TY 2010 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

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

OMB No. 1545-0052

2010

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

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

Amended returnAddress changeName change

Name of foundation
BELLEMAN'S UCC TA HEFFNER (PF)

Number and street (or P.O. box number if mail is not delivered to street address)ONE M T PLAZA 8TH FLOOR Room/suite

City or town, state, and ZIP code
BUFFALO, NY14203

A Employer identification number

52-7224364

B Telephone number (see page 10 of the instructions)

(716) 842-5506

C If exemption application is pending, check here bullet

D 1. Foreign organizations, check here . bullet

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

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

$423,472J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

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

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

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


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities......	8,619		8,815
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		370
b	Gross sales price for all assets on line 6a 184,099
7	Capital gain net income (from Part IV, line 2)...			370
8	Net short-term capital gain.........				0
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).......
12	Total. Add lines 1 through 11........	8,989		9,185
13	Compensation of officers, directors, trustees, etc.	4,409		4,409
14	Other employee salaries and wages......			0	0	0
15	Pension plans, employee benefits.......			0	0
16a	Legal fees (attach schedule).........					0
b	Accounting fees (attach schedule).......
c	Other professional fees (attach schedule)....					0
17	Interest...............					0
18	Taxes (attach schedule) (see page 14 of the instructions)		219	192		0
19	Depreciation (attach schedule) and depletion...		0	0
20	Occupancy..............
21	Travel, conferences, and meetings.......			0	0
22	Printing and publications..........			0	0
23	Other expenses (attach schedule).......
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	4,628		4,601	0	0
25	Contributions, gifts, grants paid........	16,000				16,000
26	Total expenses and disbursements. Add lines 24 and 25	20,628		4,601	0	16,000
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-11,639
b	Net investment income (if negative, enter -0-)			4,584
c	Adjusted net income (if negative, enter -0-)...				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	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing...............
	2	Savings and temporary cash investments..........	13,030	14,169	14,169
	3	Accounts receivable
		Less: allowance for doubtful accounts		0	0
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see page 15 of the
		instructions)....................
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts 0
	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)........	390,030	377,244	409,303
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........			0
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	403,060	391,413	423,472
	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 )
	23	Total liabilities (add lines 17 through 22)..........		0
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted....................
	25	Temporarily restricted................
	26	Permanently restricted................
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds.........	403,060	391,413
	28	Paid-in or capital surplus, or land, bldg., and equipment fund
	29	Retained earnings, accumulated income, endowment, or other funds
	30	Total net assets or fund balances (see page 17 of the
		instructions)....................	403,060	391,413
	31	Total liabilities and net assets/fund balances (see page 17 of
		the instructions)..................	403,060	391,413

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	403,060
2	Enter amount from Part I, line 27a......................	2	-11,639
3	Other increases not included in line 2 (itemize)	3	0
4	Add lines 1, 2, and 3..........................	4	391,421
5	Decreases not included in line 2 (itemize)	5	8
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30..	6	391,413

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.)		(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	88.836 LSV VALUE EQUITY FUND	2010-01-14	2010-05-11
b	147.098 LSV VALUE EQUITY FUND	2010-01-14	2010-12-30
c	118. ALPINE GLOBAL PREMIER PPTYS	2010-01-14	2010-10-20
d	583.617 ALPINE INTL REAL ESTATE EQ FD	2008-11-19	2010-01-14
e	21.14 ALPINE INTL REAL ESTATE EQ FD	2009-11-24	2010-01-14
	17.915 DREYFUS INTL BOND FD -I	2009-09-24	2010-02-11
	44.755 DREYFUS INTL BOND FD -I	2009-09-24	2010-10-20
	544.039 GOLDMAN SACHS HIGH YIELD FD-I#527	2009-01-26	2010-02-11
	24.314 GOLDMAN SACHS HIGH YIELD FD-I#527	2010-01-14	2010-02-11
	5.237 GUINNESS ATKINSON - CHINA & HK FD	2008-10-13	2010-01-14
	3.027 GUINNESS ATKINSON - CHINA & HK FD	2008-10-13	2010-05-11
	14.728 GUINNESS ATKINSON - CHINA & HK FD	2008-10-13	2010-10-20
	45.941 HARBOR INTERNATIONAL FUND #11	2009-04-17	2010-01-14
	25.443 HARBOR INTERNATIONAL FUND #11	2009-04-17	2010-10-20
	13.507 HARBOR INTERNATIONAL FUND #11	2009-04-17	2010-12-30
	65.052 HARBOR CAPITAL APPRECIATION FUND #12	2007-12-11	2010-01-14
	216.293 HARBOR CAPITAL APPRECIATION FUND #12	2007-12-11	2010-02-11
	13.841 HARBOR CAPITAL APPRECIATION FUND #12	2007-12-11	2010-05-11
	25.726 HARBOR CAPITAL APPRECIATION FUND #12	2009-11-24	2010-10-20
	460.332 HARBOR CAPITAL APPRECIATION FUND #12	2008-10-16	2010-10-20
	328. ING CLARION GLOBAL R/E INCOME FD	2010-01-14	2010-05-11
	12. ING CLARION GLOBAL R/E INCOME FD	2010-01-14	2010-12-30
	19.298 T ROWE PRICE INST L/C GROWTH	2006-10-27	2010-01-14
	497.239 T ROWE PRICE INST L/C GROWTH	2006-10-27	2010-02-11
	58.946 T ROWE PRICE INST L/C GROWTH	2006-10-27	2010-05-11
	94.221 T ROWE PRICE INST L/C GROWTH	2006-10-27	2010-12-30
	36. ISHARES MSCI EAFE INDEX FD	2010-02-11	2010-10-20
	2. ISHARES MSCI EAFE INDEX FD	2010-05-11	2010-10-20
	78. ISHARES RUSSELL 1000 VALUE INDEX FD	2010-02-11	2010-05-11
	158. ISHARES RUSSELL 1000 GROWTH INDEX FD	2010-01-14	2010-02-11
	3.421 LAZARD EMERGING MARKETS PORTFOLIO-IN	2007-08-10	2010-01-14
	29.041 LAZARD EMERGING MARKETS PORTFOLIO-IN	2007-08-10	2010-05-11
	49.775 LAZARD EMERGING MARKETS PORTFOLIO-IN	2007-12-26	2010-10-20
	4.791 LAZARD EMERGING MARKETS PORTFOLIO-IN	2007-12-26	2010-12-30
	17.907 MFS EMERGING MARKETS DEBT FD-CL I	2009-09-24	2010-02-11
	15.722 MFS EMERGING MARKETS DEBT FD-CL I	2009-09-24	2010-10-20
	413.319 MTB SM CAP GRWTH-INST I-FD #555	2006-12-04	2010-01-14
	68.107 MTB SM CAP GRWTH-INST I-FD #555	2006-12-04	2010-05-11
	126.793 MTB SM CAP GRWTH-INST I-FD #555	2007-08-27	2010-12-30
	114.943 MTB SH TERM CORP BD-INST I-#518	2005-01-14	2010-02-11
	81.557 MTB MID CAP GRWTH-INST I-FD #401	2008-02-12	2010-05-11
	180.543 MTB MID CAP GRWTH-INST I-FD #401	2008-07-14	2010-12-30
	1179.923 MTB LGE CAP VAL-INST I #327	2005-01-14	2010-01-14
	71.05 MTB LGE CAP VAL-INST I #327	2005-01-14	2010-05-11
	224.737 MTB LGE CAP VAL-INST I #327	2006-10-27	2010-12-30
	94.397 MTB LGE CAP GRWTH-INST I #299	2006-12-04	2010-05-11
	312.202 MTB LGE CAP GRWTH-INST I #299	2007-05-25	2010-12-30
	111.868 MTB INTL EQ-INST I-FD #270	2006-10-27	2010-01-14
	215.662 MTB INTL EQ-INST I-FD #270	2006-10-27	2010-10-20
	113.745 MTB INTL EQ-INST I-FD #270	2006-10-27	2010-12-30
	59.43 MTB INTERMED TERM BD-INST I-FD #220	2009-06-25	2010-01-14
	1431.096 MTB INTERMED TERM BD-INST I-FD #220	2008-04-25	2010-01-14
	375.932 MTB INTERMED TERM BD-INST I-FD #220	2009-11-24	2010-01-14
	359.456 MTB INCOME FUND-INST I-FD #143	2009-01-26	2010-02-11
	1165.844 MTB INCOME FUND-INST I-FD #143	2009-01-26	2010-10-20
	5.505 MAINSTAY EPOCH GLOBAL EQ YLD FD-I	2010-05-11	2010-12-30
	14.481 MASTERS SELECT INTERNATIONAL FD #306	2007-06-25	2010-01-14
	63.552 MASTERS SELECT INTERNATIONAL FD #306	2007-06-25	2010-10-20
	38.923 MASTERS SELECT INTERNATIONAL FD #306	2007-06-25	2010-12-30
	36.547 MORGAN STANLEY FOCUS GRWTH FD	2010-10-20	2010-12-30
	3.253 RS GLOBAL NATURAL RESOURCES FD-Y	2010-02-11	2010-05-11
	35.808 RS GLOBAL NATURAL RESOURCES FD-Y	2010-02-11	2010-12-30
	82.676 RIDGEWORTH SEIX FL RATE HI INC FD-I	2007-08-27	2010-02-11
	8.022 RIDGEWORTH SEIX FL RATE HI INC FD-I	2007-08-27	2010-12-30
	142.809 VANGUARD INSTITUTIONAL INDEX #94	2008-10-13	2010-01-15
	4.436 VANGUARD INSTITUTIONAL INDEX #94	2009-11-24	2010-01-15
	301.508 CRM MID CAP VALUE FD-INSTL #32	2008-10-16	2010-01-14
	14.801 CRM MID CAP VALUE FD-INSTL #32	2009-11-24	2010-01-14

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	1,144	1,118	26
b	1,996	1,852	144
c	819	807	12
d	13,528	8,036	5,492
e	490	493	-3
	284	289	-5
	792	722	70
	3,721	2,862	859
	166	167	-1
	192	115	77
	104	66	38
	614	322	292
	2,606	1,715	891
	1,516	950	566
	817	504	313
	2,171	2,426	-255
	6,766	8,068	-1,302
	457	516	-59
	876	830	46
	15,674	15,033	641
	2,311	2,296	15
	91	84	7
	277	272	5
	6,668	6,996	-328
	855	829	26
	1,546	1,326	220
	2,050	2,075	-25
	114	103	11
	4,741	4,658	83
	7,578	8,053	-475
	64	81	-17
	534	686	-152
	1,068	1,177	-109
	104	114	-10
	250	250
	241	219	22
	5,650	10,829	-5,179
	970	1,530	-560
	2,100	2,692	-592
	1,169	1,130	39
	983	1,041	-58
	2,665	2,305	360
	11,315	13,097	-1,782
	683	789	-106
	2,380	2,661	-281
	737	989	-252
	2,701	2,961	-260
	982	1,406	-424
	1,934	2,711	-777
	1,036	1,430	-394
	628	603	25
	15,112	13,934	1,178
	3,970	3,887	83
	3,505	3,289	216
	11,973	10,667	1,306
	82	73	9
	196	311	-115
	922	1,363	-441
	584	835	-251
	1,355	1,251	104
	101	95	6
	1,358	1,051	307
	713	789	-76
	72	77	-5
	14,848	15,193	-345
	461	451	10
	7,550	7,828	-278
	371	351	20

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			26
b			144
c			12
d			5,492
e			-3
			-5
			70
			859
			-1
			77
			38
			292
			891
			566
			313
			-255
			-1,302
			-59
			46
			641
			15
			7
			5
			-328
			26
			220
			-25
			11
			83
			-475
			-17
			-152
			-109
			-10

			22
			-5,179
			-560
			-592
			39
			-58
			360
			-1,782
			-106
			-281
			-252
			-260
			-424
			-777
			-394
			25
			1,178
			83
			216
			1,306
			9
			-115
			-441
			-251
			104
			6
			307
			-76
			-5
			-345
			10
			-278
			20

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	370
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see pages 13 and 17 of the instructions). If (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . .		3

Part V

Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income

(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

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

Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period? Yes No

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

1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a) Base period years Calendar year (or tax year beginning in)	(b) Adjusted qualifying distributions	(c) Net value of noncharitable-use assets	(d) Distribution ratio (col. (b) divided by col. (c))
2009	15,600	346,851	0.044976
2008	24,841	421,834	0.058888
2007	24,900	512,521	0.048583
2006	23,200	481,306	0.048202
2005	23,701	429,909	0.05513

2	Total of line 1, column (d) ......................	2	0.25578
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	0.051156
4	Enter the net value of noncharitable-use assets for 2010 from Part X, line 5.....	4	395,020
5	Multiply line 4 by line 3.......................	5	20,208
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	46
7	Add lines 5 and 6.........................	7	20,254
8	Enter qualifying distributions from Part XII, line 4..............	8	16,000
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions on page 18.

Form 990-PF (2010)

Page 4

Part VI

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

1a	Exempt operating foundations described in section 4940(d)(2), check hereand enter “N/A” on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Domestic foundations that meet the section 4940(e) requirements in Part V, check	1	92
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2	0
3	Add lines 1 and 2............................	3	92
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	92
6	Credits/Payments:

a	2010 estimated tax payments and 2009 overpayment credited to 2010	6a
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)	6c	0
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	0
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8	0
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9	92
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10
11	Enter the amount of line 10 to be: Credited to 2011 estimated tax	Refunded	11	0

Part VII-A

Statements Regarding Activities

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

Yes

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

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

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

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

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

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

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

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

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

on foundation managers. bullet

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

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

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

Yes

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

Yes

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

instructions) bullet

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

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

Yes

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

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

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

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

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

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

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

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

Yes

Website address bullet

The books are in care of bullet

M AND T BANK Telephone no. bullet

(716) 842-5506

Located at bullet

ONE M AND T PLAZA 8TH FLOORBUFFALONY ZIP+4 bullet

14203

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

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

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

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

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

Form 990-PF (2010)

Page 5

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

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

Yes

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

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

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

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

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

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

(5) Transfer any income or assets to a disqualified person (or make any of either available

for the benefit or use of a disqualified person)?.................YesNo

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

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

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

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

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

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

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

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

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

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

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

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

If “Yes,” list the years bullet

20, 20, 20, 20

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

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

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

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

20, 20, 20, 20

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

If the answer is “Yes” to question 5a(4), does the foundation claim exemption from the

tax because it maintained expenditure responsibility for the grant?............YesNo

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

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

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

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

If “Yes” to 6b, file Form 8870.

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

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

Form 990-PF (2010)

Page 6

Part VIII

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

1 List all officers, directors, trustees, foundation managers and their compensation (see page 22 of the instructions).
(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
M AND T BANK	TRUSTEE 6	4,409
ONE M AND T PLAZA 8TH FLOOR BUFFALO,NY14203	TRUSTEE 6	4,409

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...................				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............. bullet

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.		Expenses
1


2


3


4

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........................... bullet

Part X

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

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

purposes:

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

388,264

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

12,772

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

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

401,036

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

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

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

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

401,036

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

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

6,016

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

395,020

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

19,751

Part XI

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

and do not complete this part.)

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

19,751

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

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

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

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

19,659

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

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

19,659

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

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

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

19,659

Part XII

Qualifying Distributions (see page 25 of the instructions)

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

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

16,000

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

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

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

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4

16,000

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)............

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

16,000

Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
the section 4940(e) reduction of tax in those years.

Form 990-PF (2010)

Page 8

Part XIII

Undistributed Income (see page 26 of the instructions)

		(a) Corpus	(b) Years prior to 2009	(c) 2009	(d) 2010
1 Distributable amount for 2010 from Part XI, line 7					19,659
2 Undistributed income, if any, as of the end of 2010:
a Enter amount for 2009 only.......				0
b Total for prior years:2008, 20, 20			0
3 Excess distributions carryover, if any, to 2010:
a From 2005.......	2,034
b From 2006.......	0
c From 2007.......	63
d From 2008.......	3,867
e From 2009.......	0
fTotal of lines 3a through e.........		5,964
4Qualifying distributions for 2010 from Part
XII, line 4: $ 16,000
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.....					16,000
e Remaining amount distributed out of corpus		0
5 Excess distributions carryover applied to 2010.		3,659			3,659
(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		2,305
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) .............		0
9Excess distributions carryover to 2011. Subtract lines 7 and 8 from line 6a ......		2,305
10 Analysis of line 9:
a Excess from 2006....	0
b Excess from 2007....	0
c Excess from 2008....	2,305
d Excess from 2009....	0
e Excess from 2010....	0

Form 990-PF (2010)

Page 9

Part XIV

Private Operating Foundations (see page 27 of the instructions and Part VII-A, question 9)

1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2010, enter the date of the ruling....... bullet

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

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2010	(b) 2009	(c) 2008	(d) 2007	(e) Total

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

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. (see page 28 of the instructions) to individuals or organizations
under other conditions, complete items 2a, b, c, and d.

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

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)

Page 10

Part XV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
BELLEMAN'S UC OF CHRIST 3540 BELLEMANS CHURCH RD MOHRSVILLE,PA19541	NONE	N/A	CHARITABLE	16,000
Total ................................. 3a				16,000

bApproved for future payment

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

Form 990-PF (2010)

Page 11

Part XVI-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514
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
4 Dividends and interest from securities....			14	8,619
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.....
8Gain or (loss) from sales of assets other than inventory			18	370
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)..				8,989

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

138,989

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

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to the accomplishment of the organization’s exempt purposes (other than by providing funds for such purposes). (See page 28 of the instructions.)

Form 990-PF (2010)

Page 12

Part XVII

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

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

Yes

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

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

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

If “Yes,” complete the following schedule.

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

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer or fiduciary) is based on all information of which preparer has any knowledge.

	Signature of officer or trustee	Date	Title

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

Form 990-PF (2010)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2010 InvestmentsCorpBondsSchedule

Name:

BELLEMAN'S UCC TA HEFFNER (PF)

EIN: 52-7224364

Name of Bond	End of Year Book Value	End of Year Fair Market Value
MTB INTERMEDIATE TERM BOND
MTB INTERNATIONAL EQUITY	43,713	39,377
MTB SHORT TERM CORP BOND	36,302	36,928
CRM MID CAP VALUE FUND
MTB LARGE CAP VALUE INSTIT#327	24,226	26,025
VANGUARD INSTITUTIONAL
T ROWE PRICE INSTIT LG CAP	13,858	16,969
ALPINE INTL REAL EST EQTY TR
HARBOR CAP APPREC #12
MTB LG CAP GRWTH #299	27,102	26,908
MTB SM CAP GTWTH #555	11,266	11,345
HARBOR INTL FUND #11	14,470	22,418
LAZARD EMERGING MKTS	10,002	12,815
MASTERS SELECT INTL FUND	9,207	13,147
GOLDMAN SACHS HI YLD
RIDGEWORTH SEIX FLOATING RATE	16,354	16,884
MTB MID CAP #401	12,129	15,584
GUINNESS ATKINSON CHINA & HK	2,853	4,637
DREYFUS INTL BOND FUND	13,119	13,209
MFS EMERGING MKTS	8,155	8,450
MTB INCOME #143	57,821	60,265
ARTIO GLOBAL HI INCOME	4,300	4,330
LSV VALUE EQUITY FUND	29,664	32,804
MORGAN STANLEY FOCUS	15,683	16,925
ALPINE GLOBAL PREMIER	8,119	8,522
ING CLARION GLOBAL REAL ESTATE	3,910	4,340
MAINSTAY EPOCH	3,941	4,202
RS GLOBAL NATURAL RESOURCES	6,524	8,437
SPDR S&P DIVIDEND	4,526	4,782

- TIN:

TY 2010 OtherDecreasesSchedule

Name:

BELLEMAN'S UCC TA HEFFNER (PF)

EIN: 52-7224364

Description	Amount
ROUNDING	1
ADJ FOR SALE PENDING AT YEAR END	7

- TIN:

TY 2010 TaxesSchedule

Name:

BELLEMAN'S UCC TA HEFFNER (PF)

EIN: 52-7224364

Category	Amount	Net Investment Income
FEDERAL TAXES PRIOR YEAR BALAN	27	0
FOREIGN TAXES ON QUALIFIED FOR	186	186
FOREIGN TAXES ON NONQUALIFIED	6	6