TY 2010 Form 990PF

- TIN:

Form990-PF
Click to see attachment

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
THE BRETTLER FAMILY FOUNDATION
C/O STEPHEN R BLACK

Number and street (or P.O. box number if mail is not delivered to street address)701 FIFTH AVENUE NO 5500 Room/suite

City or town, state, and ZIP code
SEATTLE, WA98104

A Employer identification number

91-2014618

B Telephone number (see page 10 of the instructions)

(206) 292-9953

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

$11,228,631J 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	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)	960,929
2	Check
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities......	307,625		307,625
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		273,475
b	Gross sales price for all assets on line 6a 4,213,927
7	Capital gain net income (from Part IV, line 2)...			291,116
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).......
12	Total. Add lines 1 through 11........	1,542,029		598,741
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).........		293	147	146
b	Accounting fees (attach schedule).......		14,371	7,186	7,185
c	Other professional fees (attach schedule)....		52,544	52,544	0
17	Interest...............
18	Taxes (attach schedule) (see page 14 of the instructions)		1,644	1,644	0
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	68,852		61,521	7,331
25	Contributions, gifts, grants paid........	716,568			716,568
26	Total expenses and disbursements. Add lines 24 and 25	785,420		61,521	723,899
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	756,609
b	Net investment income (if negative, enter -0-)			537,220
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	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..........	1,612,495	748,585	748,585
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see page 15 of the
		instructions)....................
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use...............
	9	Prepaid expenses and deferred charges...........
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule)........	1,500,977	2,398,861	2,996,809
	c	Investments—corporate bonds (attach schedule)........	6,497,469	7,214,177	7,380,089
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )	1,450	7,377	103,148
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	9,612,391	10,369,000	11,228,631
	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	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.........	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	9,612,391	10,369,000
	30	Total net assets or fund balances (see page 17 of the
		instructions)....................	9,612,391	10,369,000
	31	Total liabilities and net assets/fund balances (see page 17 of
		the instructions)..................	9,612,391	10,369,000

Part III	Analysis of Changes in Net Assets or Fund Balances
1	Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree
	with end-of-year figure reported on prior year’s return)...............	1	9,612,391
2	Enter amount from Part I, line 27a......................	2	756,609
3	Other increases not included in line 2 (itemize)	3	0
4	Add lines 1, 2, and 3..........................	4	10,369,000
5	Decreases not included in line 2 (itemize)	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	10,369,000

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
1 a	PUBLICLY TRADED SECURITIES	P
b	PUBLICLY TRADED SECURITIES	D
c
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	4,147,893	3,873,776	274,117
b	66,034	49,035	16,999
c
d
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			274,117
b			16,999
c
d
e

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	291,116
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	703,253	8,995,713	0.078176
2008	414,497	10,531,256	0.039359
2007	491,893	10,173,515	0.048350
2006	332,158	8,635,724	0.038463
2005	315,015	7,210,678	0.043687

2	Total of line 1, column (d) ......................	2	0.248035
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	0.049607
4	Enter the net value of noncharitable-use assets for 2010 from Part X, line 5.....	4	10,221,147
5	Multiply line 4 by line 3.......................	5	507,040
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	5,372
7	Add lines 5 and 6.........................	7	512,412
8	Enter qualifying distributions from Part XII, line 4..............	8	723,899
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	5,372
	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	5,372
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	5,372
6	Credits/Payments:

a	2010 estimated tax payments and 2009 overpayment credited to 2010	6a	6,327
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)	6c
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	6,327
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	955
11	Enter the amount of line 10 to be: Credited to 2011 estimated tax955	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

$ 0(2) On foundation managers. bullet

$ 0

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

on foundation managers. bullet

$ 0

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

N/A

The books are in care of bullet

STEPHEN BLACK Telephone no. bullet

(206) 292-9953

Located at bullet

701 FIFTH AVENUE 5500SEATTLEWA ZIP+4 bullet

98104

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
DANIEL E BRETTLER	DIRECTOR 1.00	0	0	0
20 WEST GALER STREET SEATTLE,WA98119	DIRECTOR 1.00	0	0	0
CINDY S BRETTLER	DIRECTOR 1.00	0	0	0
20 WEST GALER STREET SEATTLE,WA98119	DIRECTOR 1.00	0	0	0
STEPHEN R BLACK	DIRECTOR 0.50	0	0	0
701 FIFTH AVENUE 5500 SEATTLE,WA98104	DIRECTOR 0.50	0	0	0

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









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

9,410,567

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

966,232

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

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

10,376,799

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..........................

10,376,799

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

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

155,652

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

10,221,147

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

511,057

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....................

511,057

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

5,372

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

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

5,372

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

505,685

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

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

505,685

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.................................

505,685

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 ..........

723,899

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

723,899

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

5,372

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

718,527

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				505,685
2 Undistributed income, if any, as of the end of 2010:
a Enter amount for 2009 only.......			250,324
b Total for prior years:20, 20, 20		0
3 Excess distributions carryover, if any, to 2010:
a From 2005.......
b From 2006.......
c From 2007.......
d From 2008.......
e From 2009.......
fTotal of lines 3a through e.........	0
4Qualifying distributions for 2010 from Part
XII, line 4: $ 723,899
a Applied to 2009, but not more than line 2a			250,324
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.....				473,575
e Remaining amount distributed out of corpus	0
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	0
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 ..........				32,110
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 ......	0
10 Analysis of line 9:
a Excess from 2006....
b Excess from 2007....
c Excess from 2008....
d Excess from 2009....
e Excess from 2010....

Form 990-PF (2010)

Page 9

Part XIV

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

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

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

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

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).)

DANIEL E BRETTLER

CINDY S BRETTLER

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
BREAST CANCER PREVENTION FUND PO BOX 1508 EVERETT,WA98026	NONE	501(C)(3)	GENERAL OPERATING FUNDS - BREAST CANCER AWARENESS	90
BOYS & GIRLS CLUB 603 STEWART STREET 300 SEATTLE,WA98101	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR YOUTH PROGRAMS	55,100
COLLEGE SUCCESS FOUNDATION 1605 NW SAMMAMISH ROADSUITE 100 ISSAQUAH,WA98027	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR THE LEADERSHIP 1000 SCHO	4,750
FIRST PLACE PO BOX 22536 SEATTLE,WA98122	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR YOUTH PROGRAMS	11,150
MAKE A WISH FOUNDATION 811 FIRST AVENUE SUITE 520 SEATTLE,WA98104	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR YOUTH PROGRAMS	100
AMERICAN CANCER SOCIETY 250 WILLIAMS STREET NW ATLANTA,WA30303	NONE	501(C)(3)	GENERAL OPERATING FUNDS - MEDICAL RESEARCH	50
PLYMOUTH HOUSING GROUP 2209 FIRST AVENUE SEATTLE,WA98121	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR SOLUTIONS FOR HOMELESSNE	176,210
SEATTLE UNION GOSPEL MISSION 3800 SOUTH OTHELLO STREET SEATTLE,WA98118	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR HOMELESS	100
LIFELONG AIDS ALLIANCE 1002 E SENECA SEATTLE,WA98122	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR EDUCATION AND RESEARCH	5,000
SEATTLE MUSIC PARTNERS 4533 SUNNYSIDE AVE N SEATTLE,WA98103	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR MUSIC EDUCATION	500
UNITED WAY OF KING COUNTY 720 SECOND AVENUE SEATTLE,WA98104	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR HOMELESS INITIATIVE & VA	245,178
KPLU 12180 PARK AVE S TACOMA,WA98447	NONE	501(C)(3)	GENERAL OPERATING FUNDS - PUBLIC RADIO	45
WORLD VISION INC PO BOX 9716 FEDERAL WAY,WA98001	NONE	501(C)(3)	GENERAL OPERATING FUNDS - PUBLIC SAFETY AND HUMAN SE	720
WASHINGTON STATE HOLOCAUST EDUCATION RESOURCE CENTER 2031 THIRD AVENUE SEATTLE,WA98121	NONE	501(C)(3)	GENERAL OPERATING FUNDS - HOLOCAUST EDUCATION	250
NORTHWEST HARVEST 711 CHERRY ST SEATTLE,WA98104	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR ENDING HUNGER	5,000
AMERICAN LUNG ASSOICATION 1301 PENNSYLVANIA AVENUE NW WASHINGTON DC,DC20004	NONE	501(C)(3)	GENERAL OPERATING FUNDS - MEDICAL RESEARCH	100
FOOD LIFELINE 1702 NE 150TH STREET SHORELINE,WA981557226	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR ENDING HUNGER	5,000
CHILDHAVEN 316 BROADWAY SEATTLE,WA98122	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR ABUSED CHILDREN	2,500
YOUTHCARE 2500 NE 54TH STREET SEATTLE,WA98105	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR ENDING YOUTH HOMELESSNESS	2,500
MANSAI ASSOCIATION PO BOX 868 MEDINA,WA98039	NONE	501(C)(3)	GENERAL OPERATING FUNDS - EDUCATION, HEALTHCARE & CO	1,000
PLANNED PARENTHOOD 2001 EAST MADISON STREET SEATTLE,WA98122	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR HEALTHCARE PROGRAM FOR L	75
BAILEY-BOUSHAY HOUSE 2720 E MADISON STREET SEATTLE,WA98112	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR PEOPLE WITH HIV	5,000
RECOVERY CAFE PO BOX 2441 SEATTLE,WA98111	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR RECOVERY PROGRAMS	2,500
SOLID GROUND 1501 N 45TH STREET SEATTLE,WA98103	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOR BUILDING COMMUNITY TO EN	188,000
TREEHOUSE 2100 24TH AVENUE SOUTH SEATTLE,WA98144	NONE	501(C)(3)	GENERAL OPERATING FUNDS FOSTER CHILDREN PROGRAMS	5,500
KUOW 4518 UNIVERSITY WAY NE SUITE 310 SEATTLE,WA981054535	NONE	501(C)(3)	GENERAL OPERATING FUND - PUBLIC RADIO	150
Total ................................. 3a				716,568

bApproved for future payment

Total .................................. 3b				0

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
4 Dividends and interest from securities....			14	307,625
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	273,475
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		581,100	0

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

13581,100

(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:

Schedule B
(Form 990, 990-EZ,
or 990-PF)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

OMB No. 1545-0047

2010

Name of organization

THE BRETTLER FAMILY FOUNDATION
C/O STEPHEN R BLACK

Employer identification number

91-2014618

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II.

Special Rules

For a section 501(c)(3) organization filing Form 990 or 990-EZ, that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), and received from any one contributor, during the year, a contribution of the
greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For a section 501(c)(7), (8), or (10) organization filing Form 990, or 990-EZ, that received from any one contributor,
during the year, aggregate contributions of more than $1,000 for use exclusively for religious, charitable,
scientific, literary, or educational purposes, or the prevention of cruelty to children or animals. Complete Parts I, II, and
III.

For a section 501(c)(7), (8), or (10) organization filing Form 990, or 990-EZ, that received from any one contributor,
during the year, contributions for use exclusively for religious, charitable, etc., purposes, but these contributions did
not aggregate to more than $1,000. If this box is checked, enter here the total contributions that were received during
the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule
applies to this organization because it received nonexclusively religious, charitable, etc., contributions of $5,000 or more
during the year. ......................... Arrow Bullet

Caution. An Organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2 of its Form 990, or check the box in the heading of its
Form 990-EZ, or on line 2 of its Form 990-PF, to certify that it does not meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2010)

Name of organization THE BRETTLER FAMILY FOUNDATION C/O STEPHEN R BLACK
Schedule B (Form 990, 990-EZ, or 990-PF) (2010) Page 1 of 1 of Part I
Part I	Contributors (see Instructions)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
1	DANIEL E CINDY S BRETTLER 20 WEST GALER STREET SEATTLE, WA 98119	$335,868	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
2	DANIEL E CINDY S BRETTLER 20 WEST GALER STREET SEATTLE, WA 98119	$625,061	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2010)

Name of organization THE BRETTLER FAMILY FOUNDATION C/O STEPHEN R BLACK
Schedule B (Form 990, 990-EZ, or 990-PF) (2010) Page 1 of 1 of Part II
Part II	Noncash Property (see Instructions)
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
2	SEE ATTACHED STATEMENT	$625,061	2010-12-14
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2010)

Schedule B (Form 990, 990-EZ, or 990-PF) (2010)

Page 1 of 1 of Part III

Name of organization
THE BRETTLER FAMILY FOUNDATION
C/O STEPHEN R BLACK

Employer identification number

91-2014618

Part III

Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
aggregating more than $1,000 for the year. (Complete columns (a) through (e) and the following line entry.)
For organizations completing Part III, enter the total of exclusively religious, charitable, etc.,
contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

Schedule B (Form 990, 990-EZ, or 990-PF) (2010)

Additional Data

Software ID:
Software Version:

- TIN:

TY 2010 AccountingFeesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING FEES	14,371	7,186		7,185

- TIN:

TY 2010 GeneralExplanationAttachment

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Identifier	Return Reference	Explanation
FEES DETAIL	PART I, LINE 16	PART I, LINE 16, COLUMN (A)LINE 16A, LEGAL FEES:NAME OF PROVIDER TYPE OF SERVICE PROVIDED AMOUNT PAID BLACK & YUND LEGAL SERVICES $ 83KARR TUTTLE CAMPBELL LEGAL SERVICES 210 TOTAL $293LINE 16B, ACCOUNTING FEES:NAME OF PROVIDER TYPE OF SERVICE PROVIDED AMOUNT PAID SMITH BUNDAY BERMAN BRITTON, PS FORM 990-PF PREPARATION $14,371 TOTAL $14,371LINE 16C, OTHER PROFESSIONAL FEES:NAME OF PROVIDER TYPE OF SERVICE PROVIDED AMOUNT PAIDRBC DR INVESTMENT ACCOUNT FEES $55WENTWORTH HAUSER & VIOLICK INVESTMENT MANAGEMENT FEES 13,867 KUNATH, KARREN, RINNE & ATKIN INVESTMENT MANAGEMENT FEES 32,373DA DAVIDSON INVESTMENT MANAGEMENT FEES 6,249 TOTAL $52,544
INVESTMENT DETAIL - STOCKS	PART II LINE 10B	PART II - BALANCE SHEET LINE 10B - INVESTMENTS-CORPORATE STOCKS (SEE ALSO STATEMENT 7) COST BASIS FAIR MARKET VALUE 300 SHS BASF 14,138 24,152 600 SHS CAMERON INTERNATIONAL 18,372 30,438 715 SHS AXA SPONSD ADR 13,511 11,942 300 SHS AGRIUM INC 24,003 27,525 690 SHS BHP BILLITON LIMITED 51,592 64,115 350 SHS BRITISH AMERN TOB PLC 21,196 27,195 530 SHS CANADIAN NATL RY CO 22,243 35,229 990 SHS CANADIAN NATURAL RESOURCES 39,562 43,976 550 SHS CANADIAN PACIFIC RAILWAY 27,730 35,646 1450 SHS CIA VALE DO RIO DOCE 39,025 50,127 610 SHS COOPER INDUSTRIES LTD 23,878 35,557 150 SHS CORE LABORATORIES NV 6,362 13,358 405 SHS ENSIGN ENERGY SVCWS INC 5,713 6,103 90 SHS FINNING INTERNATIONAL INC 2,450 2,444 450 SHS INGERSOLL RAND CO LTD 13,073 21,191 710 SHS MANULIFE FINANCIAL CORP 13,823 12,198 2800 SHS NABORS INDUSTRIES LTD 55,213 65,688 875 SHS NESTLE S A 43,324 51,396 1745 SHS NOBLE CORP 54,342 62,419 1085 SHS NOVARTIS AG ADR 54,257 63,961 155 SHS PARTNERRE LTD BERMUDA 11,203 12,454 445 SHS POTASH CORP 58,986 68,899 900 SHS RIO TINTO PLC 54,319 64,494 750 SHS SCHLUMBERGER LTD 52,549 62,625 825 SHS SUNCOR ENERGY INC 30,118 31,589 575 SHS TALISMAN ENERGY INC 10,803 12,759 875 SHS TENARIS SA ADR 30,995 42,858 870 SHS TRANSOCEAN INC 61,432 60,474 570 SHS UNILEVER 15,220 17,898 2705 SHS WEATHERFORD INTL LTD 55,065 61,674 410 SHS DIAGEO 26,282 30,475 1725 SHARES AFFYMETRIX INC 7,986 8,677 230 SHARES ALLEGIANT TRAVEL CO 12,970 11,325 955 SHARES ALTRA HOLDINGS INC 10,374 18,966 350 SHARES ATWOOD OCEANICS INC 8,134 13,080 100 SHARES BIO-RAD LABORATORIES INC CL A 7,906 10,385 1900 SHARES BOISE INC 11,321 15,067 330 SHARES BRISTOW GROUP INC 7,896 15,626 2000 SHARES CADENCE DESIGN SYSTEMS INC 12,445 16,520 1800 SHARES CAMBREX CORP 8,771 9,306 775 SH CATALYST HEALTH SOLUTIONS INC 31,910 36,030 115 SHARES CENTURY ALUMINUM CO 1,240 1,786 1200 SH CHART INDUSTRIES INC COM 28,363 40,536 280 SHARES CHILDRENS PLACE RETAIL ST 12,649 13,899 570 SHARES CONMED CORP 8,950 15,065 1540 SHARES DELUXE CORP 26,516 35,451 445 SHARES DOLLAR FINANCIAL CORP 11,111 12,740 650 SHARES DR1L-QUIP INC 32,885 50,518 245 SHARES EMERGENCY MED SVCS CORP 9,724 15,829 380 SHARES ENPRO INDUSTRIES INC 12,694 15,793 725 SHARES ESTERLINE TECHNOLOGIES CORP 36,494 49,728 495 SH FIRST CASH FINANCIAL SERVICES INC 11,302 15,340 1300 SHARES FORMFACTOR INC 11,002 11,544 330 SHARES FTI CONSULTING INC 10,808 12,302300 SHARES GULFMARK OFFSHORE INC 8,742 9,120 560 SH HAWAIIAN ELECTRIC INDUSTRIES INC 12,791 12,762 1240 SHARES HEALTHWAYS INC 13,541 13,838 5400 SHARES HECLA MINING CO 34,980 60,804 2220 SHARES HEXCEL CORP NEW 30,734 40,160 515 SHARES HURON CONSULTING GROUP INC 11,835 13,622 445 SHARES INTERDIGITAL INC 11,444 18,530 1805 SH INTERNATIONAL RECTIFIER CORP 42,674 53,590 920 SHARES INTREPID POTASH INC 25,295 34,307 630 SHARES JOHN BEAN TECHNOLOGIES CORP 11,346 12,682 725 SHARES KNIGHT CAPITAL CROUP INC 11,549 9,998 1925 SHARES KNOLL INC 27,010 32,205 3200 SHARES LATTICE SEMICONDUCTOR CORP 9,383 19,392 800 SHARES LEAP WIRELESS INTL INC 12,423 9,808 485 SH LINCOLN EDUCATIONAL SERVICES/CORP 9,099 7,522 265 SHARES LUFKIN INDUSTRIES INC 11,597 16,533 590 SHARES MIDDLEBY CORP 37,078 49,808 460 SHARES NORTHWESTERN CORPORATION 13,567 13,262 510 SHARES OCEANEERING INTERNATIONAL INC 25,950 37,551 750 SHARES OFFICEMAX INCORPORATED 12,644 13,275 545 SHARES ORION MARINE GROUP INC 12,282 6,322 320 SHARES PANERA BREAD CO CL A 26,810 32,387 400 SHARES PEGASYSTEMS INC 11,929 14,652 415 SHARES PLANTRONICS INC NEW 11,558 15,446 180 SHARES PORTFOLIO RECOVERY ASSOCIATES 5,653 13,536 225 SHARES QUALITY SYSTEMS INC 7,790 15,710 730 SHARES RADIOSHACK CORP 14,068 13,498 875 SHARES SUNPOWER CORPORATION 12,035 11,226 575 SHARES SWS GROUP INC 8,230 2,904 905 SHARES SYKES ENTERPRISES INC 11,652 18,335 440 SHARES SYNAPTICS INC 11,619 12,927 470 SHARES T-3 ENERGY SERVICES INC 13,740 18,720 275 SHARES TIDEWATER INC 12,820 14,806 4100 SHARES VISHAY INTERTECHNOLOCY INC 40,653 60,188 1445 SHARES VIVUS INC 7,274 13,540 670 SHARES WASHINGTON FEDERAL INC 8,917 11,336 800 SHARES AT&T INC 21,512 23,504 300 SH BERKSHIRE HATHAWAY INC C 16,346 24,033 500 SHARES BOEING CO (BA) 21,391 32,630 1,000 SHARES BRISTOL MYERS SQUIBB CO 22,566 26,480 150 SHARES CHEVRON CORPORATION (CVX) 10,148 13,688 300 SHARES COSTCO WHOLESALE CORP (COST) 12,959 21,663 800 SHARES EXXON MOBIL CORPORATION 49,292 58,496 1,500 SHARES GENERAL ELECTTRICC CO (GE) 19,864 27,435 700 SHARES GRANITE CONSTRUCTION INC 20,483 19,201 400 SHARES HOME DEPOT INC (HD) 11,140 14,024 1,200 SHARES INTEL CORP (INTC) 17,226 25,236 500 SHARES INTERNATIONAL PAPER CO (IP) 11,135 13,620 500 SHARES JOHNSON & JOHNSON (JNJ) 26,179 30,925 1,000 SHARES KBR INC (KBR) 15,626 30,470 5,800 SHARES KULICKE & SOFFA INDUSTRI 35,520 41,760 500 SHARES LILLY ELI & CO (LLY) 17,049 17,520 1,000 SHARES PLUM CREEK TIMBER CO 31,689 37,450 300 SHARES QUALCOMM INC (QCOM) 11,298 14,847 1,500 SHARES REDWOOD TRUST INC (RWT) 21,013 22,395 350 SHARES SONOCO PRODUCTS CO (SON) 11,447 11,785 300 SHARES TEVA PHARMACEUTICAL INDS 14,756 15,639 800 SHARES TOTAL S.A. (TOT) 40,182 42,784 600 SHARES VERIZON COMMUNICATIONS (VZ) 17,053 21,468 2,510 SHARES WEYERHAEUSER CO (WY) 38,854 47,513 1,000 SHARES ZOLTEK COS INC (ZOLT) 9,190 11,570 TOTAL 2,398,861 2,996,809
INVESTMENT DETAIL - BONDS	PART II, LINE 10C	PART II - BALANCE SHEET LINE 10C - INVESTMENTS-CORPORATE BONDS (SEE ALSO STATEMENT 8) FAIR MARKET FACE AMT. COST BASIS VALUE MCDONNELL DOUGLAS FIN CORP RATE 7.250% MATURES 2/1/11 50,000 50,076 50,205 CHUGACH ELEC ASSN INC RATE 6.550% MATURES 3/15/11 250,000 250,701 252,530 LAWRENCE TWP IND SCH DIST GO P RATE 5.375% MATURES 7/5/11 35,000 35,010 35,399 LAWRENCE TWP IND SCH DIST GO P RATE 5.375% MATURES 7/5/11 35,000 35,010 35,399 DISNEY WALT CO RATE 5.700% MATURES 7/15/11 100,000 101,050 102,834 GENERAL ELEC CAP CORP RATE 5.500% MATURES 11/15/11 500,000 500,000 507,085 CHUGACH ELEC ASSN INC RATE 6.200% MATURES 2/1/12 280,000 286,936 293,352 BOEING CAPITAL CORP RATE 6.500% MATURES 2/15/12 300,000 313,757 318,405 PACCAR INC RATE 6.375% MATURES 2/15/12 300,000 303,633 317,940 SCIENCE APPLICATIONS INTL CORP RATE 6.250% MATURES 7/1/12 200,000 213,972 215,403 HEWLETT PACKARD CO RATE 2.950% MATURES 8/15/12 250,000 257,813 257,861 DEERE JOHN CAP CORP MTNS BE SR RATE 4.950% MATURES 5/17/12 250,000 265,536 269,781 BOEING CAPITAL CORP RATE 5.800% MATURES 1/15/13 200,000 219,641 218,363 HONEYWELL INTL INC RATE 4.250% MATURES 3/1/13 200,000 207,065 214,008 VERIZON COMMUNICATIONS INC RATE 5.250% MATURES 4/15/13 250,000 267,395 271,970 SOUTHWEST AIRLINES CO RATE 7.220% MATURES 7/1/13 68,019 64,622 68,611 ENCANA CORP RATE 4.750% MATURES 10/15/13 100,000 101,878 108,040 CATERPILLAR INC RATE 7.000% MATURES 12/15/13 95,000 110,199 109,994 DISNEY WALT CO RATE 4.500% MATURES 12/15/13 500,000 512,801 546,444 VERIZON WIRELESS CAP LLC RATE 5.550% MATURES 2/1/14 500,000 547,250 551,355 PACCAR INC RATE 6.875% MATURES 2/15/14 100,000 114,960 114,787 CATERPILLAR FINL SVCS CORP RATE 6.125% MATURES 2/17/14 216,000 245,244 243,010 BOEING CAPITAL CORP RATE 3.250% MATURES 10/27/14 200,000 208,122 208,412 GOLDMAN SACHS GROUP INC RATE 5.500% MATURES 11/15/14 600,000 635,168 648,870 COCA-COLA HBC FINANCE BV RATE 5.500% MATURES 9/17/15 200,000 205,967 217,584 WYETH NT RATE 5.500% MATURES 2/15/16 350,000 383,945 396,391 BOTTLING GROUP LLC RATE 5.500% MATURES 4/1/16 200,000 220,136 228,182 ABBOTT LABS RATE 5.875% MATURES 5/15/16 500,000 556,287 577,876 TOTAL 7,214,177 7,380,089
NONCASH PROPERTY DONATIONS	SCHEDULE B, PART II, LINE 1	SCHEDULE B - SCHEDULE OF CONTRIBUTORS PART II - NONCASH PROPERTY NO. FROM PART I DESCRIPTION OF NONCASH PROPERTY GIVEN FMV (OR ESTIMATE) DATE RECEIVED 2 285 SHARES AGRUIM INC 23,273 12/14/20102 405 SHARES BHP BILLITON LTD 36,825 12/14/20102 700 SHARES NOVARTIS AG-SPONSORED 38,997 12/14/20102 1,390 SHARES NABORS INSDUSTRIES 31,643 12/14/20102 440 SHARES NESTLE SA-SPONSORED 25,597 12/14/20102 190 SHARES POTASH CORP 26,072 12/14/20102 580 SHARES RIO TINTO PLC 40,794 12/14/20102 455 SHARES SCHLUMBERGER LTD 37,219 12/14/20102 750 SHARES VALE SA 26,006 12/14/20102 600 SHARES CHART INDUSTRIES INC COM PAR $0.01 20,091 12/14/20102 525 SHARES CATALYST HEALTH SOLUTIONS INC 24,457 12/14/20102 300 SHARES DRIL-QUIP INC 24,671 12/14/20102 850 SHARES DELUXE CORP 18,581 12/14/20102 425 SHARES ESTERLINE TECHNOLOGIES CORP 28,430 12/14/20102 560 SHARES INTREPID POTASH INC 18,138 12/14/20102 2,610 SHARES HECLA MINING CO 28,945 12/14/20102 1,300 SHARES HEXCEL CORP NEW 22,926 12/14/20102 1,100 SHARES INTERNATIONAL RECTIFIER CORP 33,105 12/14/20102 1,175 SHARES KNOLL INC 18,219 12/14/20102 340 SHARES MIDDLEBY CORP 28,363 12/14/20102 250 SHARES OCEANEERING INTERNATIONAL 18,625 12/14/20102 185 SHARES PANERA BREAD CO CL A 19,222 12/14/20102 2,350 SHARES VISHAY INTERTECHNOLOGY INC 34,862 12/14/2010 TOTAL 625,061

- TIN:

TY 2010 InvestmentsCorpBondsSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Name of Bond	End of Year Book Value	End of Year Fair Market Value
SEE ATTACHED STATEMENT	7,214,177	7,380,089

- TIN:

TY 2010 InvestmentsCorpStockSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Name of Stock	End of Year Book Value	End of Year Fair Market Value
SEE ATTACHED STATEMENT	2,398,861	2,996,809

- TIN:

TY 2010 LegalFeesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
LEGAL FEES	293	147		146

- TIN:

TY 2010 OtherAssetsSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
ACCRUED INTEREST	1,450	7,002	102,773
DIVIDENDS RECEIVABLE		375	375

- TIN:

TY 2010 OtherProfessionalFeesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INVESTMENT MANAGEMENT FEES	52,544	52,544		0

- TIN:

TY 2010 TaxesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

C/O STEPHEN R BLACK

EIN: 91-2014618

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
FOREIGN TAX WITHHELD	1,644	1,644		0