TY 2010 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Nonexempt Charitable Trust
Treated as a Private Foundation

Note. The foundation may be able to use a copy of this return to satisfy state reporting requirements.

OMB No. 1545-0052

2010

For calendar year 2010, or tax year beginning 01-01-2010 , and ending 12-31-2010

Check all that apply:Initial returnInitial return of a former public charityFinal return

Amended returnAddress changeName change

Name of foundation
GALEN COLE FAMILY FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)359 PERRY ROAD Room/suite

City or town, state, and ZIP code
BANGOR, ME044016723

A Employer identification number

23-7425774

B Telephone number (see page 10 of the instructions)

(207) 262-9910

C If exemption application is pending, check here bullet

D 1. Foreign organizations, check here . bullet

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trustOther taxable private foundation 2. Foreign organizations meeting the 85% test,
check here and attach computation bullet

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) bullet

$26,422,827J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

E If private foundation status was terminated
under section 507(b)(1)(A), check here bullet

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here bullet

	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see page 11 of the instructions).)		(a) Revenue and expenses per books		(b) Net investment income	(c) Adjusted net income	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)		6,306
2	Check
3	Interest on savings and temporary cash investments		9		9	9
4	Dividends and interest from securities......		359,162		359,162	359,162
5a	Gross rents..............		15,400		15,400	15,400
b	Net rental income or (loss) 15,400
6a	Net gain or (loss) from sale of assets not on line 10			126,251
b	Gross sales price for all assets on line 6a 2,206,561
7	Capital gain net income (from Part IV, line 2)...				126,251
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances	11,216
b	Less: Cost of goods sold....	9,319
c	Gross profit or (loss) (attach schedule).....			1,897		1,897
11	Other income (attach schedule).......			61,536	8,021	61,536
12	Total. Add lines 1 through 11........		570,561		508,843	438,004
13	Compensation of officers, directors, trustees, etc.		81,574				81,574
14	Other employee salaries and wages......		132,471				132,471
15	Pension plans, employee benefits.......		62,339				62,339
16a	Legal fees (attach schedule).........			12,761			12,761
b	Accounting fees (attach schedule).......			10,525		1,600	8,925
c	Other professional fees (attach schedule)....			9,080			9,080
17	Interest...............
18	Taxes (attach schedule) (see page 14 of the instructions)			2,043		2,043
19	Depreciation (attach schedule) and depletion...			54,153
20	Occupancy..............		37,103				37,103
21	Travel, conferences, and meetings.......		2,902				2,902
22	Printing and publications..........		6,427				6,427
23	Other expenses (attach schedule).......			346,153	47,973	47,973	298,180
24	Total operating and administrative expenses.
	Add lines 13 through 23..........		757,531		47,973	51,616	651,762
25	Contributions, gifts, grants paid........		0				0
26	Total expenses and disbursements. Add lines 24 and 25		757,531		47,973	51,616	651,762
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements		-186,970
b	Net investment income (if negative, enter -0-)				460,870
c	Adjusted net income (if negative, enter -0-)...					386,388

For Privacy Act and Paperwork Reduction Act Notice, see page 30 of the instructions.

Cat. No. 11289X Form 990-PF (2010)

Form 990-PF (2010)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing...............	137,511	48,813	48,813
	2	Savings and temporary cash investments..........
	3	Accounts receivable 350
		Less: allowance for doubtful accounts	450	350	350
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see page 15 of the
		instructions)....................
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use...............	82,639	68,660	68,660
	9	Prepaid expenses and deferred charges...........
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule)........	22,291,278	22,182,545	22,936,735
	c	Investments—corporate bonds (attach schedule)........
	11	Investments—land, buildings, and equipment: basis 228,979
		Less: accumulated depreciation (attach schedule)	228,979	228,979	384,677
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........	60,226	60,226	60,226
	14	Land, buildings, and equipment: basis 2,050,044
		Less: accumulated depreciation (attach schedule) 790,596	1,220,884	1,259,448	1,505,584
	15	Other assets (describe )	1,417,782	1,417,782	1,417,782
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	25,439,749	25,266,803	26,422,827
	17	Accounts payable and accrued expenses..........	1,477	15,501
	18	Grants payable...................
	19	Deferred revenue..................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22)..........	1,477	15,501
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted....................	25,438,272	25,251,302
	25	Temporarily restricted................
	26	Permanently restricted................
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds.........
	28	Paid-in or capital surplus, or land, bldg., and equipment fund
	29	Retained earnings, accumulated income, endowment, or other funds
	30	Total net assets or fund balances (see page 17 of the
		instructions)....................	25,438,272	25,251,302
	31	Total liabilities and net assets/fund balances (see page 17 of
		the instructions)..................	25,439,749	25,266,803

Part III	Analysis of Changes in Net Assets or Fund Balances
1	Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree
	with end-of-year figure reported on prior year’s return)...............	1	25,438,272
2	Enter amount from Part I, line 27a......................	2	-186,970
3	Other increases not included in line 2 (itemize)	3
4	Add lines 1, 2, and 3..........................	4	25,251,302
5	Decreases not included in line 2 (itemize)	5
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30..	6	25,251,302

Form 990-PF (2010)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	VANGUARD LONG-TERM TREASURY ADM	P	2001-01-01	2010-12-03
b	COLUMBIA ACORN FUND	P	2001-01-01	2010-07-01
c	VANGUARD INST INDEX FUND	P	2001-01-01	2010-02-25
d	VANGUARD INST INDEX FUND	P	2001-01-01	2010-05-12
e	VANGUARD INST INDEX FUND	P	2001-01-01	2010-08-25
	VANGUARD INST INDEX FUND	P	2001-01-01	2010-09-20
	COLUMBIA ACORN FUND	P	2001-01-01	2010-11-16
	LONG TERM CAPITAL GAIN DISTRIBUTION	P	2001-01-01	2010-12-31

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	150,000	158,550	-8,550
b	25,000	25,608	-608
c	75,000	87,069	-12,069
d	75,000	82,021	-7,021
e	75,000	90,999	-15,999
	500,000	559,405	-59,405
	1,279,911	1,076,658	203,253
	26,650		26,650

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			-8,550
b			-608
c			-12,069
d			-7,021
e			-15,999
			-59,405
			203,253
			26,650

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	126,251
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 (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . .		3

Part V

Qualification Under Section 4940(e) for Reduced Tax on Net Investment 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 foundation liable for the section 4942 tax on the distributable amount of any year in the base period? Yes No

If “Yes,” the foundation does not qualify under section 4940(e). Do not complete this part.

1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a) Base period years Calendar year (or tax year beginning in)	(b) Adjusted qualifying distributions	(c) Net value of noncharitable-use assets	(d) Distribution ratio (col. (b) divided by col. (c))
2009	707,338	18,917,432	0.037391
2008	807,399	23,353,669	0.034573
2007	954,420	26,978,398	0.035377
2006	844,719	24,575,483	0.034372
2005	602,927	20,234,108	0.029798

2	Total of line 1, column (d) ......................	2	0.171511
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. . .	3	0.034302
4	Enter the net value of noncharitable-use assets for 2010 from Part X, line 5.....	4	21,478,399
5	Multiply line 4 by line 3.......................	5	736,752
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	4,609
7	Add lines 5 and 6.........................	7	741,361
8	Enter qualifying distributions from Part XII, line 4..............	8	744,478
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 on page 18.

Form 990-PF (2010)

Page 4

Part VI

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check hereand 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 4940(e) requirements in Part V, check	1	4,609
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% 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 enter -0-)	2
3	Add lines 1 and 2............................	3	4,609
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-).	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	4,609
6	Credits/Payments:

a	2010 estimated tax payments and 2009 overpayment credited to 2010	6a
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)	6c	12,500
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	12,500
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8	109
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	7,782
11	Enter the amount of line 10 to be: Credited to 2011 estimated tax7,782	Refunded	11

Part VII-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of

the instructions for definition)?.............................

If the answer is “Yes” to 1a or 1b, attach a detailed description of the activities and copies of any materials

published or distributed by the foundation in connection with the activities.

Did the foundation file Form 1120-POL for this year?.....................

Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. bullet

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If “Yes,” attach a detailed description of the activities.

Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles

of incorporation, or bylaws, or other similar instruments? If “Yes,” attach a conformed copy of the changes....

Did the foundation have unrelated business gross income of $1,000 or more during the year?........

If “Yes,” has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If “Yes,” attach the statement required by General Instruction T.

Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:

By language in the governing instrument, or

By state legislation that effectively amends the governing instrument so that no mandatory directions

that conflict with the state law remain in the governing instrument?................

Yes

Did the foundation have at least $5,000 in assets at any time during the year? If “Yes,” complete Part II, col. (c), and Part XV.

Yes

Enter the states to which the foundation reports or with which it is registered (see page 19 of the

instructions) bullet

If the answer is “Yes” to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney

General (or designate) of each state as required by General Instruction G? If “No,” attach explanation .

Yes

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)

or 4942(j)(5) for calendar year 2010 or the taxable year beginning in 2010 (see instructions for Part XIV on

page 27)? If “Yes,” complete Part XIV...........................

Yes

Did any persons become substantial contributors during the tax year? If “Yes,” attach a schedule listing their names and addresses.

At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the

meaning of section 512(b)(13)? If "Yes," attach schedule. (see page 20 of the instructions) .......

Did the foundation acquire a direct or indirect interest in any applicable insurance contract before August 17, 2008?

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address bullet

WWW.COLEMUSEUM.ORG

The books are in care of bullet

MORGAN KNOX Telephone no. bullet

(207) 262-9910

Located at bullet

359 PERRY ROADBANGORME ZIP+4 bullet

04401

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —Check here......... bullet

and enter the amount of tax-exempt interest received or accrued during the year ...... bullet

At any time during calendar year 2010, did the foundation have an interest in or a signature or other authority over

a bank, securities, or other financial account in a foreign country? .................

See page 20 of the instructions for exceptions and filing requirements for Form TD F 90-22.1. If "Yes", enter the name of the foreign country bullet

Form 990-PF (2010)

Page 5

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the “Yes” column, unless an exception applies.

Yes

During the year did the foundation (either directly or indirectly):

(1) Engage in the sale or exchange, or leasing of property with a disqualified person? YesNo

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person?.........................YesNo

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? YesNo

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? YesNo

(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)?.................YesNo

(6) Agree to pay money or property to a government official? (Exception. Check “No”

if the foundation agreed to make a grant to or to employ the official for a period

after termination of government service, if terminating within 90 days.).........YesNo

If any answer is “Yes” to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations

section 53.4941(d)-3 or in a current notice regarding disaster assistance (see page 20 of the instructions)?...

Organizations relying on a current notice regarding disaster assistance check here......... bullet

Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,

that were not corrected before the first day of the tax year beginning in 2010?.............

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private

operating foundation defined in section 4942(j)(3) or 4942(j)(5)):

At the end of tax year 2010, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2010?...............YesNo

If “Yes,” list the years bullet

20, 20, 20, 20

Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)

(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)

to all years listed, answer “No” and attach statement—see page 20 of the instructions.) .........

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business

enterprise at any time during the year?.....................YesNo

If “Yes,” did it have excess business holdings in 2010 as a result of (1) any purchase by the foundation

or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved

by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)

the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine

if the foundation had excess business holdings in 2010.)....................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2010?

During the year did the foundation pay or incur any amount to:

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? YesNo

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive?...............YesNo

(3) Provide a grant to an individual for travel, study, or other similar purposes? YesNo

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 509(a)(1), (2), or (3), or section 4940(d)(2)? (see page 22 of the instructions)...YesNo

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals?........YesNo

If any answer is “Yes” to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in

Regulations section 53.4945 or in a current notice regarding disaster assistance (see page 22 of the instructions)?

Organizations relying on a current notice regarding disaster assistance check here......... bullet

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?............YesNo

If “Yes,” attach the statement required by Regulations section 53.4945–5(d).

Did the foundation, during the year, receive any funds, directly or indirectly, to pay

premiums on a personal benefit contract?....................YesNo

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....

If “Yes” to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? YesNo

If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....

Form 990-PF (2010)

Page 6

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 (see page 22 of the instructions).
(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
GARRET E COLE	CHAIRMAN 30.00	26,000	0	0
39 WOODBURY STREET BANGOR,ME04401	CHAIRMAN 30.00	26,000	0	0
JOHN I SIMPSON	PAST PRESIDE 20.00	55,574	0	0
127 TRILLIM TRAIL BANGOR,ME04401	PAST PRESIDE 20.00	55,574	0	0
SUZANNE E COLE	VICE PRESIDE 0.00	0	0	0
71 NORWAY ROAD BANGOR,ME04401	VICE PRESIDE 0.00	0	0	0
LANCE MACMASTER	TREAS/SECRET 0.00	0	0	0
178 PIONE FARM ELLSWORTH,ME04605	TREAS/SECRET 0.00	0	0	0
GALEN L COLE	FOUNDER 30.00	0	0	0
71 NORWAY ROAD BANGOR,ME04401	FOUNDER 30.00	0	0	0
LEE CARROLL	TRUSTEE 0.00	0	0	0
25 LOCKSEY LANE BREWER,ME04412	TRUSTEE 0.00	0	0	0
RALPH LEONARD	TRUSTEE 0.00	0	0	0
PO BOX 261 STILLWATER,ME04489	TRUSTEE 0.00	0	0	0
DONALD FOSTER	TRUSTEE 0.00	0	0	0
87 VALLEY VIEW ROAD HOLDEN,ME04429	TRUSTEE 0.00	0	0	0

2 Compensation of five highest-paid employees (other than those included on line 1—see page 23 of the instructions). If none, enter “NONE.”
(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
NONE









Total number of other employees paid over $50,000...................

3 Five highest-paid independent contractors for professional services (see page 23 of the instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
NONE

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

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.		Expenses
1	TRANSPORTATION MUSEUM: TO COLLECT, CONSTRUCT, RESTORE, DISPLAY AND MAINTAIN ANTIQUE EQUIPMENT AND FACILITIES THEMATIC TO EARLY MAINE LIFE, TRANSPORTATION AND INDUSTRY.	529,624
2	TO DEVELOP AND PRESENT PROGRAMS TO ASSIST SCHOOL CHILDREN IN ACQUIRING KNOWLEDGE IN AREAS NOT OFFERED IN THE REGULAR SCHOOL CURRICULUM AND OTHER ACTIVITIES AS DETERMINED BY THE BOARD OF DIRECTORS.	131,256
3	VETERANS PROGRAMS: THESE PROGRAMS ARE DESIGNED TO HONOR VETERANS BY DISPLAYS AT THE MUSEUM AND OTHER LOCATIONS AND TO ORGANIZE AND SUPPORT VARIOUS EVENTS FOR VETERANS IN THE COMMUNITY.	28,502
4	TO OFFER ORTHODONTIC CARE TO NEEDY CHILDREN. A COMMITTEE OF THE FOUNDATION REVIEWS AND EVALUATES APPLICATIONS FOR ORTHODONTIC CARE AND ARRANGES AND PAYS FOR THAT CARE THROUGH ORTHODONTISTS RECOMMENDED BY THE MDA.	25,091

Form 990-PF (2010)

Page 7

Part IX-B

Summary of Program-Related Investments (see page 23 of the instructions)

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.		Amount
1	N/A
2


All other program-related investments. See page 24 of the instructions.
3

Total. Add lines 1 through 3........................... bullet

Part X

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
see page 24 of the instructions.)

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

purposes:

Average monthly fair market value of securities...................

21,356,750

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

93,054

Fair market value of all other assets (see page 24 of the instructions)............

355,677

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

21,805,481

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) ..............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d..........................

21,805,481

Cash deemed held for charitable activities. Enter 1 1⁄2% of line 3 (for greater amount, see page 25

of the instructions) ............................

327,082

Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4

21,478,399

Minimum investment return. Enter 5% of line 5...................

1,073,920

Part XI

Distributable Amount (see page 25 of the instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here bullet

and do not complete this part.)

Minimum investment return from Part X, line 6....................

Tax on investment income for 2010 from Part VI, line 5......

Income tax for 2010. (This does not include the tax from Part VI.)...

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

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

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

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

Deduction from distributable amount (see page 25 of the instructions)...........

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

line 1.................................

Part XII

Qualifying Distributions (see page 25 of the instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

651,762

Program-related investments—total from Part IX-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes................................

92,716

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 XIII, line 4

744,478

Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment

income. Enter 1% of Part I, line 27b (see page 26 of the instructions)............

4,609

Adjusted qualifying distributions. Subtract line 5 from line 4...............

739,869

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 4940(e) reduction of tax in those years.

Form 990-PF (2010)

Page 8

Part XIII

Undistributed Income (see page 26 of the instructions)

		(a) Corpus	(b) Years prior to 2009	(c) 2009	(d) 2010
1 Distributable amount for 2010 from Part XI, line 7
2 Undistributed income, if any, as of the end of 2010:
a Enter amount for 2009 only.......
b Total for prior years:20, 20, 20
3 Excess distributions carryover, if any, to 2010:
a From 2005.......
b From 2006.......
c From 2007.......
d From 2008.......
e From 2009.......
fTotal of lines 3a through e.........
4Qualifying distributions for 2010 from Part
XII, line 4: $ 744,478
a Applied to 2009, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see page 26 of the instructions)
c Treated as distributions out of corpus (Election required—see page 26 of the instructions)...
d Applied to 2010 distributable amount.....
e Remaining amount distributed out of corpus		744,478
5 Excess distributions carryover applied to 2010.
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5		744,478
b Prior years’ undistributed income. Subtract line 4b from line 2b ...........
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount—see page 27 of the instructions ...
e Undistributed income for 2009. Subtract line 4a from line 2a. Taxable amount—see page 27 of the instructions ...........
f Undistributed income for 2010. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2011 ..........
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (see page 27 of the instructions) ...........
8Excess distributions carryover from 2005 not applied on line 5 or line 7 (see page 27 of the instructions) .............
9Excess distributions carryover to 2011. Subtract lines 7 and 8 from line 6a ......
10 Analysis of line 9:
a Excess from 2006....
b Excess from 2007....
c Excess from 2008....
d Excess from 2009....
e Excess from 2010....

Form 990-PF (2010)

Page 9

Part XIV

Private Operating Foundations (see page 27 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 2010, enter the date of the ruling....... bullet

b Check box to indicate whether the organization is a private operating foundation described in section4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2010	(b) 2009	(c) 2008	(d) 2007	(e) Total
	386,388	442,020	469,365	1,033,406	2,331,179
b 85% of line 2a .........	328,430	375,717	398,960	878,395	1,981,502
c Qualifying distributions from Part XII, line 4 for each year listed .....	744,478	711,354	807,399	954,420	3,217,651
d Amounts included in line 2c not used directly for active conduct of exempt activities ....
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....	744,478	711,354	807,399	954,420	3,217,651
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets” alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment” alternative test— enter 2⁄3 of minimum investment return shown in Part X, line 6 for each year listed...	715,947	630,581	778,455	899,280	3,024,263
c “Support” alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XV

Supplementary Information (Complete this part only if the organization had $5,000 or more in
assets at any time during the year—see page 27 of the instructions.)

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

GALEN L COLE

GARRET E COLE

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

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

Check here bullet

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 page 28 of the instructions) to individuals or organizations
under other conditions, complete items 2a, b, c, and d.

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

GARY COLE
359 PERRY ROAD
BANGOR,ME04401
(207) 262-9910

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

NO SPECIFIC FORM

cAny submission deadlines:

NONE

dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:

NONE

Form 990-PF (2010)

Page 10

Part XV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year

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

bApproved for future payment

Total .................................. 3b

Form 990-PF (2010)

Page 11

Part XVI-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See page 28 of the instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount
aTICKET SALES					38,704
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments....
3Interest on savings and temporary cash investments					9
4 Dividends and interest from securities....					359,162
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....			16	15,400
6Net rental income or (loss) from personal property
7 Other investment income.....					8,021
8Gain or (loss) from sales of assets other than inventory					126,251
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory..					1,897
11 Other revenue: aREFUND OF FEDERAL EXCISE TAXE			41	14,811
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..				30,211	534,044

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

13564,255

(See worksheet in line 13 instructions on page 28 to verify calculations.)

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to the accomplishment of the organization’s exempt purposes (other than by providing funds for such purposes). (See page 28 of the instructions.)
1A	TO RECOVER PART OF THE COST OF SERVING THE GENERAL PUBLIC
3	TO PROVIDE FOR THE PRESERVATION OF THE MUSEUM, ITS
4	TO PROVIDE FOR THE PRESERVATION OF THE MUSEUM, ITS
7	TO PROVIDE FOR THE PRESERVATION OF THE MUSEUM, ITS
8	TO PROVIDE FOR THE PRESERVATION OF THE MUSEUM, ITS
10	SALE OF GIFT AND SOUVENIER ITEMS AT A MARGIN OVER COST IN

Form 990-PF (2010)

Page 12

Part XVII

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

Did the organization directly or indirectly engage in any of the following with any other organization described in section

Yes

501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash....................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements............................

1b(4)

(5) Loans or loan guarantees..............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

If the answer to any of the above is “Yes,” complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

(a) Line No.	(b) Amount involved	(c) Name of noncharitable exempt organization	(d) Description of transfers, transactions, and sharing arrangements

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........YesNo

If “Yes,” complete the following schedule.

(a) Name of organization	(b) Type of organization	(c) Description of relationship

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 or fiduciary) is based on all information of which preparer has any knowledge.

	Signature of officer or trustee	Date	Title

Preparer's Signature	Date	Check if self- employed	PTIN
Firm's name Firm's address		Firm's EIN
		Phone no.

Form 990-PF (2010)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2010 AccountingFeesSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category	Amount	Adjusted Net Income	Disbursements for Charitable Purposes
RAYMOND T. ADAMS, CPA	2,600		2,600
BEATHAM, BERNIER, SEEKINS & COLP	1,600	1,600
CPA SOLUTIONS, LLC	6,325		6,325

- TIN:

TY 2010 CompensationExplanation

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Person Name	Explanation
GARRET E COLE
JOHN I SIMPSON
SUZANNE E COLE
LANCE MACMASTER
GALEN L COLE
LEE CARROLL
RALPH LEONARD
DONALD FOSTER

- TIN:

Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

TY 2010 DepreciationSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)	Current Year's Depreciation Expense
FULLY DEPRECIATED	1999-07-01	8,941	8,941	S/L	5.0000
RCA TV	2000-05-23	1,799	1,799	S/L	5.0000
ACE PENTIUM COMPUTER	2000-11-07	1,401	1,401	S/L	5.0000
DIGITAL CAMERA	2001-06-12	3,282	3,282	S/L	5.0000
COMPUTER KIOSK	2001-10-01	3,000	3,000	S/L	5.0000
PANASONIC COPIER	2002-06-24	1,745	1,745	200DB	7.0000
COMPUTER KIOSK	2002-11-01	4,500	4,500	200DB	7.0000
COMPUTER KIOSK	2003-05-26	2,700	2,700	S/L	7.0000
FULLY DEPRECIATED	1998-03-01	13,141	13,141	S/L	7.0000
TORO PROLINE 120	1994-08-01	4,888	4,888	S/L	7.0000
MUSIC PA SYSTEM	1998-06-19	6,043	6,043	S/L	7.0000
SCOOTER LIFT	2000-10-04	1,850	1,850	S/L	5.0000
LAWN AERATOR	2002-08-20	1,725	1,725	200DB	7.0000
CLOSED CIRCUIT TV	2003-08-18	4,391	4,391	S/L	5.0000
997 MID ZTRAK LAWN TRACTOR	2005-11-15	11,721	10,548	S/L	5.0000	1,173
OFFICE EQUIPMENT	2007-11-01	2,583	1,312	200DB	7.0000	363
WINDOW CURTAIN	2008-03-07	1,840	854	200DB	7.0000	282
DEHUMIDIFIERS	2008-10-16	2,675	832	200DB	7.0000	527
PERRY ROAD LAND	1991-01-01	137,000
PERRY ROAD LAND	1993-01-01	61,133
MUSEUM LAND	1993-01-01	84,936
MUSEUM FLOOR	1994-01-01	14,958	14,958	S/L	10.0000
569 PERRY OUTSIDE	2007-11-01	82,556	16,526	150DB	15.0000	6,603
FULLY DEPRECIATED	1983-01-01	17,371	17,371	S/L	10.0000
PAVING	1995-06-01	965	965	S/L	10.0000
IRRIGATION SYSTEM	2003-07-25	9,500	4,062	S/L	15.0000	634
MUSEUM BUILDING	1993-01-01	730,770	459,548	S/L	31.5000	23,199
HOULTON MUSEUM	1999-07-01	101,355	28,244	S/L	39.0000	2,599
STORAGE GARAGE	1999-07-01	21,391	5,956	S/L	39.0000	549
BUILDING 359 PERRY	2000-11-05	315,300	65,685	S/L	39.0000	8,084
359 PERRY INSIDE	2007-11-01	81,752	4,454	S/L	39.0000	2,096
SECURITY SYSTEM	2008-01-07	5,905	296	S/L	39.0000	152
NEW DUCT WORK	2008-05-29	2,440	102	S/L	39.0000	62
1996 FORD PU	1998-06-19	10,449	10,449	200DB	5.0000
JOHN DEERE TRACTOR	1998-06-22	17,000	17,000	200DB	5.0000
2005 GMC CANYON	2005-07-07	12,995	11,696	S/L	5.0000	1,299
2002 BUICK CENTURY	2006-07-31	5,300	4,384	200DB	5.0000	579
LAND 359 PERRY ROAD	2001-11-05	51,700
SOUND SYSTEM	2009-03-25	16,120	1,727	S/L	7.0000	2,303
CARPETING - GS SECTION	2009-11-30	5,706	68	S/L	7.0000	815
PERRY ROAD LAND	2009-08-19	92,501
WINDOWS 359 PERRY RD	2010-10-26	601		S/L	39.0000	3
TELEPHONE & COMPUTER SYSTEM	2010-12-28	43,504		200DB	7.0000	1,554
HVAC SYSTEM	2010-12-31	12,350		S/L	39.0000
SECURITY SYSTEM MONITORS	2010-12-13	1,194		200DB	5.0000	60
TREENO SOFTWARE PROGRAM	2010-12-22	18,654			3.0000	518
COPIER/FAX/SCANNER	2010-12-22	9,450		200DB	5.0000	473
2 COMPUTERS	2010-12-28	1,990		200DB	5.0000	100
SOFTWARE PROGRAMS	2010-12-28	1,415			3.0000	39
HARD DRIVE	2010-12-28	699		200DB	5.0000	35
IMPROVEMENTS	2010-04-17	2,859		S/L	39.0000	52

- TIN:

TY 2010 InvestmentsCorpStockSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Name of Stock	End of Year Book Value	End of Year Fair Market Value
LEGG MASON EMERGING MARKET	1,900,534	1,775,209
MASTERS SELECT	1,724,791	1,907,762
VANGUARD INDEX FUND	5,539,901	5,422,622
CITIGROUP CASH FUND A
POINTER OFFSHORE	2,000,000	2,112,253
COLUMBIA ACORN FUND
CAUSEWAY FUND	1,651,946	1,793,710
LEHMAN BROTHERS FUND	2,200,893	2,211,127
VANGUARD MID-CAP INDEX FUND	1,314,981	1,464,899
VANGUARD INFLATION VAIPX	850,000	1,003,189
VANGUARD LONG TERM VUSUX	881,314	795,179
VANGUARD TOTAL BOND MKT INDEX FD	1,015,977	1,044,547
COLCHESTER GLOBAL BOND FD	1,102,208	1,241,475
PA STABLE BOND FD	2,000,000	2,164,763

- TIN:

TY 2010 InvestmentsLandSchedule2

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category/ Item	Cost/Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
LAND-KELLEY ROAD	15,302		15,302	150,000
LAND-ORRINGTON	213,677		213,677	234,677

- TIN:

TY 2010 InvestmentsOtherSchedule2

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
ALEX BROWN	AT COST	60,226	60,226

- TIN:

TY 2010 LandEtcSchedule2

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
OFFICE EQUIPMENT	1,622,774	790,596	832,178	20,748
MISCELLANEOUS EQUIPMENT				6,760
BUILDING AND IMPROVEMENTS				1,050,806
LAND	427,270		427,270	427,270

- TIN:

TY 2010 LegalFeesSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
RUDMAN & WINCHELL, LLC	12,761

- TIN:

TY 2010 OtherAssetsSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
MUSEUM ARTIFACTS	1,417,782	1,417,782	1,417,782

- TIN:

TY 2010 OtherExpensesSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
EXPENSES
INVESTMENT MANAGEMENT FEES	47,973	47,973	47,973
ADVERTISING	17,413			17,413
BANK FEES	885			885
DISPLAYS	865			865
DUES & MEMBERSHIPS	1,266			1,266
FOOD & BEVERAGE	3,558			3,558
MAINTENANCE CONTRACTS	5,404			5,404
MISCELLANEOUS	20			20
SUPPLIES	9,871			9,871
POSTAGE	5,187			5,187
VEHICLE EXPENSE	1,584			1,584
VOLUNTEER FUNCTION EXPENSE	11,349			11,349
INSURANCE	14,411			14,411
REPAIRS & MAINTENANCE	9,810			9,810
SIGNS	103			103
HUMANITARIAN EXPENSE	7,005			7,005
OTHER PROGRAM EXPENSE	14,211			14,211
VETERAN PROGRAMS	28,501			28,501
SCHOLARSHIPS	10,000			10,000
YOUTH PROGRAMS	156,737			156,737

- TIN:

TY 2010 OtherIncomeSchedule2

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
KEY BANK CLASS ACTION SETTLE.	8,021	8,021	8,021
TICKET SALES	38,704		38,704
REFUND OF FEDERAL EXCISE TAXE	14,811		14,811

- TIN:

TY 2010 OtherProfessionalFeesSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category	Amount	Disbursements for Charitable Purposes
PAYROLL PROCESSING FEES	1,155	1,155
REAL ESTATE APPRAISAL	350	350
MISC. PROFESSIONAL FEES	425	425
MANAGEMENT CONSULTING	7,150	7,150

- TIN:

TY 2010 SalesOfInventoryList

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category	Gross Sales	Cost of Goods Sold	Net (Gross Sales Minus Cost of Goods Sold)
COUNTER SALES	11,216	9,319	1,897

- TIN:

TY 2010 TaxesSchedule

Name:

GALEN COLE FAMILY FOUNDATION

EIN: 23-7425774

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
REAL ESTATE TAXES	2,043		2,043