O�PF t Return of Private Foundation or Section 4947(a)(1) Nonexempt Charitable

Treated a5 a Private Foundation Department d the Treasury Irrtemal Fiesenue Sew Note: The orgawaron rmy be ale to use a copy of Mrs return to sebsfy state n

OMB No. 1545-0052

~U~~4 For calends year 2004, or tax year beginning , 2004, and ending , 20

G Check all that apply : [] Initial return El Final return El Amended return El Address change 0 Name change Use the IRS Name of organization A Em oyer identfficaU n r

label Kathleen Duffy Charitable Foundation Number street P box m r i mail nr~ del' er to street address) RoortYsurte B Telephone number (see page 10 of the instructions)

print or type.

See Specific Gl to , E9 4P . and ZIP e , Instructions., V ~" A 18, H Check type of organization : 21 Section 501(c)(3) exempt private foundation [] Section 4947(a)(1) nonexempt chant able trust 0 Other taxable private foundation

I Fair market value of all assets at end J Accounting method: [] Cash El Accrual of year (from Part I!, cot (c), 0 Other (specify) _ hne 16) " $ (Part 1, cdumn (d) must 6e on cash basis.)

Analysis of Revenue and Expenses (The rural of (a} Revenue and arratmts m cdumns (b). (ca and (c3 may not necessaMy equal I expenses per (b) Net irn I mco 11 of the 1nStrilCtJ071SJ.) bodes the amoun[s in cokarrn (a) (sae page

a

D 0 0

0

~U IN Lo

1 Contributions, gigs, grants, at ., received (attach schedule) 2 Check t El if the foundation is not required to attach 5ch B 3 Interest on savings and temporary cash investments

r 4 Dividends and interest from securities 5a Gross rears . . b Net rental income or (loss)

5a Net gain or (loss) from sale of assets not on line 10 b Gross sales price for A I assets on line 5a -

7 Caprtal gain net income (from Part IV, line 2) 8 Net short-term capital gain 9 Income modifications , 1aa Gross says bass returns and allowances b Less : Cast of goods sold, c Gross profit or pons) (attach schedule) ~

11 Other income (attach schedule, . . . . [1E ` " 12 Total. Add lines 1 through 11 _ IF

v0 13 Compensation of officers, directors, trustees, etc. 14 Other employee salaries and wages 15 Pension plans, employee benefits , . , . , 1fia Legal fees (attach schedule), , . . . . . ' b accounting fees (attach schedule) c Other professional flees attach schedule)

17 interest . 18 Taaces(attachschedule)(seepage ?4aftheirstruetions) 19 Depreciation (attach schedule) and depletion 20 Occupancy . . 2't Travel, conferences, and meetings,. 22 Printing and publications c<D IM, 23 Other expenses (attach schedule) . 24 Total operating and administrative exposes.

Z 4) Add lines 13 through 23 r--~ Z ~ 25 Contributions, gifts, wants paid v

0 0[-01

a a , .,~~. .

0

a

0 0 a 26 Total expenses and disbursements . Add ones 24 and 25

- \ 27 Subtract line ?6 from line 12 : V a Excess of revenue Aver expenses ark disbursements b Net investment income fd negative, ester -4-) -= c Ac$usted net income (d negative, enter -Q-) .

For Privacy Act and Paperwork Reduction Act Notice, see the instructions. W. 11289X 17

Form 990- PF (aoo 4)

_U

C IF exemptron application is pending check here P~

D 1. Foreign organizations, check here ,

2 Fore t~ organ iz2Uons meeting the 85% test, check here and attach computation , r 0

E n prnrale foundation status was terminated under section 5071b)(i)(N, check here , " D

F If the foundaUon is in a 60-month tertnna6on under section 507(b)(1)(e), check here

(d) Disbursements ~trnent (c) Adjusted net for charitable

income purposes (cash bass only)

b Q a

0 0

b 0 a

23 Total liabilities (add lines 17 throw 2Z),

Organizations that follow SFAS 117, check here 1 and complete tines 24 through 26 and lines 30 and 31 .

c 24 Unrestricted . , . . , ffl

25 Temporarily restricted . . - - " - " - - - -26 Permanently restricted . . . . .

. Organizations that de not follow SFAS 117, check here r ~ and complete lines 27 through 31.

27 Capital stock, trust pnncApai, or current funds . , 28 Paid-in or capital surplus, or land, bldg., and equipment fund 29 Retained earnings, accumulated income, endowment or otherfunds 30 Total net assets or fund balances (see page 17 of the

instructions) m - " - - - - - . , . . . . . . 31 Total liabilities and net assets/fund balances (see page 17 of

Analysis of Changes in Net Assets or Fund Balances

1 Total nit assets or fund balances at beginning of year--Part Ii, column (a), line 30 (mum agree with end-of-year figure reported on prior year's return) . . - - - - - - - - - - - - - - - 1 0

2 Enter amount from Part I, fine 27a . . . , . . . , . . . 3 Other increases not included in line 2 (itemize) "------------------------------------------------ 3 4 Add lines 1, 2, and 3 . . . . . . , . . , . . . . . . . . . . _ 5 Decreases not included in line 2 (itemize) 1----------------------------------------------------- 5 6 Total net assets or fund balances at end of year ine 4 minus line 5}--Fart I ; . column (b), fine 30 . . 8

For� 990-PF (2oaa)

i

Form 99o-PF (20M)

Balance Sheets ~~ed schedules and amounts m thud cnphnn alum?

should be far end-~-year amounts only . See instructions.)

1 Cash---non-interest-bearing 2 Savings and temporary cash investments _ 3 Accounts receivable 10 -----------------------------------

Less : allowance for doubtful accounts - -----------------4 Pledges receivable t------------------------------------

Less: allowance for doubtful accounts - -----------------6 Grants receivable . . .

fi Receivables due from officers, directors, trustees, and other disqualified persons (attach schedule) (see page 15 of the instructions) , , . . .

7 Other notes and loans receivable (attach schedule) - -------------Less : allowance far doubtful accounts t-----------------------

8 Inventories for sate or use. 9 Prepaid expenses and deferred charges . 10a Investments-U.S. and state government obligations (attach schedule) a Investments-Gorporate stack (attach schedule) c Investments--corporate bonds (attach schedule) ,

11 Investmams-land, buildings, and equipment. bass "____________ Less: accumulated depreciation (attach schedule) "______________ .

12 Investments--mortgage loans 13 Investments--other (attach schedule) 14 Land, buildings, and equipment basis "______________________

Less: accumulated depreciation (attach schedule) 1i ---------------15 Other assets (describe 1 ------------------------------- 1 1fi Total assets (to be completed by all filers-see page 16 of

the instructions . Also, see page 1, item I

17 Accounts payable and accrued expenses 18 Grants payable . . . .

m 19 Deferred revenue. . . . . 20 Loans from officers, directors, trustees, and other disqualified persons 21 Mortgages and other notes payable (attach schedule) .~ 22 Other liabilities (describe t------------------------------)

Pags 2 Beginning of year End o; year

(a) Book Value (b} Book Value (o) Fair Market Value

~. -

y I! ~n~s~~~~T`

. .

. . ~_,

;biz=w. - = - .W

C:a ILa! Gains and Losses for -uax on investment income (s) List and describe the kind(s) of property sold (e.g, real estate, 2-story

(b) How brick warehouse; a common stock, 200 shs . MLC Co .)

ya

(d) Date sold (mo., day, Yr-)

Cc) Date acquired (mo., day. Yr~)

e

a b c d e

8 b c `a

:omplete only for assets showing gain m column (h) and owned by the foundation on 12/31/69

(i} F.M.Y. as d 12f31169 (3 lusted basis llcj Excess of col . () as of 12131I69 over col. Q~ it any

p) Gams (Col (h) gain mnus cd. (k~ but not less than -0-) or

Lasses (1rom col.(h))

8 Enter qualifying distributions from Par! X11, line 4 , , , , , . , , , _ , , , 1 ks 1 If line 8 is equal !o or greater than lire 7, check the box in Part VI, line 1a, and complete that part using a 1 % tax rate. See the Part VI instructions on page 18.

Form 99D-PF poaaj

f

Form 99o-PF (204)

(e) Gross safes puce M ~P~ation allowed (g) Cow or other basis (a allowable) I plus expense of sale

Page $

(h) Gain or QossJ (b) plus (1) minus (g)

2 Capital gain net income or (net capital loss) If gain, also enter in Part I, line 7 If (loss) . enter -a in Part I, line 7

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 pages 13 and 17 of the instructions). If oss), enter -0- in Part I, line S } 3

Qualification Under Section 41"O(e) for Reduced Tax on Net Imrestrnerrt Income (For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income .)

If section 4940(d)(2) applies, leave this part blank.

Was the organization liable for the section 4942 tax on the distributable amount of arty year in the base period? D Yes 0 No If "Yes," the organization does not qualify under section 4940(e). Do not complete this pert .

1 Enter the appropriate amount in each column for each year; see page 18 oaf the instructions before making any entries .

a ( Base pe od years Adjusted qualifying d~stribut :ons Net value of non :k~arnabte-use assets Okstnbut+a~ taro

Calendar year for tax year Winning fn) (cd. M divided trv cd . (c))

2002

2 Total of line 1, column (d) . . . . , . . , , , , 3 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 ,

4 Enter the net value of ronchar+table-use assts for 2004 from Part X. line 5,

5 Multiply line 4 by line 3 . . , . . , . . . . , ,

6 Enter 1 °lo of net investment income (1 % of Part I, line 27b)

7 Add lines 5 and 6 . . . . . F . - - - - - - -

f

` Farm 990-PF (2004)

1a Exempt operating foundations described in section 494t}(d)(2), check here t 0 and enter "NA" on line 1 . Date of ruling letter: -------------- (attach copy of ruling letter it necessary-see Instructions)

b Domestic organizations that meet the section 4940(e) requirements in Part V check here r El and eater 1 °Jo of Part I, line 27b . , _ . , ,

c All other domestic organizations enter 2°h of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col (b) 2 Tax under section 511 (domestic section 4947(a}(1} trusts and taxable foundations only. Others eater -0-) 3 Add lines 1 and 2. . . . . . . . . . . . . . . . . . . _ . . . . . . 4 Subtitle A (income) tax (domestic section 4947(a}(1) trusts and taxable foundations only. Others enter -a-) 5 Tax based on Investment income . Subtract line 4 from line 3. If zero or less, enter -0- , s creditsF'ayments : a 2004 estimated tax payments and 2003 overpayment credited to 2004 b Exempt foreign organizations-tax withheld at source c Tax paid with application for extension of time to file (dorm 8868) d Backup withholding erroneously withheld . . . . . . . . E

7 Total credits and payments. Add lines 6a through 6d . , 8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 9 Tax due. if the total a( lines 5 and 8 is more than line 7, enter amount owl . . . . . o p-

10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid , 11 Enter the amount of line 10 to be : Credited to 2805 estimated tax * I Refunded l p-

1U ~ ~ During the tax year, did the organization attempt to influence any national, state, or local legislation a did n,-"- Yes No

it participate or intervene in any political campaign'? . . . . . , , . . , . , , , , , , 1a

b Did it spend more than $Q0 during the year (either directly or indirectly) for political purposes (see page 19 of the instructions for definition)? , , , , , , , , , . . _ , . , , , , , If the answer is "Yes" to la or 1b, attach a detailed description of the activities and copies of any materials - -' published or distributed by the organization in connection with the activities.

c Did the organization file Form 112aPOL for this year? , . . , . . . d Enter the amount (if any) of tax on political expenditures (section 495 imposed during the year .

(7) On the organization . " $ (2) 4n organization managers. " $ --= e Enter the reimbursement (f any) paid by the organization during the year for political expenditure tax imposed

on organization managers . t $ 2 Has the organization engaged m any activities that have not previously been reported to the IFS?

If "Yes," attach a detailed description of the activities. =Y =~:.�� 3 Has the organization made any changes, not previously reported to the IRS, in its governing instrument, articles - " h `~ `r~` ~~`

of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes 4a Did the organization have unrelated business gross income of $,OIXI or more during the year? b If "Yes," has it filed a tax return on Form 99aT for this year? . . . . . 5 Was there a liquidation, termination, dissolution, or substantial contraction during the year'?,

If "Yes," attach the statement required by General lnsfnuchon T 6 Are the requirements of section 508(e) (relating td sections 4941 through 4945) satisfied either:

" By language in the governing instrument, or - - _-e By stag legislation that effectively amends tie governing irstrument so .hat no mandatory direccians ~ s - ^

that conflict with the state law remain in the governing instrument? . 7 Did the organization have at least 5,000 in assets at arry tine during the year? If ̀ Yes.' compkts Part 11, cal. (c), and Part XV. 8a Enter the states ,o which the foundation reports or with which it is registered (see pale 19 of the

instructions) 11e---------- --------------------------------------------------------------------------`-r ̀̀ b If the answer is "Yes" to line 7, has the organization furnished a copy of Form 990-PF to the Attorney

General (of designate) of each state as required ay General Instruction G? If "No," attach explanation 8b

9 Is the organization claiming status as a private operating foundation within the meaning of section 49420X3) j or 4942Q)(5) for calendar year 2004 or the taxable year beginning in 2004 (see instructions for Part Xj'vbn - - --page 25)? If "Yes," complete Part VV . - - - - - - - . . . , . . - - - . .

10 Did any persons became substantial contnbuters during the tax yea? if Yes.

attach a sctreduJe kshrig their names and addresses. 11 Did the organization comply with the public inspection requirements for its annual returns and exemption application? 1

Web site address t ------------------------- --- -------------------12 The books are in carte of " ------------------------------------------------------- Telephone no . Do -

----- ------------Located at " ~ ----------------------------------°-------°------------------------- zlp4 !" ----------------------- 13 section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041--Check here , . . . . t

and enter the amount of tax-exempt interest received or accrued during the year . . t 113 1 Form 990-PF (20o4)

on investment income tbecnon avuta) . 4u4tnm . 4vwte) . or Page 4

ge 18 of the instructions)

1

V=_

Y V

` Form 990-PF (2004) Page 5

File Form 4720 if any item is checked in the Yes" column, unless an exception implies. 1a During the year did the organization (either directly or indirectly):

(1) Engage in the sale or exchange, or leasing of property with a disqualified person? [I Yes El No (2) Borrow money from, lend money to, a otherwise extend credit to (or accept it from)

a disqualified person? , . . , . , , , , . . , , , . . , , . , [) Yes [] No (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? El Yes 0 No (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? [I Yes [I No (5) Transfer any income or assets to a disqualified person (or make any of either available

for the benefit or use of a disqualified person)? , . . , . , , . , . , . 0 Yes [I No

(G) Agree to pay money or property to a government official? (Exception. Check "No" if the organization agreed to make a grant to or to employ the official far a period after termination of government service, if terminating within 90 days .) . . . . 0 Yes 0 No

b If any answer is "Yes" to 1a(1)-(6), dpi 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 page ZO of the instructions)?, organizations relying on a current notice regarding disaster assistance check here ,

c Did the organization engage in a prior year in any of the acts described in 1a, other than excepted acts, that were nit corrected before the first day of the tax yeas beginning in 2004?

2 Taxes on failure to distribute income (section 4942) (does not apply for years the organization was a private operating foundation defined in section 49420)(3) or 49420(5)):

a At the end of tax year 2004, did the organization have any undistributed income (lines 6d and 6e, Part XIII} for tax year(s) beginning before 2004? , _ . , . , , _ , _ . D Yes D No If "Yes," list the years t 20____ , 20____ , 20____ , 20____

b Are there arty years listed in 2a for which the organization 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 4542(a)(2) to all years listed, answer "No" and attach statement-see page 20 of the instructions .) ,

c If the provisions of section 4942(x)(2) are being applied to any of the years listed in 2a, list the years here . " 2d___, , 20 --- . , 20 ___ . , 20 ____ Did the organization hold move than a 2% direct of indirect interest in any business enterprise at any time during the year? . . . . , . . . . . . . _ . . Yes 0 No

b If "Yes," did it have excess business holdings in 2004 as a result of (1) any purchase ay the organization or disqualified persons alter 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-, 16-, or 20-year first phase holding period? (Use Schedule C, Form 4-120, b determine if the oerganizabon had excess business holdings in 2f104.) . . . - - - - . . . . . .

4a Did the organization invest during the year any amount in a manner that would jeopardize its charitable purposes? b bid the organization make arty 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 2DQ4? , 5a During the year did the organization pay m incur any amount to :

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? 0 Yes 0 No (2j Influence the outcome of any specific public election (see section 4955); or to cams

on, directly or indirectly, any voter registration drive? _ e , , _ _ , , , , Q Yes ONO (3) Provide a grant to an individual for travel, study, or other similar purposes?, . , E]Yes ONo (4) Provide a grant to ar orgat,ization other than a charitable, etc., organization described

in section 509(x)(1), (2), or (3), a section 4s40(d)(2)? , . . , . . . . . . 0 Yes Q No (5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruetty to children or animals? , , C1 Yes 0 No b !f any answer is "Yes' to 5x(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 page 20 of the instructions)? Organizations retying on a current notice regarding disaster assistance check here , , . . . r []

c If the answer is `k'es" *o question 5x(4), does the organization, clam exemption from the tax because it maintained expenditure responsibility for the meant? . . . . []yes C] No If "Yes," attach the statement required by Regulations section 53.945-5(d).

6a Did the organisation, during the yea., receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? , . . . . . . . . . . . . . , Yes L7 Na

b Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? , If you answered "Yes" to Bb, also file Farm 887 .

6b

Fom, 99Q-PF k2ooa)

Yes No

1.b ~

w 'i c

2b Y ~y.

sv ,

-~F~ .^i.Y(y

3b 4a

4b

2 Compensation of flee highest-paid employees (other than those included on line 1--see page 21 of the Instructions). If nonce ewer "NONE:"

(b} Title and average I I (d) Confnbutions t01 hours per week (e) CompensaUon p~~ and deferred ~dEhe ~rallowances devoted to position compensation

------------------------------------------------------

Total number of other employees paid over $50,000 _ 10- 1 3 Fire highest-paid independent contractors for professional services-{see page 21 of the instructions}, If none, enter

uM14Ea

Total number of others receiving over $50,000 for professional services

Summary of Direct Charitable Activi ties

. . . . . . _ . . . . a .

lJst the foundation's four larges4 direct charitable activities during the tax year. Include relevant qtajistiCal information such as the number of organ¢adnris and other beneficiaries sExpenses erved, conferences carnfened, reseach papers produced, etc.

1 -----------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------

2 ---------------------------------- ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

3

-----------------------------------------------------------------------------------------------------

4

-----------------------------------------------------------------------------------------------------

dorm 990-PF (2ooa)

r

Forth 99CO-PF (2004) Page $

~~ Information About Officers, Directors, Trustees, Foundation Managers, Highly Raid Employees, and Contractors

1 List ad officer director trustee foundation managers and their compensation see e 20 of the Instructions). (b) Tibe, and avem (c) Cornpansation (d). Contributions to (.),E se accaunL hours ~~ week go Of not (a) Name and address

~ b th llowances r -ciod Dos(tion 'rT - P'Zts, on I i 1 '11. er*- an7d eL

-----------------------------------------------

-----------------------------------------------

-----------------------------------------------

-----------------------------------------------

(a) Name end address of each employee paid more then $54,000

------------------------------------------------------

---------------------------------------------------- -

------------------------------------------------------

------------------------------------------------------

time and address of each person paid more than $50,000

------------------------------------------------------------------------

------------------------------------------------------------------------

------------------------------------------------------------------------

------------------------------------------------------------------------

------------------------------------------------------------------------

of service

1 Form WO-PF (2004) Page l

bescribe the two largest program-related investments mach by the foundation dun ng the tax year on lines 1 and 2. 1 Amount

-----------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------

fines 1 through 3 , .I Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see page 22 of the instructions.)

1 Fair market value of assets not used (or held for use) directly in carrying out charitable, etc., purposes : ~=..

a Average monthly fair market value of securities . , . , , _ , , , . , , , , , . y8 b Average of monthly cash balances . . . . . . . . . . . . . . . . . . . . 1b c Fair market value of all other assets (see page 22 of the instructions) , . . . . . . , d Total (add lines 1 a, a, and c) . , . . . , . , . . . , . , , , , , , , , , 1 d e Reduction claimed for blockage or other factors reported on lines 1a and

1 c (attach detailed explanation) . . . , , . , . . . , , 2 Acquisition indebtedness applicable to line 1 assets . . . , 3 Subtract line 2 from line 1d , , , . , . , . , , . , 4 Cash deemed held for charitable activities . Eater 1 'h% of line 3 (for heater amount, see page 23

of the instructions) , . , . , , , . , ~ 5 Net value of nancharitable -use assets . Subtract line 4 from line 3. Enter here and on Part V, line 4 5

8 Minimum Investment return. Enter 5% of line 5 .

g Distributable Amount (see page 23 of the instructions) (Section 4942q)(3) and QX5) private operating foundations and certain foreign organizations check here t El and do not complete this part.)

1 Minimum investment return from Part X, line 6 . , . , 2a Tax on investment income for 2004 from Part VI, line 5 , b Income tax for 2004 . (This does not include the tax from Part VI .) c Add lines 2a and 2b , , . . . . , . , . . . . , , 3 Distributable amount before adjustments. Subtract line 2c from line 1 4 Recoveries of amounts treated as qualifying distributions . , , . . , . . , 5 Add lines 3 and 4 , , , . , , , , . , , . , , _ 6 Deduction from distributabte amount (see page 23 of the instructions) . 7 Distributable amount as adjusted . Subtract line 6 from line 5. Enter here and on Part XIII,

line 1 7

Qualifying Distributions (see page 23 of the instructions)

1 Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes: ` a Expenses, contributions, gifts, etc: total from Part i, column (d), line 26 is Program-related investments total from Part a-B . . , , . . , 2 Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes . . . . . . . . _ . . - - - - - - - - - - - - 3 Amounts set aside far specific charitable projects that satisfy the: =`p''' a Suitability test (prior IRS approval required) - - - - , . . . . . . . . . b Cash distribution test (attach the required schedule) . . . , 4 Qualifying distributions. Add lines 1a through 3b Enter here and on Part V, fee S, and Part XIII, line 4 5 Organizations ,teat qualify order section 4940(e) for the reduced rate of tax on net investment

income . Enter 1 % of Part 1, line 27b (see page 24 of the instructions) . fi Arlusted qualiFying c1stributions. Subtract fine 5 from line 4 _ , , , , _ . , _

Note: The amount on line 6 will be used in Part 1/, cahrm !fir), in subsequent years when calculating whether the foundation qualifies for the section 494t)(e) reduction of taY in these years.

Form 990- PF (2w4)

2 -------------------------------------------------------------------------------------------

All other program-related investments. See page 22 of the instrudimis.

3

r

Form 990-PF (2004) Page 8

'~ Uncistributed Income (see page 24 of the instructions)

t~) (b) t~1 idl 1 Distributable amount for 2004 from Part XI, c°`P"g Years poor t0 2003 2003 2004

line 7 . . . . . . . . . . . . . ~ _ --. " --. - . -

2 Undistributed income, ii any, as of the end of 20D3 : . ( ~ . . . - ^a Enter amount for 2003 only . , , . , = -

b Total for prior years: 20-,20-,20- 3 Excess distributions carryover, ff any, to 2004 : a From 1999 . . . . . -- - --- - : - _-- . - . -- - b From 2000 . . . . . _ ' - - - - " . . - _ - . , -c From 2001 . . . . . d From 2002 - _ . n -- - - -

- = 4a~~ - - - ~~--_ `z4z m o3 .

f Total of lines 3a through e. --

4 Qualifying distributions for 2004 from Part XI I, line 4: 0- $

a Applied to 2003, but not more than line 2a b Applied to undistributed income of pna years - ~" ~-

(Election required--gee page 24 of the instructions) c Treated as distributions out of corpus (Election

required--see page 24 of the instructions) d Applied to 2004 distributable amount e Remaining amount distributed out of corpus = - ° _

5 Excess distributions carryover applied to 2004 (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 indoated blow:

a Corpus. Add lire 3f, 4c, and 4e. Subtract Ime 5 r 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) ~=`m ~ - _-

=tax has been previously assessed . . _ d Subtract line 6c from line 6b . Taxable - - _ - - -` `_ °=_ --

amourrt-see page 25 of ;he instructions e Undistributed income for 2003 . Subtract line

4a from line 2a Taxable amount-see page 25 of the instructions _

fi Undistributed income for 2004. SSubtract lines 4d and 5 from line 1 This amount must be distributed in 2005 . _ . , ,

7 Amounts treated as distributions out of - ~ - _ ̀ corpus to satisfy requirements imposed by - - `- . . _ - - ' - ~ - -section 170(b)(1)(E) a 4942(9)j3) see page --,- 25 of the instructions) . , , . , . . ---Z2 ' -- _ "---_

8 Excess distributions carry-over from 1999 not applied on lire 5 or line 7 (see page 25 of - _ -=_- F = -the instructions) . . . . . . . . .

9 excess distributions carryover to 2005 . ` - " --' _ -fines 7 and 8 from line 6a . Subtract

10 Analysis of line 9; i ---.- , - a Excess from 20th. . . _ -b Excess from 2001 . . . c access from 2002 d Excess from 2003. . , e Excess from 2004, - ~ ~-

Form 990-PF poo4y

Form 9W-PF (200

Forth 990-PF (2b04) Page

Private Oaerafina Foundations (see page 25 of the instructions and Part VII-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 2004, enter the date of the ruling . Check box to indicate whether the or anization is a rivate operating foundation described in section 4942(D(3) or 492

2a Ester the lesser of the adjusted net Tax year Prior 3 ears (e) ToW income from Part I or the minimum (a)204 (b)2003 ( 2" (d~ 2Q01 investment return from Part X for each year listed . . . .

b 85% of line 2a _ _ _

c Qualifying distributions from Part XII, line d for each year listed

ci Ma,nts included m one zc not used direly fw active conduct of ezerript adivilies .

e Qualifying distributions made directly for active conduct of exempt activities . Subtract fine 2d from fine 2c ,

3 Complete 3a. b. or c for the alternative test relied upon:

a "Assets' alternative test-enter. (1) Value of all assets , j2} Value of assets qualifying

under section 4942(D(3)(E)@ b °Endoamiant" alternative test-enter ~h

of rnnimum investment return shown in Pert X, line 6 for each year listed .

c "Support' alternative test-matter:

(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 4942G1(3)(BXui) .

(3) Largest amount of support from an exempt organization

(4) Gross investment income Supplementary IrrfartYtatian (complete this part only if the organization had $5,000 or more in assets at any time during the year-see page 26 of the instructions.)

1 Information Regarding Foundation Managers: a List any managers of the foundation who have contributed more than Z9'o of the total contritx .tions received by the foundation

before the close of any tax year taut only if they have contributed more than $5,000). (See section 507(dX2) .)

b List any managers of the foundation who own 10% or more of the stack of a corporation (or an equally large portion of the ownership of a partnership a other entity) of which the foundation has a 10% or greater interest .

2 Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here t 0 if the organization only makes coritributions to preselected charitable organizations and does not accept unsolicited requests for funds. If the organization makes gifts, grants, etc. (see page 26 of the instructions) to individuals or organizations under other conditions, complete items 2a, b, c, and d.

a The name, address, and telephone number of the person to whom applications should be addressed:

b The form in which applications should be submitted and information and materials ;hey should include:

e Any submission deadlines-

d Any restrictions or limitations or awards, such as by geographical areas, charitable fields . kinds of institutions, or other factors:

Fom, 990-PF (2004)

Fog, 990-PF pooa)

Form s90-PF (200b) Page 111

Enter moss amounts unless otherwise indicated Unrelated business income Excluded by section 512, 513, a 514 (e) Related or exempt

(a) (b) (c) (d) function income Business code Amount Exclusion code Amount ire page 26 d

th -t-t. n s. 1 Program service revenue: e o

a b c d e f g Fees and contracts from government agencies

2 Membership dues and assessments 3 Interest on savings and temporary cash investments 4 Dividends and interest from securities 5 Net rental income or (loss) from real estate : - - -a Debt-financed property - " - - b Not debt-financed property ,

6 Net, rental income or (loss) from personal property 7 Other investment income, 8 Gain or (loss) from sales of assets other than inventory 9 Net income or (loss) from special events .

10 Gross profit or (loss) from sales of inventory 11 Other revenue a

b c d e

12 Subtotal Add columns (b), (d), and (e) - - - ~~ - - ~ - _ - 13 Total. Add line 12, columns (b) . (d), and (e) . . _ . . . . . . 13 (See worksheet in line 13 instructions on page 26 to ver~fy'calrlul~ti~ns .j

: Relationship of Activities to the Accomplishment of Exempt Purposes

Linve No- Explain below how each activity for which income is reported in column (e) of Pert XVI-A contributed importantly to the accomplishment of the organization's exempt purposes (other than by providing funds for such purposes) (See page 27 of the instructions.)

Form 990-PF (20M1 Page 12

(~ Information Regarding Transfers To and Transactions and Relationships With Noncharitabie

(1) Sales of assets to a noncharrtable exempt organization , _ , , _ , , , , , _ _ . _ , > >} (2) Purchases of assets from a noncharitable exempt organization , , . , _ _ . _ _ , , , _ 1b(2) (3) Rental of facilities, equipment, or other assets . . , , . , _ , , _ , , , _ , , , , l ) (4) Reimbursement arrangements . . . . . . . . . . . . . . . . . . . . . . . 1b(4) (5) Loans or loan guarantees . . . . . . . _ . , . . , . . , , , , , , . , . . '1b(5 (fi' Performance of services or membership or fundraising solicitations .

c Sharing of facilities, equipment, mailing fists, other assets, or paid employees , . , , . , , , , 1c a 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 organization If the organization received less than fair market value in any transaction or shanng arrangement, show in column (d} the value of the goods, other assets, or services received

2a ~s the organization directly or indirectly affiliated with, or related to, one or mare tax-exempt organizations described in section 501(c) of the Code (other than section 501 (c)(3)) or m section 527? _ . , , , , 0 Yes D No

b !f "Yes," complete the following schedule . rot Type d organ¢ab on 1c) Descnpton d relationship

I g icer or trustee m 11~ r

yc t'I1 ~ vaa Preparer's'

Q, a m signature Firm's name (or yours ,1 setftvrploi,edl, address, and ZIP code

For � 990-PF pooa)

Did the organization directly or indirectly engage in any of me following with arty other organization described in section Yes No 501(c) of the Code {other than section 501{c}(3) organizations) or it section 527, relating to political organizations?

a Transfers from the reporting organization to a roncharrtable exempt organization of . (y) Cash . . . . . . . . . . . . . . . . . . . . . . " - - . . . . . . . 1 (7_) Other assets . . . . . . . . . . - - - - - - . . . . . . . . . . . . . iaM

a Other transactions

(a) Name of organization

Under penaitiesJof perjury, I declare tha '[I heiiN. d !s [r e%orrect, and complelerM

arruned this return, inducing accompanying schedules and statements, and to the bed d my knowledge and of preparer .other than tatipaVer orfiduciay) is based on all information oiwhich praparer has any knowledge.

I Date Taw

Date I I Preparer's S5N or P TIN Cheek eek if (see ~gnafure on page 28 self-employed w [] of the instructions)

EIN Phone no