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
DORRANCE FAMILY FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)7600 E DOUBLETREE RANCH RD   Room/suite
City or town, state, and ZIP code
SCOTTSDALE, AZ85258
A Employer identification number

86-0691863
B Telephone number (see page 10 of the instructions)

(480) 367-7000
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$62,669,446J 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 25 25  
4 Dividends and interest from securities...... 2,180,066 2,180,066  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 1,129,856
b Gross sales price for all assets on line 6a 1,208,270
7 Capital gain net income (from Part IV, line 2)... 1,129,856
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 53,201 53,201  
12 Total. Add lines 1 through 11........ 3,363,148 3,363,148  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0 0   0
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule).... Click to see attachment 3,237 3,237   0
17 Interest...............        
18 Taxes (attach schedule) (see page 14 of the instructions) Click to see attachment 19,187 9,187   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 183,592 1,390   182,202
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 206,016 13,814   182,202
25 Contributions, gifts, grants paid........ 6,656,211 6,656,211
26 Total expenses and disbursements. Add lines 24 and 25 6,862,227 13,814   6,838,413
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -3,499,079
b Net investment income (if negative, enter -0-) 3,349,334
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...............      
2 Savings and temporary cash investments.......... 614,201 214,595 214,595
3 Accounts receivable bullet30
Less: allowance for doubtful accounts bullet     30 30
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)      
b Investments—corporate stock (attach schedule)........      
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 49,615,239 Click to see attachment53,734,434 62,454,821
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 50,229,440 53,949,059 62,669,446
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) Click to see attachment0 Click to see attachment1,000,000
23 Total liabilities (add lines 17 through 22).......... 0 1,000,000
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......... 0 0
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds 50,229,440 52,949,059
30 Total net assets or fund balances (see page 17 of the
instructions).................... 50,229,440 52,949,059
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 50,229,440 53,949,059
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 50,229,440
2 Enter amount from Part I, line 27a...................... 2 -3,499,079
3 Other increases not included in line 2 (itemize) bulletClick to see attachment 3 6,218,698
4 Add lines 1, 2, and 3.......................... 4 52,949,059
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 52,949,059
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 DFE ASSET MANAGEMENT LLC P    
b DFE ASSET MANAGEMENT LLC P    
c DFE ALTERNATIVE INVESTMENTS LLC P    
d DFE ALTERNATIVE INVESTMENTS LLC P    
e
(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 372,155     372,155
b 795,522     795,522
c 40,593     40,593
d     78,414 -78,414
e
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       372,155
b       795,522
c       40,593
d       -78,414
e
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 1,129,856
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 6,269,045 57,551,275 0.108930
2008 9,067,613 67,742,493 0.133854
2007 8,333,522 69,755,531 0.119468
2006 6,915,184 65,791,953 0.105107
2005 4,386,022 62,582,901 0.070083
2 Total of line 1, column (d) ...................... 2 0.537442
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 0.107488
4 Enter the net value of noncharitable-use assets for 2010 from Part X, line 5..... 4 60,974,642
5 Multiply line 4 by line 3....................... 5 6,554,042
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 33,493
7 Add lines 5 and 6......................... 7 6,587,535
8 Enter qualifying distributions from Part XII, line 4.............. 8 7,838,413
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 33,493
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 33,493
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 33,493
6 Credits/Payments:
a 2010 estimated tax payments and 2009 overpayment credited to 2010 6a 17,760
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868) 6c 40,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 57,760
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 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 24,267
11 Enter the amount of line 10 to be: Credited to 2011 estimated taxBullet24,267 Refunded Bullet 11 0
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)bulletAZ
    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 ofbulletBENNETT DORRANCE Telephone no.bullet (480) 367-7000
    Located atbullet7600 E DOUBLETREE RANCH RD STE 300SCOTTSDALEAZ ZIP+4bullet85258
    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
    BENNETT DORRANCE PRESIDENT
    2.00     		0 0 0
    7600 E DOUBLETREE RANCH RD 300
    SCOTTSDALE,AZ85258
    JACQUELYN W DORRANCE SECRETARY
    2.00     		0 0 0
    7600 E DOUBLETREE RANCH RD 300
    SCOTTSDALE,AZ85258
    BENNETT DORRANCE JR VICE PRESIDENT
    2.00     		0 0 0
    7600 E DOUBLETREE RANCH RD 300
    SCOTTSDALE,AZ85258
    ASHLEY DORRANCE KAPLAN TREASURER
    2.00     		0 0 0
    7600 E DOUBLETREE RANCH RD 300
    SCOTTSDALE,AZ85258
    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
    61,015,148
    b
    Average of monthly cash balances.......................
    1b
    888,042
    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
    61,903,190
    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
    61,903,190
    4
    Cash deemed held for charitable activities. Enter 1 1⁄2% of line 3 (for greater amount, see page 25
    of the instructions) ............................
    4
    928,548
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    60,974,642
    6
    Minimum investment return. Enter 5% of line 5...................
    6
    3,048,732
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    3,048,732
    2a
    Tax on investment income for 2010 from Part VI, line 5......
    2a
    33,493
    b
    Income tax for 2010. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    33,493
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    3,015,239
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4.............................
    5
    3,015,239
    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
    3,015,239
    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
    6,838,413
    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) Click to see attachment.................
    3b
    1,000,000
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    7,838,413
    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
    33,493
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4...............
    6
    7,804,920
    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 3,015,239
    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....... 1,789,757
    b From 2006....... 3,685,596
    c From 2007....... 5,156,617
    d From 2008....... 5,680,488
    e From 2009....... 3,426,923
    fTotal of lines 3a through e......... 19,739,381
    4Qualifying distributions for 2010 from Part
    XII, line 4: bullet$ 7,838,413
    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..... 3,015,239
    e Remaining amount distributed out of corpus 4,823,174
    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 24,562,555
    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) .............     		1,789,757
    9Excess distributions carryover to 2011.
    Subtract lines 7 and 8 from line 6a ......     		22,772,798
    10 Analysis of line 9:
    a Excess from 2006.... 3,685,596
    b Excess from 2007.... 5,156,617
    c Excess from 2008.... 5,680,488
    d Excess from 2009.... 3,426,923
    e Excess from 2010.... 4,823,174
    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).)
    BENNETT DORRANCE
    JACQUELYN W DORRANCE
    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:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    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
    AMERICAN DIABETES ASSOCIATION
    5333 NORTH 7TH ST STE B212
    PHOENIX,AZ85014     		  PUBLIC TO SUPPORT FATHER OF THE YEAR EVENT 1,500
    AMERICAN LIFE LEAGUE
    PO BOX 1350
    STAFFORD,VA22555     		  PUBLIC TO SUPPORT GENERAL OPERATION 2,000
    AMERICAN LUNG ASSOCIATION OF ARIZONA
    102 W MCDOWELL ROAD
    PHOENIX,AZ85003     		  PUBLIC TO SUPPORT ASTHMA WALK 5,000
    THE ANIMAL LEAGUE OF GREEN VALLEY
    1600 W DUVAL MINE RD
    GREEN VALLEY,AZ85614     		  PUBLIC TO SUPPORT GENERAL OPERATION 1,000
    ARIZONA COMMUNITY FOUNDATION
    2201 E CAMELBACK ROAD SUITE 202
    PHOENIX,AZ85016     		  PUBLIC TO FUND SCHOLARSHIP PROGRAM 2,383,917
    ARIZONA DIAMONDBACKS FOUNDATION
    401 E JEFFERSON
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT ARIZONA DIAMONDBACKS 5,000
    ARIZONA FOUNDATION FOR WOMEN
    2828 N CENTRAL AVE
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT ANGELS ON PATROL 2,500
    ARIZONA HUMANE SOCIETY
    1521 W DOBBINS ROAD
    PHOENIX,AZ85041     		  PUBLIC TO SUPPORT ANIMALS SHELTER AND IMPROVING LIFE OF ANIMALS 3,500
    ARIZONA KIDNEY FOUNDATION
    5921 E INDIAN BEND ROAD
    PARADISE VALLEY,AZ85253     		  PUBLIC TO SUPPORT ARIZONA WITH KIDNEY DISEASE AND PROVIDE EDUCATION ABOUT GOOD KIDN 10,500
    ARIZONA SCIENCE CENTER
    600 EAST WASHINGTON STREET
    PHOENIX,AZ85004     		  PUBLIC TO ENHANCE SCIENCE LEARNING ACROSS THE STATE OF ARIZONA 25,000
    ARIZONA SPINAL CORD INJURY ASSOCIATION
    5025 E WASHINGTON STREET STE 110
    PHOENIX,AZ85034     		  PUBLIC TO SUPPORT SPINAL CORD RESEARCH 5,000
    ASSOCIATION FOR SMALL FOUNDATIONS
    1720 N STREET NW
    WASHINGTON,DC20036     		  PUBLIC TO ENHANCE AND SUPPORT PHILANTHROPY 745
    ASU FOUNDATION
    PO BOX 2260
    PHOENIX,AZ852802260     		  PUBLIC TO SUPPORT BIODESIGN RESEARCH AND WOMEN AND PHILANTHROPY 1,026,000
    ARIZONA STATE UNIVERSITY
    PO BOX 872803 MAIL CODE 5001/BUILDI
    G BDA/ROOM 110A
    TEMPE,AZ852872830     		  PUBLIC TO SUPPORT SUN DEVIL CLUB 7,500
    BALLET ARIZONA
    3645 E INDIAN SCHOOL ROAD
    PHOENIX,AZ85018     		  PUBLIC TO SUPPORT BALLET ARIZONA 30,000
    BANNER ALZHEIMER'S FOUNDATION
    2025 NORHT 3RD STREET SUITE 250
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT BANNER ALZHEIMER INSTITUTE 6,500
    BARNARD COLLEGE
    BOX AS 3009 BROADWAY
    NEW YORK,NY100276598     		  PUBLIC TO SUPPORT BARNARD FUND 10,000
    BARROW NEUROLIGICAL FOUNDATION
    350 W THOMAS ROAD
    PHOENIX,AZ85013     		  PUBLIC TO SUPPORT WHITE COLLAR FELLOW SPONSORSHIP 25,000
    BOYS & GIRLS CLUBS OF METRO PHOENIX
    2645 NORTH 24TH ST
    PHOENIX,AZ850081824     		  PUBLIC TO SUPPORT BOYS & GIRLS CLUBS 10,000
    BOYS HOPE GIRLS HOPE
    3443 N CENTRAL AVENUE SUITE 713
    PHOENIX,AZ85012     		  PUBLIC TO SUPPORT GENERAL OPERATION 1,000
    BRAVO VAIL VALLEY MUSIC FESTIVAL
    PO BOX 2270
    VAIL,CO81658     		  PUBLIC TO SUPPORT ANNUAL MUSIC FESTIVAL 15,000
    CENTER FOR ARIZONA POLICY
    7227 N 16TH STREET STE 250
    PHOENIX,AZ85020     		  PUBLIC TO SUPPORT CENTER FOR ARIZONA POLICY 2,500
    CYSTIC FIBROSIS FOUNDATION
    3800 N CENTRAL AVE STE 700
    PHOENIX,AZ85012     		  PUBLIC TO SUPPORT CYSTIC FIBROSIS FOUNDATION 2,000
    DESERT BOTANICAL GARDEN
    1201 B GALVIN PARKWAY
    PHOENIX,AZ850081824     		  PUBLIC TO SUPPORT GENERAL OPERATION 57,000
    DOCTORS WITHOUT BORDERS
    PO BOX 5030
    HAGERSTOWN,MD21741     		  PUBLIC TO SUPPORT GENERAL OPERATION 2,000
    FLORENCE CRITTENTON
    715 W MARIPOSA STREET
    PHOENIX,AZ85013     		  PUBLIC TO SUPPORT FLORENCE CRITTENTON 37,500
    FOOTHILLS ANIMAL RESCUE
    23030 N PIMA RD
    SCOTTSDALE,AZ85255     		  PUBLIC TO SUPPORT FOOTHILLS ANIMAL RESCUE 2,000
    FREE ARTS OF ARIZONA
    103 W HIGHLAND AVE STE 200
    PHOENIX,AZ85013     		  PUBLIC TO SUPPORT THE ART HEELS LUNCHEON 5,000
    GENESIS ACADEMY CHARTER HIGH SCHOOL
    PO BOX 24430
    PHOENIX,AZ85074     		  PUBLIC TO SUPPORT GENESIS ACADEMY 5,000
    GILBERT FOOTBALL ASSOCIATION
    2521 E MILKY WAY
    GILBERT,AZ85295     		  PUBLIC TO SUPPORT GILBERT DAWGS FOOTBALL 500
    GIRL SCOUTS
    119 E CORONADO
    PHOENIX,AZ850041512     		  PUBLIC TO SUPPORT ARIZONA CACTUS PINE 5,000
    GRAND CANYON TRUST
    2601 N FORT VALLEY RD
    FLAGSTAFF,AZ86001     		  PUBLIC TO SUPPORT CONSERVATION OF THE GRAND CANYON 5,000
    GRAYSON'S GIFT
    11204 NORWALK BOULEVARD
    SANTA FE SPRINGS,CA90670     		  PUBLIC TO SUPPORT GRAYSON'S GIFT CAMPAIGN 10,000
    HAWAII ISLAND HUMANE SOCIETY
    74-5225 QUEEN KAAHUMANU HWY
    KAILUA KONA,HI96740     		  PUBLIC TO SUPPORT HAWAII ISLAND HUMANE SOCIETY 2,500
    HAWAII PERFORMING ARTS FESTIVAL
    4011 PRIMAVERA ROAD B
    SANTA BARBARA,CA93110     		  PUBLIC TO SUPPORT HAWAII PERFORMANCE ARTS FESTIVAL 4,000
    HAWAII WILDLIFE CENTER
    PO BOX 551752
    KAPAAU,HI96755     		  PUBLIC TO SUPPORT HAWAII WILDLIFE CENTER 2,000
    HEARD MUSEUM
    2301 N CENTRAL AVENUE
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT THE EDUCATION OF THE PUBLIC ABOUT NATIVE CULTURES THROUGH EVENTS, 5,000
    HOMEWARD BOUND
    2302 WEST COLTER STREET
    PHOENIX,AZ85015     		  PUBLIC TO SUPPORT KIDS CORNER LEARNING CENTER 5,000
    JOE FOSS INSTITUTE
    14415 N 73RD STREET
    SCOTTSDALE,AZ852603130     		  PUBLIC TO SUPPORT STARS & STRIPES 10,000
    KAHILU THEATER FOUNDATION
    PO BOX 549
    KAMUELA,HI96743     		  PUBLIC TO SUPPORT KAHILY THEATRE 19,000
    KAMUELA PHILHARMONIC
    PO BOX 6682
    KAMUEL,HI96743     		  PUBLIC TO SUPPORT MULTI MEDIA PRESENTATION 23,867
    KOHALA HOSPITAL
    54-383 HOSPITAL RD
    KAPAAU,HI96755     		  PUBLIC TO SUPPORT KOHALA HOSPITAL 2,000
    KUKIO COMMUNITY FUND
    PO BOX 5349
    KAILUA KONA,HI96745     		  PUBLIC TO SUPPORT COMMUNITY FUND 10,000
    MAGGIE'S PLACE
    PO BOX 1102
    PHOENIX,AZ850011102     		  PUBLIC TO PROVIDE HOUSES OF HOSPITALITY FOR EXPECTANT MOTHERS WHO ARE ALONE OR LIVI 1,000
    MALAMA KAI FOUNDATION
    PO BOX 6882
    KAMUELA,HI96743     		  PUBLIC TO SUPPORT MALAMA KAI FOUNDATION 1,000
    MDA HUNT FOR THE CURE
    3105 E SKELLY DRIVE 221
    TULSA,OK74105     		  PUBLIC TO SUPPORT GENERAL OPERATION 500
    MI CASA AMIGOS DE LOS NINOS
    PO BOX 02-5368
    MIAMI,FL33102     		  PUBLIC TO SUPPORT GENERAL OPERATION 1,000
    NAU FOUNDATION
    PO BOX 4094
    FLAGSTAFF,AZ860114094     		  PUBLIC TO SUPPORT GENERAL OPERATION 2,000
    NORTH HAWAII HOSPICE
    65-1328 KAWAIHAE RD
    KAMUELA,HI96743     		  PUBLIC TO SUPPORT NORTH HAWAII HOSPICE 5,000
    NORTH KOHALA
    55-514 HAWI ROAD PO BOX 2
    HAWI,HI96719     		  PUBLIC TO SUPPORT YOGA PROGRAM 9,000
    NORTH KOHALA COMMUNITY RESOURCE CENTER
    PO BOX 519
    HAWI,HI96719     		  PUBLIC TO SUPPORT COMMUNITY CENTER 23,000
    NOT MY KID
    5230 E SHEA BLVD 100
    SCOTTSDALE,AZ85254     		  PUBLIC TO SUPPORT SUN DEVIL CLUB AND NOMYKID 50,000
    OPENING MINDS THROUGHT THE ARTS
    2025 E WINSETT STREET
    TUCSON,AZ85719     		  PUBLIC TO SUPPORT GENERAL OPERATION 2,000
    POPSICLE CENTER
    8711 E PINNACLE PEAK ROAD 290
    SCOTTSDALE,AZ85255     		  PUBLIC TO SUPPORT THE POPSICLE CENTER 60,000
    PARADISE VALLEY BOOSTER CLUB
    PARADISE VALLEY
    PARADISE VALLEY,AZ85253     		  PUBLIC TO SUPPORT THE CLUB 1,000
    PHILLIPS EXETER ACADEMY
    20 MAIN STREET
    EXETER,NH03833     		  PUBLIC TO SUPPORT THE ACADEMY 2,500
    PHOENIX ART MUSEUM
    1625 N CENTRAL AVENUE
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT ARTS AND THE MUSEUM 124,000
    PHOENIX COUNTRY DAY SCHOOL
    3901 EAST STANFORD DRIVE
    PARADISE VALLEY,AZ85253     		  PUBLIC TO SUPPORT THE ENDOWMENT FUND 10,000
    PHOENIX SYMPHONY
    1 NORTH FIRST STREET 200
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT THE FORTE CONCERT 10,000
    PHOENIX ZOO
    455 N GALVIN PARKWAY
    PHOENIX,AZ85008     		  PUBLIC TO SUPPORT ZOO OPERATIONS 10,000
    RANCHO FELIZ CHARITABLE
    6910 E FIFTH AVENUE
    SCOTTSDALE,AZ85251     		  PUBLIC TO SUPPORT RANCHO FELIZ WHICH PROVIDES FOOD, CLOTHING, AND SHELTER TO ABANDO 51,000
    REDEEMING GRACE CHURCH
    4303 W VAN BUREN
    PHOENIX,AZ85043     		  PUBLIC TO SUPPORT GENERAL OPERATION 1,000
    THE RUMSON COUNTRY DAY SCHOOL
    35 BELLEVUE AVE
    RUMSON,NJ07760     		  PUBLIC TO SUPPORT GENERAL OPERATION 1,000
    RYAN HOUSE
    PO BOX 16234
    PHOENIX,AZ85011     		  PUBLIC TO SUPPORT RYAN HOUSE CARING FOR CHILDREN 2,000
    SCOTTSDALE HEALTHCARE FOUNDATION
    10001 N 92ND STREET 121
    SCOTTSDALE,AZ85258     		  PUBLIC TO SUPPORT 2010 HONOR BALL AND SUPPORT THE FOUNDATION 20,000
    SCOTTSDALE YOUTH FOOTBALL
    PO BOX 5731
    SCOTTSDALE,AZ85261     		  PUBLIC TO SUPPORT SCOTTSDALE YOUTH FOOTBALL 500
    SOUTHWEST CENTER FOR HIV
    1144 E MCDOWELL ROAD 200
    PHOENIX,AZ85006     		  PUBLIC TO SUPPORT LEADING IN THE FIGHT AGAINST HIV/AIDS 1,000
    ST LAWRENCE UNIVERSITY
    23 RAMODA DRIVE
    CANTON,OH13617     		  PUBLIC TO SUPPORT GENERAL OPERATION 2,500
    ST MARY'S FOOD BANK
    2831 NORTH 31ST AVENUE
    PHOENIX,AZ850091518     		  PUBLIC TO SUPPORT FOOD BANK OPERATIONS 1,000
    TGEN FOUNDATION
    400 N FIFTH STREET 1650
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT THE FOUNDATION 250,000
    THE KOHALA CENTER
    PO BOX 437462
    KAMUELA,HI96743     		  PUBLIC TO SUPPORT THE CENTER OPERATION 2,000
    THE LAWRENCEVILLE SCHOOL
    PO BOX 6125
    LAWRENCEVILLE,NJ08648     		  PUBLIC TO SUPPORT THE LAWRENCEVILLE FUND 2,500
    THE MAKALI'I
    PO BOX 384360
    WAIKOLOA,HI96738     		  PUBLIC TO SUPPORT THE MAKALI'I 1,000
    THE NATURE CONSERVANCY
    7600 N 15TH STREET 100
    PHOENIX,AZ850204330     		  PUBLIC TO SUPPORT THE CONSERVANCY IN THEIR EFFORTS TO PRESERVE PRECIOUS LANDS AND W 1,000,000
    THE WELLNESS COMMUNITY ARIZONA
    360 E PALM LANE
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT VOICE OF HOPE CAMPAIGN 50,000
    TRENDS CHARITABLE FUND
    8101 NORTH 47TH STREET
    PARADISE VALLEY,AZ85253     		  PUBLIC TO SUPPORT THE CHARITABLE FUND 2,000
    UNITED WAY - VALLEY OF THE SUN
    1515 E OSBORN ROAD
    PHOENIX,AZ85014     		  PUBLIC TO SUPPORT UNITED WAY 25,000
    UNIVERSITY OF HAWAII FOUNDATION
    200 WEST KAWILI STREET
    HILO,HI967204091     		  PUBLIC TO SUPPORT UNIVERSITY OF HAWAII 23,682
    UNIVERSITY OF MONTANA FOUNDATION
    32125 BIO STATION LANE
    POLSON,MT598606815     		  PUBLIC TO SUPPORT GENERAL OPERATION 2,500
    USA CYCLING DEVELOPMENT FOUNDATION
    210 USA CYCLING POINT SUITE 100
    COLORADO SPRINGS,CO80919     		  PUBLIC TO SUPPORT THE USA CYCLING ATHLETIC DEVELOPMENT PROGRAMS 25,000
    USO ARIZONA
    PO BOX 21341
    PHOENIX,AZ85036     		  PUBLIC TO SUPPORT USO 7,000
    VALLEY YOUTH THEATER
    807 NORTH THIRD STREET
    PHOENIX,AZ85004     		  PUBLIC TO SUPPORT VALLEY YOUTH THEATRE 1,000
    VETERANS MEDICAL LEADERSHIP COUNCIL
    16024 N 3RD AVENUE
    PHOENIX,AZ85023     		  PUBLIC TO SUPPORT RETURNING COMBAT VETERANS 6,000
    WHISPERING HOPE RANCH
    9045 EAST PIMA CENTER PARKWAY
    SCOTTSDALE,AZ85258     		  PUBLIC TO SUPPORT CHILDREN WITH SPECIAL NEEDS 25,000
    WILD ANIMAL SANCTUARY
    1946 COUNTY ROAD 53
    KEENESBURG,CO80643     		  PUBLIC TO SUPPORT GENERAL OPERATION 2,000
    WILD ROCKIES FIELD INSTITUTE
    PO BOX 7071
    MISSOULA,MT59807     		  PUBLIC TO SUPPORT WRFI 1,000
    YALE UNIVERSITY
    P BOX 2038
    NEW HAVEN,CT065212038     		  PUBLIC TO SUPPORT YALE ALUMNI FOUNDATION 25,000
    YOUNG LIFE
    7439 E EARLL DRIVE
    SCOTTSDALE,AZ85251     		  PUBLIC TO HELP CHILDREN LEARN THE GOOD NEWS OF GOD'S LOVE 10,000
    YOUNG LIFE PARK CITY
    PO BOX 681913
    PARK CITY,UT84068     		  PUBLIC TO HELP CHILDREN LEARN THE GOOD NEWS OF GOD'S LOVE 10,000
    NATURE CONSERVANCY
    7600 N 15TH STREET 100
    PHOENIX,AZ85020     		  PUBLIC TO SUPPORT THE CONSERVANCY IN THEIR EFFORTS TO PRESERVE PRECIOUS LANDS AND W 1,000,000
    Total .................................bullet 3a 6,656,211
    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 25  
    4 Dividends and interest from securities....     14 2,180,066  
    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.....     14 53,201  
    8Gain or (loss) from sales of assets other than inventory     18 1,129,856  
    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 3,363,148 0
    13Total. Add line 12, columns (b), (d), and (e)...................
    133,363,148
    (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.)
    ALL SUPPORT EXEMPT PURPOSE
    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 CashDistributionExplnStmt
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Explanation:
    (A)IN CALENDAR YEAR 2010, THE DORRANCE FAMILY FOUNDATION IS SETTING ASIDE $1,000,000 RESTRICTED TO THE NATURE CONSERVANCY'S NATURE MATTERS CAMPAIGN FOR A SUSTAINABLE FUTURE FOR ARIZONA. THE CAMPAIGN WAS BUILT AROUND FOUR KEY STRATEGIES; SECURE WATER FOR OUR FUTURE, RESTORE THE HEALTH OF OUR LAND, GROW IN A SUSTAINABLE WAY, AND BUILD SUPPORT AND CAPACITY FOR CONSERVATION.(B)THE DORRANCE FAMILY FOUNDATION WILL BE FUNDING THE AMOUNT SET ASIDE WITHIN A PERIOD OF TIME NOT MORE THAN 60 MONTHS AS FOLLOWS:- 2011 $1,000,000(C)THE NATURE MATTERS CAMPAIGN PROJECT WILL NOT BE COMPLETED BEFORE THE END OF 2010.

    TY 2010 InvestmentsOtherSchedule2
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    SHORT TERM INVESTMENT FUND AT COST 0 0
    DFE ASSET MANAGEMENT LLC AT COST 42,772,225 49,119,532
    DFE ALTERNATIVE INVESTMENTS LLC AT COST 10,962,209 13,335,289

    TY 2010 OtherExpensesSchedule
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    DUES AND SUBSCRIPTIONS 10 5   5
    INVESTMENT EXPENSES FROM PASSTHROUGH INVESTMENTS 224 224   0
    INVESTMENT INTEREST FROM PASSTHROUGH INVESTMENTS 67 67   0
    MANAGMENT FEE 181,311 0   181,311
    MEALS 187 93   94
    OFFICE EXPENSES 54 27   27
    OTHER DEDUCTIONS FROM PASSTHROUGH INVESTMENTS 210 210   0
    TELEPHONE 214 107   107
    TRAVEL 1,315 657   658


    TY 2010 OtherIncomeSchedule2
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    CLASS ACTION SETTLEMENT FROM INVESTMENTS 1,360 1,360 1,360
    ORDINARY INCOME FROM PARTNERSHIP INTERESTS 40,437 40,437 40,437
    OTHER INCOME FROM PARTNERSHIP INTERESTS 11,404 11,404 11,404


    TY 2010 OtherIncreasesSchedule
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Description Amount
    ADJUST FMV OF ASSETS TO COST BASIS 6,218,698


    TY 2010 OtherLiabilitiesSchedule
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Description Beginning of Year - Book Value End of Year - Book Value
    PLEDGE TO THE NATURE CONSERVANCY 0 1,000,000


    TY 2010 OtherProfessionalFeesSchedule
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    MANAGEMENT FEES 3,237 3,237   0


    TY 2010 TaxesSchedule
    Name:
    DORRANCE FAMILY FOUNDATION
    EIN: 86-0691863
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FEDERAL EXCISE TAX 10,000 0   0
    FOREIGN TAXES 9,187 9,187   0