mrs. John F. Speer Ms. Tomi J. Weber Dr. and Mrs. Glenn D. Spradlin Mr. Ralph Wells Mr. and Mrs. Guy Spriggs Ms. Janie M. Werum Spring Hill Neighborhood Association Mr. and Mrs. Thomas Whaley Mr. and Mrs. Marc A. Sprouse Ms. Amanda Wheeler Ms. Gertrude Spurlock Mr. Douglas B. White Mr. and Mrs. James St. Clair Mr. Evan White Mr. Sam St. Clair Mr. Everett White St. Mary’s Medical Center Mr. and Mrs. Gary G. White StarCon Ms. Holly Whitlock Ms. Teresa Stark Ms. Susan Wickline Stark Sandblasting & Painting Co. Ms. Erica Wilks State of West Virginia William C. Campbell Insurance Mr. and Mrs. Michael D. Stautberg Mr. and Mrs. Hershel W. Williams Steen Funeral Homes Mrs. Jessica Williams Ms. Regina Stout Mr. Payton Wilson Ms. Angela D. Strait Mr. and Mrs. Don E. Wiseman Mr. and Mrs. Vince M. Stuntebeck Ms. Kathryn E. Woestman Mr. Homer Sturgill Mr. and Mrs. Tom Wolf Mr. Aristotle L. Svingos Dr. and Mrs. S. Kenneth Wolfe Dr. Stanley Tao Mr. and Mrs. John Woods III Mr. Don Tarter Mr. Luther Woods Mr. Robert Taylor Ms. Renee Workman Ms. Cora Teel Mr. and Mrs. Daniel M. Wright The Marshall University Foundation Ms. Debra L. Wright The Printing Express Ms. Mahala Wright The Woodlands Foundation, Inc. Ms. Susan V. Yablonsky The Wooten Group, LLC Ms. Cindy Yeager Thornburg Insurance Agency Mr. and Mrs. John T. Zitter Mr. Thomas D. Tipton Jr. Dr. and Mrs. William P. Zitter Ms. Judith Trent Tri-State Contractors, Inc. Turner Industries Group Two By 2000, Inc. (dba Area Advertising) Ms. Nancy Underwood Unlimited Future, Inc. Mr. and Mrs. Mark M. Uslan Ms. Monica Valentovic Thank you for your support of the Foundation. VanAntwerp Monge Jones Edwards & McCann We look forward to a successful future, in which your contributions, Ms. Lora Varney VF Design and Consulting, LLC past, present and future, will continue to enable the Ms. Elizabeth M. Vickers Mrs. Jane S. Vickers Foundation to improve the quality of life in our communities. Ms. Isabel Walden Mr. Decker Walker Mr. and Mrs. Kevin Wall Mr. Ryan L. Ward

12 TRISTATEFOUNDATION.ORG FOUNDATION FUNDS (*funds established in 2012) ADMINISTRATIVE FUNDS Kenneth E. and Barbara P. Guyer Donor-Advised Fund Support the Foundation’s operating costs *James and Elizabeth Hoffman Fund Business & Professional Campaign Lawrence County Civic Club Literacy Committee Fund Foundation for the Tri-State Community, Inc. Operating Endowment Marathon Ashland Petroleum Donor-Advised Fund West Virginia Endowment Fund Mary H. and J. Churchill Hodges Donor-Advised Fund Neal and Wiseman Endowment Fund AGENCY ENDOWMENT FUNDS Donald H. Putnam, Jr. Donor-Advised Endowment Fund Benefit a named agency R. Bernard Dickinson Rotary Club of Huntington Endowment Fund Sheils Family Endowment Fund Cabell County Library Funds: Michael D. and Anjanette R. Stautberg Endowment Fund The Marilyn McCray Memorial Fund Strother Family Charitable Fund The Jay Green Fund The Howard and Jane W. VanAntwerp, III Donor-Advised Fund The Amy Carter Stevens and Walter Carter Memorial Fund The Malcolm and Wilma Jones Fund Cabell-Wayne Historical Society Fund The Whitley Fund Community Partners of Shawnee Mental Health Center, Inc. William P. Emrick Donor-Advised Fund Endowment Fund Woodlands Endowment Fund Ebenezer Medical Outreach Fund Zitter Family Advised Fund Gateway Resource Conservation & Development Council Fund Ironton Catholic Schools St. Joseph/St. Lawrence Endowment Fund RESTRICTED FUNDS/FIELD OF INTEREST FUNDS Mountain Heart Foundation Endowment Fund Support specific organizations/projects/geographical areas TEAM for West Virginia Children Endowment Fund Artists in Concert Endowment Fund AGENCY FUNDS Ashland Beautification Fund Organizations/projects operated under the Foundation’s Ashland Boyd County Dog Park Fund 501(c)(3) umbrella Ashland Child Development Center Endowment Fund Ashland High School Class of 1960 PAC Youth Education Fund Area Education Grants Fund Ashland Inc. Retirees’ Volunteer Center Fund Ashland Children’s Choir Fund Ashland Plaza Hotel Fund Ashland Tennis Patrons Fund Ashland Tennis Center Endowment Fund Leadership Tri-State Fund Boyd County Animal Control Center Endowment Fund Pet Betterment Fund Buford Chapter DAR Cabin Fund River Cities Festival of the Arts Fund Carter County Endowment Fund City of Huntington Beautification Fund DONOR-ADVISED FUNDS City of Huntington Graffiti Removal/Streetscape Beautification Fund Allow donors to be actively involved in recommending grants City of Kenova Fund Anonymous Donor-Advised Fund C-K Alumni Band Building Fund Ashland Bank Clearinghouse Fund The Coat Fund Ashland Inc. Advised Fund D. Sterling Diddle Endowment Fund (FBO Switzer-Wallace Plaza) Audy and Laura Perry Endowment Fund Doctors Care of Cabell County Endowment Fund The Bank One Fund Dreamland Pool Fund Benjamin T. Cooksey Endowment Fund Eastern Kentucky Fair Fund Boulevard Renaissance Fund Emma Edith Arundel Endowment Fund (FBO Lawrence County, OH Boylin Family Endowment Fund Humane Society) Ceredo-Kenova Rotary Projects Fund Elizabeth Johnson Concert Fund The Chellgren #2 Advised Fund Elliott County Endowment Fund The Chellgren Family Fund Garmestani Pugh Fund City National Bank Donor-Advised Endowment Fund Georgia Blazer Norris Educational Endowment Fund (FBO Ashland Cory Cheshire Sunshine for Troubled Youth Fund Area Schools) Donald H. Putnam, Jr. Donor-Advised Fund Governor Cecil Underwood Endowment Fund Earl and Nancy Heiner Donor-Advised Fund The Greater Huntington Beautification Endowment Fund Earleen Heiner and Robert W. Agee Donor-Advised Fund Greater Huntington Park & Recreation District Fund Erland P., Jr. and Ellen M. Stevens Fund Greater Huntington Park & Recreation District Chuck Ripper Trail Fund Douglas W. and Joyce S. Ey Donor-Advised Fund Greater Huntington Park & Recreation District Healing Field/Bell GAIN Fund Tower Fund Greenup County Green Fund Greater Huntington Park & Recreation District Griffith Family Fund Huntington PetSafe Dog Park Fund H. Truman Chafin Family Charitable Fund Greater Huntington Park & Recreation District Tennis I.H.N. Fund Center Fund John and Margaret Woods Fund

13 Jane Anne Alban Memorial Endowment Fund Gornall Viking Scholarship Funds: John E. “Jack” Jenkins, Jr. Memorial Fund The Lowell and Dorothy Gornall Viking I Scholarship Fund Jennie K. Humphrey Huntington City Mission Camp Fund The Dorothy, Lowell and George Gornall and Betty Cripps Viking II Junior League of Huntington Ritter Park Island Playground Fund Scholarship Fund Junior League of Huntington Ritter Park Island Playground The Lowell, Dorothy, John and Susan Gornall Viking III Endowment Fund Scholarship Fund KNOW HOPE Fund The Lowell, Dorothy, Matney, Ian and Colin Gornall Viking IV Larry Rogers Memorial Fund (FBO Carter Christian Academy) Scholarship Fund Leadership Tri-State Endowment Fund Huntington Steel and Supply Company Scholarship Fund Lewis County Endowment Fund Ironton Area Kiwanis Club Scholarship Fund The Mansbach Foundation Endowment Fund James A. Anderson, Jr. Scholarship Fund Mary Southworth Henry Fund (FBO Central Christian Church (OH), Jamie Sue Barker Memorial Scholarship Fund First Presbyterian Church (OH) and Smith Memorial Church (WV)) Jane McConnell Memorial Scholarship Fund James L. McClelland Park Preservation Endowment Fund Janet Nunley Memorial Scholarship Fund McConnell-Chinn House Endowment Fund Judith Paige Johnson Memorial Scholarship Fund M.F. Field Fund Kentucky Migrant Education Scholarship Fund Mingo County Endowment Fund Lacey Parnell Memorial Scholarship Fund Morning Has Broken Endowment Fund Larry Joe Johnson Memorial Scholarship Fund The Music Appreciation Fund Lawrence County (KY) Goodwill Scholarship Fund PAC Endow KY Endowment Fund Lisa Price Memorial Scholarship Fund Paramount Arts Center Restricted Maintenance Endowment Fund LP-JOMAR Fund Parks and Memorials Floral Fund Marshall University Chemistry Undergraduate Laboratory Initiative Fund Pet Betterment Endowment Fund Michael David Daniels Scholarship Fund Playground for the Park Fund (FBO Ashland Central Park Playground) Mr. and Mrs. Kenneth E. (Hazel) Guyer Scholarship Fund Rachel Lauren Lavalley Endowment Fund (FBO Our Lady of Oren and Patty Justice Scholarship Fund Fatima School) Patricia L. Matthews Scholarship Fund River Cities Community Health Coalition Fund Representative Don Farley Memorial Scholarship Fund River Cities Roundtable Fund Robert Yancey Scholarship Fund Roger L. Jackson Maintenance Endowment Fund (FBO Greater Roy Epperson/Ralph Leach/James Rice Memorial Scholarship Fund Huntington Park & Recreation District) Sam L. and Mollie Gatrell Scholarship Fund St. Clair Endowment Fund Shane Paul Davidson Scholarship Fund St. Clair Family Charitable Fund The Courtney Thomas Scholarship Fund The Maudella Taylor Fund Ward and Irene Patton Fund Tri-State Area Council, Boy Scouts of America Endowment Fund Urban Forestry Advisory Committee of the City of Huntington Fund UNRESTRICTED FUNDS/FIELD OF INTEREST FUNDS Williamson (WV) Community Fund Support our operations and competitive grants program Wonderland Playground Fund (City of Kenova) 21st Century Endowment Funds The Arch Coal Fund SCHOLARSHIP FUNDS Linda L. and Gene Ball Fund Provide educational support to students Bank of Ashland Fund AK Steel Foundation Self-Reliance Scholarship Fund The Boyd County Fund Larry and Mary Ann Akers Scholarship Fund The Chellgren Fund Amy Herrick Fund John R. and Donna S. Hall Fund Anne and John Ward Memorial Scholarship Fund The G.B. Johnson, Jr. Fund Ashland High School Class of 1939 Scholarship Fund The Luellen Fund Ashland Women’s Club Scholarship Fund The Mansbach Fund Billie B. Little Scholarship Fund The McCowan Fund Billy Gammon Memorial Scholarship Fund The Putnam Agency Fund Brent David Shattles Memorial Scholarship Fund The Third National Bank Fund Craig Thompson Memorial Scholarship Fund West Virginia Neighborhood Investment Program Endowment Fund Dick Griffith Memorial Scholarship Fund SUPPORTING ORGANIZATIONS James H. Harless Supporting Organization Spriggs Family Foundation Supporting Organization

14 TRISTATEFOUNDATION.ORG STATEMENT OF FINANCIAL POSITION For Years Ended December 31, 2011 and 2012

2012 2011

Assets Cash and cash equivalents $ 482,535 $ 1,038,155 Investments 15,400,443 13,583,595 Remainder interest in irrevocable trust agreement 694,143 648,343 Property and equipment, net of accumulated depreciation 47,318 46,254 Due from other agency 159,215 159,215

Total Assets $ 16,783,654 $ 15,475,562

Liabilities Accounts payable and accrued expenses $ 29,809 $ 31,310 Liability under remainder trust agreements 314,048 303,207 Funds held as agency endowments 331,971 288,688

Total Liabilities $ 675,828 $ 623,205

Net Assets Unrestricted $ 922,649 $ 1,040,697 Temporarily restricted 6,382,149 5,094,257 Permanently restricted 8,803,028 8,717,403

Total Net Assets $ 16,107,826 $ 14,852,357

Total Liabilities and Net Assets $ 16,783,654 $ 15,475,562

15 STATEMENT OF FINANCIAL POSITION For Years Ended December 31, 2011 and 2012

2012 2011 Temporarily Permanently Unrestricted Total Total Restricted Restricted

Revenues and Other Support Contributions $ 106,366 $ 321,333 $ 85,625 $ 513,324 $ 2,535,738 Investment income 183,751 211,792 395,543 420,133 Net realized and unrealized gains and (losses) on investments 1,545,931 1,545,931 (549,462) Net assets released from restrictions 799,926 (799,926) Change in value of split interest gifts 8,762 8,762 (34,607)

Total Revenues and Other Support $ 1,090,043 $ 1,287,892 $ 85,625 $ 2,463,560 $ 2,371,802

Expenses Grants and awards 545,406 545,406 1,209,281 Program activities 254,520 254,520 159,194 Depreciation 6,286 6,286 3,836 Management and administrative 346,788 346,788 313,860 Fundraising 55,091 55,091 53,156

Total Expenses $ 1,208,091 $ 1,208,091 $ 1,739,327

Change in Net Assets (118,048) 1,287,892 85,625 1,255,469 632,475

Net Assets, Beginning of Year 1,040,697 5,094,257 8,717,403 14,852,357 14,219,882

Net Assets, End of Year $ 922,649 $ 6,382,149 $ 8,803,028 $16,107,826 $ 14,852,357

A complete copy of the audited financial statements is available upon request.

16 TRISTATEFOUNDATION.ORG

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