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
G
Check all that apply:
Name of foundation
CRALLE FOUNDATION INC
 

Number and street (or P.O. box number if mail is not delivered to street address)614 W MAIN STREET NO 2500   Room/suite
City or town, state, and ZIP code
LOUISVILLE, KY40202
A Employer identification number

61-1179672
B Telephone number (see page 10 of the instructions)

(502) 581-1148
C bullet
D 1. bullet
H Check type of organization:
2. bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$10,320,866J Accounting method:
 
(Part I, column (d) must be on cash basis.)
E bullet
F bullet
Part I 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)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet
3 Interest on savings and temporary cash investments 1 1  
4 Dividends and interest from securities...... 303,258 303,258  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 -88,481
b Gross sales price for all assets on line 6a 2,691,194
7 Capital gain net income (from Part IV, line 2)... 0
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 73,372 73,372  
12 Total. Add lines 1 through 11........ 288,150 376,631  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 65,000 0   65,000
14 Other employee salaries and wages...... 18,000 0   18,000
15 Pension plans, employee benefits....... 1,710 0   1,710
16a Legal fees (attach schedule)......... Click to see attachment 266 0   266
b Accounting fees (attach schedule)....... Click to see attachment 5,400 2,700   2,700
c Other professional fees (attach schedule).... Click to see attachment 32,237 32,237   0
17 Interest...............        
18 Taxes (attach schedule) (see page 14 of the instructions) Click to see attachment 11,659 1,594   10,065
19 Depreciation (attach schedule) and depletion... Click to see attachment 2,534 0  
20 Occupancy.............. 21,379 0   21,379
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see list of attachments 81,525 60,715   19,283
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 239,710 97,246   138,403
25 Contributions, gifts, grants paid........ 807,367 807,367
26 Total expenses and disbursements. Add lines 24 and 25 1,047,077 97,246   945,770
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -758,927
b Net investment income (if negative, enter -0-) 279,385
c Adjusted net income (if negative, enter -0-)...  
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 Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)		 Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 6,633 4,664 4,664
2 Savings and temporary cash investments.......... 337,826 272,019 272,019
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
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) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule) 1,382,711 Click to see attachment1,032,495 1,063,007
b Investments—corporate stock (attach schedule)........ 3,312,497 Click to see attachment3,006,971 4,551,721
c Investments—corporate bonds (attach schedule)........ 1,643,704 Click to see attachment1,462,316 1,284,373
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 2,698,893 Click to see attachment2,830,226 3,130,073
14 Land, buildings, and equipment: basis bullet44,254
Less: accumulated depreciation (attach schedule) bullet29,245 363 Click to see attachment15,009 15,009
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 9,382,627 8,623,700 10,320,866
Liabilities 17 Accounts payable and accrued expenses..........    
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 bullet)    
23 Total liabilities (add lines 17 through 22).......... 0 0
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted....................    
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds......... 8,138,882 8,138,882
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds 1,243,745 484,818
30 Total net assets or fund balances (see page 17 of the
instructions).................... 9,382,627 8,623,700
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 9,382,627 8,623,700
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 9,382,627
2 Enter amount from Part I, line 27a...................... 2 -758,927
3 Other increases not included in line 2 (itemize) bullet 3 0
4 Add lines 1, 2, and 3.......................... 4 8,623,700
5 Decreases not included in line 2 (itemize) bullet 5 0
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.. 6 8,623,700
Form 990-PF (2010)
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 SALE OF MARKETABLE SECURITIES P    
b SALE OF MARKETABLE SECURITIES P    
c GAIN OF MARKETABLE SECURITIES-PASSTHROUGH P    
d GAIN OF MARKETABLE SECURITIES-PASSTHROUGH P    
e CASH IN LIEU P    
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 495,208   457,259 37,949
b 2,192,487   2,322,416 -129,929
c 2,913     2,913
d 498     498
e 88     88
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       37,949
b       -129,929
c       2,913
d       498
e       88
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 -88,481
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 . . . . . . . . . . . . . 		Bracket 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?
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 1,023,242 9,197,175 0.111256
2008 1,122,301 11,141,043 0.100736
2007 834,392 11,078,430 0.075317
2006 889,935 10,784,887 0.082517
2005 792,680 10,659,481 0.074364
2 Total of line 1, column (d) ...................... 2 0.444190
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 0.088838
4 Enter the net value of noncharitable-use assets for 2010 from Part X, line 5..... 4 10,097,936
5 Multiply line 4 by line 3....................... 5 897,080
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 2,794
7 Add lines 5 and 6......................... 7 899,874
8 Enter qualifying distributions from Part XII, line 4.............. 8 945,770
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)
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 Bulletand enter “N/A” on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 2,794
hereBulletand 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 0
3 Add lines 1 and 2............................ 3 2,794
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-). 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 2,794
6 Credits/Payments:
a 2010 estimated tax payments and 2009 overpayment credited to 2010 6a 2,200
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868) 6c 7,800
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 10,000
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. Click to see attachment 8 8
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 7,198
11 Enter the amount of line 10 to be: Credited to 2011 estimated taxBullet2,800 Refunded Bullet 11 4,398
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of
the instructions for definition)?.............................
1b
 
No
If the answer is “Yes” to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If “Yes,” attach a detailed description of the activities.
3
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....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If “Yes,” has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If “Yes,” attach the statement required by General Instruction T.
6
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?................
    6
    Yes
     
    7
    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.
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see page 19 of the
    instructions)bulletKY
    b
    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 .
    8b
    Yes
     
    9
    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...........................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If “Yes,” attach a schedule listing their names and addresses.
    10
     
    No
    11
    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) .......
    11
     
    No
    12
    Did the foundation acquire a direct or indirect interest in any applicable insurance contract before August 17, 2008?
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletN/A
    14
    The books are in care ofbulletCRALLE FOUNDATION INC Telephone no.bullet (502) 581-1148
    Located atbullet614 W MAIN STREET SUITE 2500LOUISVILLEKY ZIP+4bullet40202
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16
    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? .................
    16
     
    No
    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)
    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
    No
    1a
    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?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?.........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (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)?.................
    (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.).........
    b
    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)?...
    1b
     
     
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2010?.............
    1c
     
    No
    2
    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)):
    a
    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?...............
    If “Yes,” list the years bullet20, 20, 20, 20
    b
    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.) .........
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business
    enterprise at any time during the year?.....................
    b
    If “Yes,” did it have excess business holdings in 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.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    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?
    4b
     
    No
    5a
    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))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (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)...
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is “Yes” to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see page 22 of the instructions)?
    5b
     
     
    .........bullet
    c
    If the answer is “Yes” to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If “Yes,” attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay
    premiums on a personal benefit contract?....................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If “Yes” to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2010)
    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
    JAMES T CRAIN JR EXEC. DIR
    30.00     		65,000 0 0
    614 W MAIN ST STE 2500
    LOUISVILLE,KY40202
    JOAN C DAY PRESIDENT
    0.00     		0 0 0
    614 W MAIN ST STE 2500
    LOUISVILLE,KY40202
    SUSAN DAY TRUSTEE
    0.00     		0 0 0
    933 HUME BEDFORD ROAD
    PARIS,KY40361
    CAROLYN DAY TRUSTEE
    0.00     		0 0 0
    3208 TRINITY RD
    LOUISVILLE,KY40206
    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...................bullet 0
    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.............bullet0
    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
     
    2  
    3  
    4  
    Form 990-PF (2010)
    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  
    2  
    All other program-related investments. See page 24 of the instructions.
    3  
    Total. Add lines 1 through 3...........................bullet0
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see page 24 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...................
    1a
    9,924,124
    b
    Average of monthly cash balances.......................
    1b
    327,588
    c
    Fair market value of all other assets (see page 24 of the instructions)............
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    10,251,712
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) ..............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d..........................
    3
    10,251,712
    4
    Cash deemed held for charitable activities. Enter 1 1⁄2% of line 3 (for greater amount, see page 25
    of the instructions) ............................
    4
    153,776
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    10,097,936
    6
    Minimum investment return. Enter 5% of line 5...................
    6
    504,897
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    504,897
    2a
    Tax on investment income for 2010 from Part VI, line 5......
    2a
    2,794
    b
    Income tax for 2010. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    2,794
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    502,103
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4.............................
    5
    502,103
    6
    Deduction from distributable amount (see page 25 of the instructions)...........
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1.................................
    7
    502,103
    Part XII
    Qualifying Distributions (see page 25 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 ..........
    1a
    945,770
    b
    Program-related investments—total from Part IX-B..................
    1b
    0
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes................................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    945,770
    5
    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)............
    5
    2,794
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4...............
    6
    942,976
    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)
    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 7 502,103
    2 Undistributed income, if any, as of the end of 2010:
    a Enter amount for 2009 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2010:
    a From 2005....... 273,341
    b From 2006....... 369,401
    c From 2007....... 297,709
    d From 2008....... 569,287
    e From 2009....... 567,711
    fTotal of lines 3a through e......... 2,077,449
    4Qualifying distributions for 2010 from Part
    XII, line 4: bullet$ 945,770
    a Applied to 2009, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see page 26 of the instructions)    		 0
    c Treated as distributions out of corpus (Election
    required—see page 26 of the instructions)...     		0
    d Applied to 2010 distributable amount..... 502,103
    e Remaining amount distributed out of corpus 443,667
    5 Excess distributions carryover applied to 2010. 0 0
    (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 2,521,116
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    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......     		0
    d Subtract line 6c from line 6b. Taxable
    amount—see page 27 of the instructions ...     		0
    e Undistributed income for 2009. Subtract line
    4a from line 2a. Taxable amount—see page 27
    of the instructions ...........     		0
    f Undistributed income for 2010. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2011 ..........     		0
    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) ...........     		0
    8Excess distributions carryover from 2005 not
    applied on line 5 or line 7 (see page 27 of the
    instructions) .............     		273,341
    9Excess distributions carryover to 2011.
    Subtract lines 7 and 8 from line 6a ......     		2,247,775
    10 Analysis of line 9:
    a Excess from 2006.... 369,401
    b Excess from 2007.... 297,709
    c Excess from 2008.... 569,287
    d Excess from 2009.... 567,711
    e Excess from 2010.... 443,667
    Form 990-PF (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 section or
    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
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    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 ....     		         
    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...     		         
    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).)
    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
    aThe name, address, and telephone number of the person to whom applications should be addressed:
    JAMES T CRAIN JR
    614 W MAIN STREET SUITE 2500
    LOUISVILLE,KY40202
    (502) 581-1148
    bThe form in which applications should be submitted and information and materials they should include:
    STANDARD FORM TO BE OBTAINED AT FOUNDATION OFFICE.
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    CHARITABLE
    Form 990-PF (2010)
    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)
    aPaid during the year
    ALL SAINTS ACADEMY
    PO BOX 110018
    LOUISVILLE,KY40251     		NONE NO EDUCATIONAL ENHANCEMENT LAB; ST. BOURGARD COLLEGE OF MUSIC & ART 2,500
    AMERICAN RED CROSS
    510 EAST CHESTNUT ST
    LOUISVILLE,KY40202     		NONE NO EMERGENCY NEEDS 5,000
    AMERICAS FOUNDATION FOR CHESS
    11120 NE 33RD PLACE SUITE 105
    BELLEVUE,WA98004     		NONE NO INTEGRATE CHESS AS LEARNING TOOL IN 2ND AND 3RD GRADE IN JEFFERSON COUNTY 10,000
    APPLE PATCH COMMUNITY INC
    7408 HIGHWAY 329
    CRESTWOOD,KY40014     		NONE NO GENERATOR 9,800
    BELLEWOOD PRESBYTERIAN HOME FOR CHILDREN
    1103 PARK ROAD
    LOUISVILLE,KY40223     		NONE NO PERMANENT HOUSING PROGRAM 10,000
    BEREA HEALTH MINISTRY RURAL HEALTH CLINIC
    305 ESTILL STREET
    BEREA,KY40403     		NONE NO SERVICES FOR THOSE WHO CAN'T AFFORD TO PAY 5,000
    BIG BROTHERS BIG SISTERS OF KENTUCKY
    1519B GARDINER LANE
    LOUISVILLE,KY40218     		NONE NO TRAINING & SUPPORT FOR 40 HIGH SCHOOL STUDENTS 10,000
    BLESSINGS IN A BACKPACK
    1839 BROWNSBORO RD
    LOUISVILLE,KY40206     		NONE NO FOOD/BACKPACKS FOR STUDENTS AT PORTLAND ELEMENTARY SCHOOL 25,000
    BLUE APPLE PLAYERS
    625 E MARKET
    LOUISVILLE,KY40202     		NONE NO BULLYING CURRICULUM 10,000
    BOYS AND GIRLS CLUBS OF KENTUCKIANA
    PO BOX 4989
    LOUISVILLE,KY40204     		NONE NO PROJECT LEARN 15,000
    CAMPBELL LODGE BOYS HOME
    5161 SKYLINE DRIVE
    NEWPORT,KY41076     		NONE NO EQUINE ASSISTED COUNSELING PROGRAM 5,000
    CAMPBELLSVILLE UNIVERSITY
    1 UNIVERSITY DR
    CAMPBELLSVILLE,KY42718     		NONE NO SCHOLARSHIP SUPPORT 5,000
    CARNEGIE CENTER FOR LITERACY AND LEARNING
    251 WEST 2ND STREET
    LEXINGTON,KY40507     		NONE NO FUND 2ND LITERACY SPECIALIST POSITION AND PROVIDE LCD PROJECTION EQUIPMENT 10,000
    CARRIAGE HOUSE EDUCATIONAL SERVICE
    13101 EASTPOINT PARK BLVD
    LOUISVILLE,KY40223     		NONE NO GENERAL OPERATING EXPENSES 10,000
    CAVE HILL HERITAGE FOUNDATION
    701 BAXTER AVENUE
    LOUISVILLE,KY40204     		NONE NO PROGRAMS 1,000
    CEDAR LAKE FOUNDATION
    7984 NEW LAGRANGE ROAD
    LOUISVILLE,KY40222     		NONE NO INDIGENT CARE 10,000
    CENTER FOR WOMEN AND FAMILIES
    927 S SECOND STREET
    LOUISVILLE,KY40201     		NONE NO PROGRAMS 15,000
    CHOICE INC
    800 EAST LIBERTY STREET
    LOUISVILLE,KY40204     		NONE NO HELP YOUNG PEOPLE MAKE POSITIVE CHOICES 10,000
    CHRIST CHURCH UNITED METHODIST
    4614 BROWNSBORO ROAD
    LOUISVILLE,KY40207     		NONE NO NIGERIAN MEDICAL MISSION 2,500
    CUSTOM QUALITY SERVICES
    3401 JEWELL AVENUE
    LOUISVILLE,KY40212     		NONE NO SUPPORT OF PHASE II (NEW ROOF) 7,500
    DAY SPRING
    3430 DAY SPRING COURT
    LOUISVILLE,KY40213     		NONE NO TRAIN STAFF & PROVIDE ONGOING EDUCATION TO RESIDENTS 5,000
    DREAMS WITH WINGS
    1579 BARDSTOWN RD
    LOUISVILLE,KY40205     		NONE NO BEHAVIOR ENRICHMENT PROGRAM 5,000
    DUCHENNE RESEARCH EDUCATION & MIRACLE FOUNDATION INC
    8216 LIMEHOUSE LANE
    LOUISVILLE,KY40220     		NONE NO HELP CREATE PLAYGROUND EQUIPMENT FOR SHAWNEE PARK 5,000
    ECHO
    1500 POPLAR LEVEL RD STE 2
    LOUISVILLE,KY40217     		NONE NO 'ECHO SOUNDINGS' MAILING 10,000
    FAMILY & CHILDREN'S PLACE
    2303 RIVER ROAD SUITE 200
    LOUISVILLE,KY40206     		NONE NO CHILD VICTIMS OF SEXUAL ABUSE 7,000
    FAMILY COUNSELING SERVICE
    1393 TRENT BLVD BUILDING 2 SUITE
    2101
    LEXINGTON,KY40517     		NONE NO 'CENTER FOR IMPROVEMENTOF CHILD CARING'S CONFIDENT PARENTS & OTHER PROGRAMS 10,000
    FAMILY SCHOLAR HOUSE
    403 REG SMITH CIR
    LOUISVILLE,KY402082746     		NONE NO LEARNING FOR LIFE PROGRAM 15,000
    FATHER MALONEY'S BOYS HAVEN
    2301 GOLDSMITH LANE
    LOUISVILLE,KY40218     		NONE NO CHRISTMAS SPONSORSHIP OF 60 RESIDENTS 3,000
    FEAT OF LOUISVILLE
    1100 EAST MARKET STREET
    LOUISVILLE,KY40206     		NONE NO SUMMER CAMP 5,000
    GILDA'S CLUB OF LOUISVILLE
    633 BAXTER AVENUE
    LOUISVILLE,KY40204     		NONE NO SUPPORT AND NETWORKING GROUPS 15,000
    GIRL SCOUTS OF KENTUCKIANA
    2115 LEXINGTON ROAD
    LOUISVILLE,KY40206     		NONE NO OUTREACH PROGRAMS 15,000
    HAND IN HAND MINISTRIES
    2225 STEIER LANE
    LOUISVILLE,KY40218     		NONE NO HOME REPAIR PROGRAMS IN APPALACHIA 5,000
    HARBOR HOUSE
    2231 LOWER HUNTERS TRACE
    LOUISVILLE,KY40216     		NONE NO TO UNDERWRITE 'ASK' EVENT 15,000
    HEUSER HEARING AND LANGUAGE ACADEMY
    115 EAST KENTUCKY STREET
    LOUISVILLE,KY40203     		NONE NO CLASSROOM INSTRUCTION BY MUSIC THERAPIST 5,000
    HOSPITAL HOSPITALITY HOUSE
    201 E MAIN ST SUITE 106
    LOUISVILLE,KY40202     		NONE NO SUBSIDIZE FAMILIES UNABLE TO PAY 5,000
    IDEAFESTIVAL
    PO BOX 1049
    LEXINGTON,KY405881049     		NONE NO CO-SPONSOR 10,000
    JACKSON COUNTY FOOD BANK
    1257 MCCAMMON RIDGE ROAD
    MCKEE,KY404476322     		NONE NO EMERGENCY NEEDS 5,000
    JEWISH FAMILY AND VOCATIONAL SERVICES
    2821 KLEMPNER WAY
    LOUISVILLE,KY40205     		NONE NO LITERARY SKILLS FOR REFUGEE MOTHERS/PRESCHOOL CHILDREN 10,000
    JEWISH HOSPITAL AND ST MARY'S FOUNDATION
    200 ABRAHAM FLEXNER WAY
    LOUISVILLE,KY40202     		NONE NO OUR LADY OF PEACE 10,000
    JUNIOR ACHIEVEMENT
    1401 WEST MUHAMMAD ALI BLVD
    LOUISVILLE,KY402031745     		NONE NO 'JA REAL JOBS, REAL WORLD' 5,000
    KET
    600 COOPER DRIVE
    LEXINGTON,KY40502     		NONE NO 'FUND FOR EXCELLENCE' DONOR 1,000
    LIGHTHOUSE PROMISE
    5312 SHEPHERDSVILLE ROAD
    LOUISVILLE,KY402281008     		NONE NO HELP CONSTRUCT NEW BUILDING 10,000
    LINCOLN HERITAGE COUNCIL
    12001 SYCAMORE STATION PLACE
    LOUISVILLE,KY40233     		NONE NO SCOUTSREACH 10,000
    LOUISVILLE CENTRAL COMM CENTER
    1407 W JEFFERSON ST SUITE 200
    LOUISVILLE,KY40203     		NONE NO TRAINING TEACHERS/ASSISTANTS 10,000
    LOUISVILLE YOUTH TRAINING CENTER
    2040 METAL LANE
    LOUISVILLE,KY40206     		NONE NO "TAP INTO FITNESS" PROGRAM 5,000
    MARCH OF DIMES
    4802 SHERBURN LANE 103
    LOUISVILLE,KY40207     		NONE NO EDUCATION/COMFORT FOR FAMILIES DURING NICU HOSPITALIZATION 5,000
    MARYHURST
    1015 DORSEY LANE
    LOUISVILLE,KY40223     		NONE NO SUBSTANCE ABUSE SPECIALIST 20,000
    MENTAL HEALTH ASSOCIATION OF KY
    120 SEARS AVENUE SUITE 213
    LOUISVILLE,KY402075072     		NONE NO SUPPORT OF PROGRAM RE: MENTAL ILLNESS 5,000
    MEREDITH DUNN SCHOOL
    3023 MELBOURNE AVENUE
    LOUISVILLE,KY40220     		NONE NO CHILDREN WITH LEARNING DISABILITIES 7,000
    MID-KENTUCKY PRESBYTERIAN CHURCH
    100 WITHERSPOON STREET
    LOUISVILLE,KY40202     		NONE NO 'JOINING HEARTS & HANDS MISSION CAMPAIGN' FOR AFRO-AMERICAN & HISPANIC/LATIN 8,000
    MULTIPLE SCLEROSIS CENTER
    3991 DUTCHMANS LANE SUITE 316
    LOUISVILLE,KY40207     		NONE NO CHILDREN OF MS PATIENTS 3,100
    NATIVITY ACADEMY
    529 E LIBERTY ST
    LOUISVILLE,KY40202     		NONE NO EXPAND GRADUATE SUPPORT PROGRAM 20,000
    NEIGHBORHOOD HOUSE
    201 N 25TH ST
    LOUISVILLE,KY40212     		NONE NO 'CHEERS FOR CAREERS' PROGRAM 20,000
    NEW OPPORTUNITY SCHOOL FOR WOMEN
    204 CHESTNUT STREET
    BEREA,KY404031981     		NONE NO HELP WITH ANNUAL SALARY FOR CAREER/EDUC COUNSELOR 15,000
    OWSLEY CO OUTREACH CORP
    680 MORRIS FORK RD
    BOONEVILLE,KY41314     		NONE NO FOOD BACKPACK PROGRAM 8,000
    PINE MOUNTAIN SETTLEMENT SCHOOL
    36 HIGHWAY 510
    BLEDSOE,KY408108289     		NONE NO 'SUSTAINABILITY INITIATIVE' 5,000
    PITT ACADEMY
    6010 PRESTON HIGHWAY
    LOUISVILLE,KY402191318     		NONE NO HELP ESTABLISH READING LAB 15,000
    PROJECT ONE
    930 W CHESTNUT SUITE 412
    LOUISVILLE,KY40203     		NONE NO 'TALENTED AND GIFTED SCHOLARS' PROGRAM 10,000
    RIVERSIDE CHRISTIAN SCHOOL
    114 RIVERSIDE SCHOOL ROAD
    LOST CREEK,KY41348     		NONE NO 2ND PHASE OF COMPUTERIZED CURRICULUM 5,000
    ROBBIE VALENTINE ENTERPRISES
    PO BOX 767
    JEFFERSONVILLE,IN47131     		NONE NO SUMMER BASKETBALL CAMP FOR JEFFERSON COUNTY SCHOOLS 2,500
    ROBBIE VALENTINE ENTERPRISES
    PO BOX 767
    JEFFERSONVILLE,IN47131     		NONE NO BASKETBALL/EDUCATION CENTER 1,500
    ROBBIE VALENTINE STAR CLUB EDUCATION PROGRAM
    PO BOX 767
    JEFFERSONVILLE,IN47131     		NONE NO CONTINUED SUPPORT FOR LATCH-KEY KIDS 10,000
    SENIORCARE EXPERTS
    145 THIERMAN LN
    LOUISVILLE,KY40207     		NONE NO SUBSIDIZED MEALS PROGRAM FOR ELDERLY 10,500
    SHAWNEE CHRISTIAN HEALTHCARE CENTER
    234 AMY AVE
    LOUISVILLE,KY40212     		NONE NO HELP SUPPORT POSITION OF TRANSFORMATION PROJECT DIRECTOR 20,000
    SOCIETY OF ST VINCENT DEPAUL
    1029 S PRESTON ST
    LOUISVILLE,KY40203     		NONE NO TO HELP WITH EXPANSION 20,000
    SPALDING UNIVERSITY
    845 SOUTH THIRD STREET
    LOUISVILLE,KY40203     		NONE NO SCHOLARSHIP ENDOWMENT 10,000
    SPAVA
    1939 GOLDSMITH LN STE 139
    LOUISVILLE,KY40218     		NONE NO MENTORS PROGRAM 5,000
    ST JOHN CENTER FOR THE HOMELESS
    700 E MUHAMMAD ALI BLVD
    LOUISVILLE,KY40202     		NONE NO HELP PAY STIPENDS 5,000
    ST JOSEPH CHILDREN'S HOME
    2823 FRANKFORT AVENUE
    LOUISVILLE,KY40206     		NONE NO SPECIALIZED YOUTH HOUSING COMPLEX 10,000
    ST RITA CATHOLIC SCHOOL
    8709 PRESTON HIGHWAY
    LOUISVILLE,KY402191318     		NONE NO EQUIP CLASSROOMS WITH QUANTUM II INFRARED SOUND FIELD SYSTEM 2,500
    SUMMERBRIDGE LOUISVILLE
    3628 VIRGINIA AVENUE
    LOUISVILLE,KY40211     		NONE NO SUMMER PROGRAM 7,000
    THE CHILD CONNECTION
    2210 MEADOW DRIVE STE 28
    LOUISVILLE,KY40218     		NONE NO STRANGER SAFETY PROGRAM 9,800
    THE HEALING PLACE
    1020 WEST MARKET STREET
    LOUISVILLE,KY402022630     		NONE NO CHALLENGE GRANT 16,667
    THE LIFEHOUSE
    2710 RIEDLING DRIVE
    LOUISVILLE,KY40206     		NONE NO PARENTING/ADOPTION OPTIONS 5,000
    UNIVERSITY OF KENTUCKY
    UNIVERSITY OF KENTUCKY
    LEXINGTON,KY40506     		NONE NO CHARITABLE PURPOSE 50,000
    US MARINE HOSPITAL FOUNDATION
    2215 PORTLAND AVENUE
    LOUISVILLE,KY40212     		NONE NO FEASIBILITY STUDY 3,000
    VISUALLY IMPAIRED PRESCHOOL SERVICES INC
    1906 GOLDSMITH LANE
    LOUISVILLE,KY40218     		NONE NO SCHOLARSHIP 10,000
    VOLUNTEERS OF AMERICA
    933 GOSS AVENUE
    LOUISVILLE,KY40217     		NONE NO FAMILY EMERGENCY SHELTER 10,000
    WELLSPRING
    PO BOX 1927
    LOUISVILLE,KY402011927     		NONE NO DAVID BLOCK CENTER FOR PSYCHIATRIC CRISIS STABILIZATION 10,000
    WENDELL FOSTER'S CAMPUS FOR DEVELOPMENTAL DISABILITIES
    815 TRIPLETT STREET
    OWENSBORO,KY42303     		NONE NO WHEELCHAIR MAZE 10,000
    WESLEY HOUSE COMMUNITY SERVICES
    5114 PRESTON HIGHWAY
    LOUISVILLE,KY402132739     		NONE NO YOUTH SERVICES PROGRAM 5,000
    WESLEY MANOR RETIREMENT COMMUNITY
    5012 EAST MANSLICK ROAD
    LOUISVILLE,KY402195100     		NONE NO ASSIST NEEDY RESIDENTS 1,000
    WESLEY'S PLACE
    PO BOX 5102
    PARIS,KY40362     		NONE NO FACILITY TO PROVIDE OFFICE SPACE FOR OTHER NON-PROFITS 7,500
    WEST END SCHOOL
    3628 VIRGINIA AVENUE
    LOUISVILLE,KY40211     		NONE NO OPERATIONAL FUNDS 15,000
    WOMEN 4 WOMEN
    323 W BROADWAY SUITE 502
    LOUISVILLE,KY40202     		NONE NO GENERAL OPERATING GRANT 10,000
    YMCA SAFEPLACE SERVICES
    2400 CRITTENDEN DRIVE
    LOUISVILLE,KY40217     		NONE NO SHELTER HOUSE 15,000
    Total .................................bullet 3a 807,367
    bApproved for future payment
    Total ..................................bullet 3b 0
    Form 990-PF (2010)
    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
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3Interest on savings and temporary cash investments     14 1  
    4 Dividends and interest from securities....     14 303,258  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6Net rental income or (loss) from personal property          
    7 Other investment income.....     01 73,372  
    8Gain or (loss) from sales of assets other than inventory     18 -88,481  
    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).. 0 288,150 0
    13Total. Add line 12, columns (b), (d), and (e)...................
    13288,150
    (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.
    DownArrow     		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.)
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 12
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section
    Yes
    No
    501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash....................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements............................
    1b(4)
     
    No
    (5) Loans or loan guarantees..............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is “Yes,” complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    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?...........
    b
    If “Yes,” complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    SignHere
    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.
    Bullet Bullet
    Signature of officer or trustee Date Title
    PaidPreparersUseOnly Preparer's SignatureBullet Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2010)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2010 AccountingFeesSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING 5,400 2,700   2,700

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    TY 2010 AmortizationSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Description of Amortized Expenses Date Acquired, Completed, or Expended Amount Amortized Deduction for Prior Years Amortization Method Current Year Amortization Net Investment Income Adjusted Net Income Total Amount of Amortization
    MICROEDGE-SOFTWARE 1998-06-30 6,500 6,500 36.000000000000   0   6,500
    MICROEDGE-SOFTWARE 2010-05-18 7,854   36.000000000000 1,527 0   1,527

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

    TY 2010 DepreciationSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included
    PHONE SYSTEM 1998-06-30 3,245 3,245 200DB 7.000000000000 0 0    
    COMPUTER NETWORK/INSTALLATION 1998-06-30 6,041 6,041 200DB 5.000000000000 0 0    
    COMPUTER AND TELEPHONE SYSTEMS 2003-06-30 16,261 7,767 200DB 7.000000000000 363 0    
    COMPUTER 2010-04-13 10,853   200DB 5.000000000000 2,171 0    

    TY 2010 InvestmentsCorpBondsSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Name of Bond End of Year Book Value End of Year Fair Market Value
    INVESTMENT IN CORPORATE BONDS 1,462,316 1,284,373

    TY 2010 InvestmentsCorpStockSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Name of Stock End of Year Book Value End of Year Fair Market Value
    INVESTMENT IN CORPORATE STOCKS 2,908,398 4,453,148
    INVESTMENT IN CORPORATE STOCKS 98,573 98,573

    TY 2010 InvestmentsGovtObligationsSch
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    US Government Securities - End of Year Book Value:

    1,032,495
    US Government Securities - End of Year Fair Market Value:

    1,063,007
    State & Local Government Securities - End of Year Book Value:


    0
    State & Local Government Securities - End of Year Fair Market Value:


    0


    TY 2010 InvestmentsOtherSchedule2
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    INVESTMENT IN MUTUAL FUNDS AT COST 868,545 1,067,607
    OTHER INVESTMENTS AT COST 625,727 715,421
    OTHER INVESTMENTS-WAYCROSS AT COST 108,773 108,773
    OTHER INVESTMENTS-MAINSTREAM ACTIVE AT COST 272,665 272,665
    OTHER INVESTMENTS-THE ENDOWMENT FUND AT COST 651,906 651,906
    OTHER INVESTMENTS-MLCX OTC CONTRACT AT COST 302,610 313,701

    TY 2010 LandEtcSchedule2
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    PHONE SYSTEM 3,245 3,245   0
    COMPUTER NETWORK/INSTALLATION 6,041 6,041   0
    COMPUTER AND TELEPHONE SYSTEMS 16,261 16,261   0
    COMPUTER 10,853 2,171 8,682 0
    MICROEDGE-SOFTWARE 7,854 1,527 6,327 0


    TY 2010 LegalFeesSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES 266 0   266


    TY 2010 OtherExpensesSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    DUES & SUBSCRIPTIONS 7,158 0   7,158
    INSURANCE 60,715 60,715   0
    OFFICE EXPENSE 10,546 0   10,546
    POSTAGE 1,391 0   1,391
    REPAIRS & MAINTENANCE 188 0   188
    AMORTIZATION 1,527 0   0


    TY 2010 OtherIncomeSchedule2
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    SEC. 1256 GAIN FROM PASSTHROUGH INVESTMENT 9,333 9,333 9,333
    SEC. 988 LOSS FROM PASSTHROUGH INVESTMENT 1,541 1,541 1,541
    OTHER PORTFOLIO INCOME/DEDUCTIONS FROM PASSTHROUGHS -4,942 -4,942 -4,942
    ORDINARY INCOME FROM PASSTHROUGH 35,036 35,036 35,036
    INCOME TAX REFUNDS 32,404 32,404 32,404


    TY 2010 OtherProfessionalFeesSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT FEES 32,237 32,237   0


    TY 2010 TaxesSchedule
    Name:
    CRALLE FOUNDATION INC
    EIN: 61-1179672
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    PAYROLL TAXES 10,065 0   10,065
    FOREIGN TAX 1,594 1,594   0