Form990-PF

Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Nonexempt Charitable Trust
Treated as a Private Foundation
Note. The foundation may be able to use a copy of this return to satisfy state reporting requirements.
OMB No. 1545-0052
2010
For calendar year 2010, or tax year beginning 01-01-2010 , and ending 12-31-2010
G
Check all that apply:
Name of foundation
THE LANDMARK FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)150 GRANBY STREET 19TH FLOOR   Room/suite
City or town, state, and ZIP code
NORFOLK, VA23510
A Employer identification number

54-6038902
B Telephone number (see page 10 of the instructions)

(757) 351-8838
C bullet
D 1. bullet
H Check type of organization:
2. bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$74,556,512J Accounting method:
MODIFIED CASH
(Part I, column (d) must be on cash basis.)
E bullet
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see page 11 of the instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities...... 1,403,079 1,403,079  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 875,162
b Gross sales price for all assets on line 6a 57,951,277
7 Capital gain net income (from Part IV, line 2)... 875,162
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........ 2,278,241 2,278,241  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0 0   0
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 25 0   25
b Accounting fees (attach schedule)....... Click to see attachment 29,478 0   29,478
c Other professional fees (attach schedule).... Click to see attachment 11,913 0   11,913
17 Interest............... 566 0   0
18 Taxes (attach schedule) (see page 14 of the instructions) Click to see attachment 223,196 223,196   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 278,048 276,170   796
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 543,226 499,366   42,212
25 Contributions, gifts, grants paid........ 4,681,947 4,681,947
26 Total expenses and disbursements. Add lines 24 and 25 5,225,173 499,366   4,724,159
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -2,946,932
b Net investment income (if negative, enter -0-) 1,778,875
c Adjusted net income (if negative, enter -0-)...  
For Privacy Act and Paperwork Reduction Act Notice, see page 30 of the instructions.
Cat. No. 11289X Form 990-PF (2010)
Form 990-PF (2010)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)		 Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 39,333,328 16,929,434 16,929,434
2 Savings and temporary cash investments..........      
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see page 15 of the
instructions)....................      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule) 201,761 Click to see attachment0 0
b Investments—corporate stock (attach schedule)........ 29,857,969 Click to see attachment57,433,434 57,433,434
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 1,376,428 Click to see attachment151,594 151,594
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment59,097 Click to see attachment42,050 Click to see attachment42,050
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 70,828,583 74,556,512 74,556,512
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable...................    
19 Deferred revenue..................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22).......... 0 0
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................... 70,828,583 74,556,512
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see page 17 of the
instructions).................... 70,828,583 74,556,512
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 70,828,583 74,556,512
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 70,828,583
2 Enter amount from Part I, line 27a...................... 2 -2,946,932
3 Other increases not included in line 2 (itemize) bulletClick to see attachment 3 6,674,861
4 Add lines 1, 2, and 3.......................... 4 74,556,512
5 Decreases not included in line 2 (itemize) bullet 5 0
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.. 6 74,556,512
Form 990-PF (2010)
Form 990-PF (2010)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.) 		(b) How acquired
P—Purchase
D—Donation 		(c) Date acquired
(mo., day, yr.) 		(d) Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES      
b PROCEEDS FROM SECUITY LITIGATION      
c CEDAR ROCK CAPITAL PARTNERS K-1 P    
d
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 57,937,374   57,058,531 878,843
b 13,903     13,903
c       -17,584
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       878,843
b       13,903
c       -17,584
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 875,162
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see pages 13 and 17 of the instructions).
If (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . . 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If “Yes,” the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2009 2,306,090 60,141,093 0.038345
2008 3,497,807 75,290,713 0.046457
2007 4,268,339 84,319,516 0.050621
2006 3,718,310 73,926,464 0.050297
2005 3,168,190 64,620,707 0.049027
2 Total of line 1, column (d) ...................... 2 0.234747
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 0.046949
4 Enter the net value of noncharitable-use assets for 2010 from Part X, line 5..... 4 69,625,031
5 Multiply line 4 by line 3....................... 5 3,268,826
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 17,789
7 Add lines 5 and 6......................... 7 3,286,615
8 Enter qualifying distributions from Part XII, line 4.............. 8 4,724,159
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See
the Part VI instructions on page 18.
Form 990-PF (2010)
Form 990-PF (2010)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)
1a Bulletand enter “N/A” on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 17,789
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2............................ 3 17,789
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 17,789
6 Credits/Payments:
a 2010 estimated tax payments and 2009 overpayment credited to 2010 6a 19,492
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 19,492
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 1,703
11 Enter the amount of line 10 to be: Credited to 2011 estimated taxBullet1,703 Refunded Bullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of
the instructions for definition)?.............................
1b
 
No
If the answer is “Yes” to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If “Yes,” attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If “Yes,” attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If “Yes,” has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If “Yes,” attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If “Yes,” complete Part II, col. (c), and Part XV.
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see page 19 of the
    instructions)bulletVA
    b
    If the answer is “Yes” to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If “No,” attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2010 or the taxable year beginning in 2010 (see instructions for Part XIV on
    page 27)? If “Yes,” complete Part XIV...........................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If “Yes,” attach a schedule listing their names and addresses.
    10
     
    No
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. (see page 20 of the instructions) .......
    11
     
    No
    12
    Did the foundation acquire a direct or indirect interest in any applicable insurance contract before August 17, 2008?
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletN/A
    14
    The books are in care ofbulletCORPORATE OFFICERS Telephone no.bullet (757) 351-8838
    Located atbullet150 GRANBY ST 19TH FLOORNORFOLKVA ZIP+4bullet23510
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16
    At any time during calendar year 2010, did the foundation have an interest in or a signature or other authority over
    a bank, securities, or other financial account in a foreign country? .................
    16
     
    No
    See page 20 of the instructions for exceptions and filing requirements for Form TD F 90-22.1. If "Yes", enter the name of the foreign country bullet  
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 5
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the “Yes” column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?.........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check “No”
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is “Yes” to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see page 20 of the instructions)?...
    1b
     
    No
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2010?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2010, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2010?...............
    If “Yes,” list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer “No” and attach statement—see page 20 of the instructions.) .........
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business
    enterprise at any time during the year?.....................
    b
    If “Yes,” did it have excess business holdings in 2010 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2010.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2010?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 509(a)(1), (2), or (3), or section 4940(d)(2)? (see page 22 of the instructions)...
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is “Yes” to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see page 22 of the instructions)?
    5b
     
     
    .........bullet
    c
    If the answer is “Yes” to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If “Yes,” attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay
    premiums on a personal benefit contract?....................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If “Yes” to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 6
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation (see page 22 of the instructions).
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to
    employee benefit plans
    and deferred compensation     		(e) Expense account,
    other allowances
    RICHARD F BARRY III VICE PRESIDENT AND DIRECTO
    0.40     		0 0 0
    150 GRANBY ST 19TH FLOOR
    NORFOLK,VA23510
    FRANK BATTEN JR PRESIDENT AND DIRECTOR
    0.39     		0 0 0
    150 GRANBY ST 19TH FLOOR
    NORFOLK,VA23510
    TERESA F BLEVINS TREASURER
    0.04     		0 0 0
    150 GRANBY ST 19TH FLOOR
    NORFOLK,VA23510
    GUY R FRIDDELL III VICE PRESIDENT AND SECRETA
    0.06     		0 0 0
    150 GRANBY ST 19TH FLOOR
    NORFOLK,VA23510
    SUSAN S GOETZ ASSISTANT SECRETARY
    0.06     		0 0 0
    150 GRANBY ST 19TH FLOOR
    NORFOLK,VA23510
    COLLEEN R PITTMAN ASSISTANT SECRETARY
    0.06     		0 0 0
    150 GRANBY ST 19TH FLOOR
    NORFOLK,VA23510
    JACK ROSS DIRECTOR
    0.04     		0 0 0
    150 GRANBY ST 19TH FLOOR
    NORFOLK,VA23510
    2 Compensation of five highest-paid employees (other than those included on line 1—see page 23 of the instructions).
    If none, enter “NONE.”
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    NONE
    Total number of other employees paid over $50,000...................bullet 0
    3 Five highest-paid independent contractors for professional services (see page 23 of the instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    CARDINAL CAPITAL INVESTMENT MANAGEMENT 110,404
    ONE GREENWICH OFFICE PARK
    GREENWICH,CT06831
    1607 CAPITAL PARTNERS INVESTMENT MANAGEMENT 84,882
    4991 LAKE BROOK DRIVE
    GLEN ALLEN,VA23060
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1
     
    2  
    3  
    4  
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 7
    Part IX-B
    Summary of Program-Related Investments (see page 23 of the instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See page 24 of the instructions.
    3  
    Total. Add lines 1 through 3...........................bullet0
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see page 24 of the instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    45,649,763
    b
    Average of monthly cash balances.......................
    1b
    25,035,548
    c
    Fair market value of all other assets (see page 24 of the instructions)............
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    70,685,311
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) ..............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d..........................
    3
    70,685,311
    4
    Cash deemed held for charitable activities. Enter 1 1⁄2% of line 3 (for greater amount, see page 25
    of the instructions) ............................
    4
    1,060,280
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    69,625,031
    6
    Minimum investment return. Enter 5% of line 5...................
    6
    3,481,252
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    3,481,252
    2a
    Tax on investment income for 2010 from Part VI, line 5......
    2a
    17,789
    b
    Income tax for 2010. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    17,789
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    3,463,463
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4.............................
    5
    3,463,463
    6
    Deduction from distributable amount (see page 25 of the instructions)...........
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1.................................
    7
    3,463,463
    Part XII
    Qualifying Distributions (see page 25 of the instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    4,724,159
    b
    Program-related investments—total from Part IX-B..................
    1b
    0
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes................................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    4,724,159
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b (see page 26 of the instructions)............
    5
    17,789
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4...............
    6
    4,706,370
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 8
    Part XIII
    Undistributed Income (see page 26 of the instructions)
    (a)
    Corpus     		(b)
    Years prior to 2009     		(c)
    2009     		(d)
    2010
    1 Distributable amount for 2010 from Part XI, line 7 3,463,463
    2 Undistributed income, if any, as of the end of 2010:
    a Enter amount for 2009 only....... 385,895
    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: bullet$ 4,724,159
    a Applied to 2009, but not more than line 2a 385,895
    b Applied to undistributed income of prior years
    (Election required—see page 26 of the instructions)    		 0
    c Treated as distributions out of corpus (Election
    required—see page 26 of the instructions)...     		0
    d Applied to 2010 distributable amount..... 3,463,463
    e Remaining amount distributed out of corpus 874,801
    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 5 874,801
    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 ......     		874,801
    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.... 874,801
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 9
    Part XIV
    Private Operating Foundations (see page 27 of the instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2010, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2010 (b) 2009 (c) 2008 (d) 2007
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ....     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets” alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment” alternative test— enter 2⁄3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support” alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see page 27 of the instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 10
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    ADVENTURE SCIENCE CENTER
    800 FORT NEGLEY BOULEVARD
    NASHVILLE,TN37203     		  501(C)3 EDUCATIONAL PROGRAMS 1,500
    AMERICAN DIABETES ASSOCIATION
    5463 S DURANGO DRIVE SUITE 100-A
    LAS VEGAS,NV89113     		  501(C)3 HUMAN SERVICES 2,500
    UNITED WAY OF METROPOLITAN NASHVILLE
    PO BOX 280420
    NASHVILLE,TN37228     		  501(C)3 HUMAN SERVICES 26,000
    UNITED WAY OF CLARKSVILLE-MONTGOMERY COUNTY
    1300 MADISON STREET
    CLARKSVILLE,TN370403822     		  501(C)3 HUMAN SERVICES 2,000
    UNITED WAY OF RUTHERFORD AND CANNON COUNTIES
    PO BOX 330056
    MURFREESBORO,TN37133     		  501(C)3 HUMAN SERVICES 2,000
    UNITED WAY OF SUMNER COUNTY
    625 JOHNNY CASH PARKWAY SUITE 5
    HENDERSONVILLE,TN37075     		  501(C)3 HUMAN SERVICES 1,500
    UNITED WAY OF WILLIAMSON COUNTY
    209 GOTHIC COURT
    FRANKLIN,TN37067     		  501(C)3 EDUCATIONAL PROGRAMS 1,500
    UNITED WAY OF WILSON COUNTY
    102 EAST MAIN STREET
    LEBANON,TN37087     		  501(C)3 HUMAN SERVICES 1,000
    UNITED WAY OF MAURY COUNTY
    PO BOX 222
    COLUMBIA,TN38402     		  501(C)3 HUMAN SERVICES 1,000
    LEADERSHIP NASHVILLE
    PO BOX 190498
    NASHVILLE,TN37219     		  501(C)3 HUMAN SERVICES 2,500
    ROOFTOP
    PO BOX 150204
    NASHVILLE,TN37215     		  501(C)3 HUMAN SERVICES 2,000
    HANDS ON NASHVILLE
    209 10TH AVE SOUTH SUITE 318
    NASHVILLE,TN37203     		  501(C)3 HUMAN SERVICES 2,000
    YWCA OF NASHVILLE AND MIDDLE TENNESSEE
    1608 WOODMONT BLVD
    NASHVILLE,TN37215     		  501(C)3 HUMAN SERVICES 1,000
    CENTER OF NONPROFIT MANAGEMENT
    44 VANTAGE WAY SUITE 230
    NASHVILLE,TN37228     		  501(C)3 HUMAN SERVICES 1,000
    LEADERSHIP MIDDLE TENNESSEE
    MTSU BOX 101 BAS N230B
    MURFREESBORO,TN371320001     		  501(C)3 HUMAN SERVICES 1,000
    SECOND HARVEST FOOD BANK OF MIDDLE TENNESSEE INC
    331 GREAT CIRCLE ROAD
    NASHVILLE,TN37228     		  501(C)3 HUMAN SERVICES 1,000
    OASIS CENTER
    1704 CHARLOTTE PIKE SUITE 201
    NASHVILLE,TN37203     		  501(C)3 HUMAN SERVICES 1,000
    GIRL SCOUTS OF MIDDLE TENNESSEE
    4522 GRANNY WHITE PIKE
    NASHVILLE,TN37204     		  501(C)3 HUMAN SERVICES 1,000
    MIDDLE TENNESSESS COUNCIL BOY SCOUTS OF AMERICA
    3414 HILLSBORO PIKE
    NASHVILLE,TN37215     		  501(C)3 HUMAN SERVICES 1,000
    URBAN LEAGUE OF MIDDLE TENNESSEE
    2250 ROSA PARKS BLVD
    NASHVILLE,TN37228     		  501(C)3 HUMAN SERVICES 1,000
    YMCA OF MIDDLE TENNESSEE JOE C DAVIS OUTDOOR CENTER
    3088 SMITH SPRINGS ROAD
    ANTIOCH,TN37013     		  501(C)3 HUMAN SERVICES 1,000
    FIFTY FORWARD
    174 RAINS AVENUE
    NASHVILLE,TN37203     		  501(C)3 HUMAN SERVICES 1,000
    UNITED NEGRO COLLEGE FUND
    229 PEACHTREE STREET NE SUITE 2505
    ATLANTA,GA30303     		  501(C)3 EDUCATIONAL PROGRAMS 1,000
    TENNESSEE PERFORMING ARTS CENTER
    PO BOX 190660
    NASHVILLE,TN37219     		  501(C)3 ARTS & MUSEUMS 1,000
    MTSU MASS COMMUNICATIONS DEPARTMENT
    1301 EAST MAIN STREET
    MURFREESBORO,TN37132     		  501(C)3 EDUCATIONAL PROGRAMS 1,000
    CONEXION AMERICAS
    800 18TH AVESOUTH SUITE A
    NASHVILLE,TN37203     		  501(C)3 HUMAN SERVICES 1,000
    ROANOKE AREA MINISTRIES
    824 CAMPBELL AVE SW
    ROANOKE,VA24016     		  501(C)3 HUMAN SERVICES 2,500
    JUDEO-CHRISTIAN OUTREACH CENTER
    1053 VIRGINIA BEACH BLVD
    VIRGINIA BEACH,VA23451     		  501(C)3 HUMAN SERVICES 5,000
    VIRGINIA FOUNDATION FOR INDEPENDENT COLLEGES
    8010 RIDGE ROAD SUITE B
    RICHMOND,VA23229     		  501(C)3 EDUCATIONAL PROGRAMS 50,000
    WESTERN VIRGINIA FOUNDATION FOR THE ARTS & SCIENCES
    ONE MARKET SQUARE SE 5TH FLOOR
    ROANOKE,VA24011     		  501(C)3 ARTS & MUSEUMS 2,000
    FEEDING AMERICA SOUTHWEST VIRGINIA
    1025 ELECTRIC ROAD
    SALEM,VA24153     		  501(C)3 HUMAN SERVICES 1,500
    PRESBYTERIAN COMMUNITY CENTER
    1228 JAMISON AVE SE
    ROANOKE,VA24013     		  501(C)3 HUMAN SERVICES 1,000
    APPLE RIDGE FARM INC
    541 LUCK AVENUE SUITE 304
    ROANOKE,VA24016     		  501(C)3 EDUCATIONAL PROGRAMS 1,000
    WEST END CENTER FOR YOUTH
    PO BOX 4562
    ROANOKE,VA24015     		  501(C)3 HUMAN SERVICES 1,000
    FAMILY SERVICES OF ROANOKE VALLEY
    360 CAMPBELL AVENUE
    ROANOKE,VA24016     		  501(C)3 HUMAN SERVICES 500
    VIRGINIA MUSEUM OF TRANSPORTATION
    303 NORFOLK AVENUE SW
    ROANOKE,VA24016     		  501(C)3 ARTS & MUSEUMS 500
    GRANDIN THEATRE FOUNDATION INC
    13010 GRADIN ROAD SW
    ROANOKE,VA24015     		  501(C)3 ARTS & MUSEUMS 250
    UNITED WAY OF GREATER GREENSBORO
    1500 YANCEYVILLE STREET
    GREENSBORO,NC27405     		  501(C)3 HUMAN SERVICES 79,456
    UNITED WAY OF GREATER HIGH POINT
    201 CHURCH AVENUE
    HIGH POINT,NC27262     		  501(C)3 HUMAN SERVICES 11,536
    UNITED WAY OF ROCKINGHAM COUNTY
    PO BOX 317
    WENTWORTH,NC27375     		  501(C)3 HUMAN SERVICES 4,429
    ELON UNIVERSITY SCHOOL OF COMMUNICATION
    CAMPUS BOX 2850
    ELON,NC27244     		  501(C)3 EDUCATIONAL PROGRAMS 1,500
    CHRYSLER MUSEUM OF ART
    245 WEST OLNEY ROAD
    NORFOLK,VA23510     		  501(C)3 ARTS & MUSEUMS 5,000
    CITIZENS COMMITTEE FOR FAIRNESS HONESTY & JUSTICE INC
    PO BOX 10100
    VIRGINIA BEACH,VA23450     		  501(C)3 HUMAN SERVICES 2,500
    YWCA OF SOUTH HAMPTON ROADS
    5215 COLLEY AVENUE
    NORFOLK,VA23510     		  501(C)3 HUMAN SERVICES 2,500
    PARK PLACE SCHOOL
    509 WEST 35TH STREET
    NORFOLK,VA23508     		  501(C)3 ENVIRONMENTAL 5,000
    ELIZABETH RIVER PROJECT
    475 WATER STREET SUITE C103A
    PORTSMOUTH,VA23704     		  501(C)3 ENVIRONMENTAL 2,500
    FOODBANK OF SOUTHEASTERN VIRGINIA
    800 TIDEWATER DRIVE
    NORFOLK,VA23604     		  501(C)3 HUMAN SERVICES 2,500
    EDMARC HOSPICE FOR CHILDREN
    516 LONDON STREET
    PORTSMOUTH,VA23704     		  501(C)3 HUMAN SERVICES 2,500
    CRISPUS ATTUCKS CULTURAL CENTER INC
    PO BOX 1272
    NORFOLK,VA23501     		  501(C)3 ARTS & MUSEUMS 2,500
    HAMPTON ROADS COMMUNITY FOUNDATION
    ONE COMMERCIAL PLACE SUITE 1410
    NORFOLK,VA23510     		  501(C)3 HUMAN SERVICES 2,000,000
    THE SALVATION ARMY
    5513 RABY ROAD
    NORFOLK,VA23502     		  501(C)3 HUMAN SERVICES 1,000,000
    GRASSROOTS PRODUCTIONS LIMITED INC
    PO BOX 29212
    GREENSBORO,NC27429     		  501(C)3 ARTS & MUSEUMS 2,500
    POTTER'S HOUSE
    305 W LEE STREET
    GREENSBORO,NC27406     		  501(C)3 HUMAN SERVICES 2,000
    SCHOOL OF JOURNALISM AND MASS COMMUNICATION FOUNDATION
    CAMPUS BOX 3365
    CHAPEL HILL,NC275993365     		  501(C)3 EDUCATIONAL PROGRAMS 2,000
    GUILFORD EDUCATION ALLIANCE
    902 BONNER DRIVE
    JAMESTOWN,NC27282     		  501(C)3 EDUCATIONAL PROGRAMS 1,000
    UNITED WAY OF SOUTHERN NEVADA
    1660 E FLAMINGO ROAD
    LAS VEGAS,NV89119     		  501(C)3 HUMAN SERVICES 50,000
    CLINICS IN SCHOOLS
    350 JUDSON AVENUE
    NORTH LAS VEGAS,NV89030     		  501(C)3 HUMAN SERVICES 2,500
    TOYS FOR TOTS
    5095 RANGE ROAD 23TH BATTALION
    LAS VEGAS,NV89115     		  501(C)3 HUMAN SERVICES 2,500
    NEVADA COMMUINITY FOUNDATION
    1635 VILLAGE CENTER CIRCLE
    LAS VEGAS,NV89134     		  501(C)3 HUMAN SERVICES 2,500
    HEINRICH YMCA
    4141 MEADOWS LANE
    LAS VEGAS,NV89107     		  501(C)3 HUMAN SERVICES 2,500
    HOPE FOR HOMELESS TEENS
    PO BOX 531374
    HENDERSON,NV890531374     		  501(C)3 HUMAN SERVICES 2,500
    CHILDREN'S HOSPITAL OF THE KING'S DAUGHTERS
    601 CHILDRENS LANE
    NORFOLK,VA23507     		  501(C)3 HUMAN SERVICES 50,000
    THE FIRST TEE OF HAMPTON ROADS YMCA
    2400 TOURNAMENT DRIVE
    VIRGINIA BEACH,VA23456     		  501(C)3 HUMAN SERVICES 5,000
    HUNTRIDGE TEEN CLINIC
    2100 S MARYLAND PARKWAY SUITE 1
    LAS VEGAS,NV89104     		  501(C)3 HUMAN SERVICES 2,500
    GREENVALE SCHOOL INC
    627 WESTWOOD BLVD NW
    ROANOKE,VA24017     		  501(C)3 EDUCATIONAL PROGRAMS 1,500
    LITERACY VOLUNTEERS OF ROANOKE VALLEY
    706 SOUTH JEFFERSON STREET
    ROANOKE,VA24016     		  501(C)3 EDUCATIONAL PROGRAMS 1,500
    YMCA OF ROANOKE VALLEY
    PO BOX 2130
    ROANOKE,VA24009     		  501(C)3 HUMAN SERVICES 1,000
    BOYS & GIRLS CLUBS OF SOUTHWEST VIRGINIA
    1714 9TH STREET SE
    ROANOKE,VA24013     		  501(C)3 HUMAN SERVICES 500
    LITERACY VOLUNTEERS OF THE NEW RIVER VALLEY
    195 WEST MAIN STREET
    CHRISTIANSBURG,VA24073     		  501(C)3 EDUCATIONAL PROGRAMS 500
    YWCA OF ROANOKE VALLEY
    605 FIRST STREET
    ROANOKE,VA24011     		  501(C)3 HUMAN SERVICES 250
    BOYS & GIRLS CLUBS OF NEW RIVER VALLEY
    4179 OLDTOWN ROAD
    SHAWSVILLE,VA24162     		  501(C)3 HUMAN SERVICES 250
    UNITED WAY OF ROANOKE VALLEY
    325 CAMPBELL AVENUE SW
    ROANOKE,VA240163624     		  501(C)3 HUMAN SERVICES 102,380
    UNITED WAY OF MONTGOMERY RADFORD & FLOYD
    111 WEST MAIN STREET
    CHRISTIANSBURG,VA24073     		  501(C)3 HUMAN SERVICES 6,055
    UNITED WAY OF PULASKI COUNTY
    246 N WASHINGTON AVENUE
    PULASKI,VA243015022     		  501(C)3 HUMAN SERVICES 1,450
    TAUBMAN MUSEUM OF ART
    110 SALEM AVENUE SE
    ROANOKE,VA24014     		  501(C)3 ARTS & MUSEUMS 2,500
    GREENSBORO SYMPHONY ORCHESTRA INC
    200 NORTH DAVIE STREET BOX 10
    GREENSBORO,NC27401     		  501(C)3 EDUCATIONAL PROGRAMS 2,500
    INDEPENDENT COLLEGE FUND OF NORTH CAROLINA
    530 N BLOUNT STREET
    RALEIGH,NC27604     		  501(C)3 EDUCATIONAL PROGRAMS 2,500
    KIDS VOTING
    338 N ELM STREET SUITE 100
    GREENSBORO,NC27401     		  501(C)3 EDUCATIONAL PROGRAMS 2,500
    SHADE TREE
    1 W OWENS AVENUE
    NORTH LAS VEGAS,NV89030     		  501(C)3 HUMAN SERVICES 2,500
    HOWARD UNIVERSITY
    OSA 2400 SIXTH STREET
    WASHINGTON,DC20059     		  501(C)3 EDUCATIONAL PROGRAMS 10,000
    THREE SQUARE
    4190 N PECOS ROAD
    LAS VEGAS,NV89115     		  501(C)3 HUMAN SERVICES 5,000
    AMERICAN RED CROSS OF S NEVADA
    1771 E FLAMINGO ROAD SUITE 206B
    LAS VEGAS,NV89119     		  501(C)3 HUMAN SERVICES 5,000
    OPPORTUNITY VILLAGE
    6300 W OAKEY BLVD
    LAS VEGAS,NV89146     		  501(C)3 HUMAN SERVICES 2,500
    NATIONAL ENVIRONMENTAL EDUCATION FOUNDATION
    1707 H STREET NW
    WASHINGTON,DC200063919     		  501(C)3 ENVIRONMENTAL 450,000
    YMCA OF SOUTH HAMPTON ROADS
    312 WEST BUTE STREET
    NORFOLK,VA23510     		  501(C)3 HUMAN SERVICES 38,400
    CORNELL UNIVERSITY
    203 DAY HALL OFFICE OF FINANCIAL
    AID
    ITHACA,NY148532801     		  501(C)3 EDUCATIONAL PROGRAMS 5,000
    SWARTHMORE COLLEGE
    500 COLLEGE AVENUE FINANCIAL AID
    OFFICE
    SWARTHMORE,PA19081     		  501(C)3 EDUCATIONAL PROGRAMS 5,000
    KIDS VOTING
    5450 W SAHARA AVE SUITE 250
    LAS VEGAS,NV89146     		  501(C)3 EDUCATIONAL PROGRAMS 5,000
    PUBLIC EDUCATION FOUNDATION
    3360 W SAHARA AVE SUITE 160
    LAS VEGAS,NV89102     		  501(C)3 EDUCATIONAL PROGRAMS 5,000
    PROJECT SUNSHINE OF NEVADA
    10001 PARK RUN DRIVE
    LAS VEGAS,NV89145     		  501(C)3 EDUCATIONAL PROGRAMS 2,500
    UNITED WAY OF SOUTH HAMPTON ROADS
    PO BOX 41069
    NORFOLK,VA235411069     		  501(C)3 HUMAN SERVICES 406,241
    CHESAPEAKE CARE INC
    2145 S MILITARY HIGHWAY
    CHESAPEAKE,VA233204426     		  501(C)3 HUMAN SERVICES 200,000
    THE COMMUNITY FOUNDATION OF MIDDLE TENNESSEE
    3833 CLEGHORN AVENUE 400
    NASHVILLE,TN37215     		  501(C)3 HUMAN SERVICES 28,000
    ROANOKE SYMPHONY ORCHESTRA
    541 LUCK AVENUE SUITE 200
    ROANOKE,VA24016     		  501(C)3 ARTS & MUSEUMS 2,500
    GREENSBORO CHILDREN'S MUSEUM
    220 N CHURCH STREET
    GREENSBORO,NC27401     		  501(C)3 ARTS & MUSEUMS 2,500
    FRIENDS OF THE ELDERLY
    9534 20TH BAY STREET SUITE 10
    NORFOLK,VA235186232     		  501(C)3 HUMAN SERVICES 2,500
    YMCA OF GREENSBORO
    620 GREEN VALLEY ROAD SUITE 210
    GREENSBORO,NC27408     		  501(C)3 HUMAN SERVICES 1,500
    CHILDREN'S HOME SOCIETY OF NORTH CAROLINA INC
    PO BOX 14608
    GREENSBORO,NC274154608     		  501(C)3 EDUCATIONAL PROGRAMS 2,500
    TOTAL ACTION AGAINST PROVERTY
    145 CAMPBELL AVENUE SW
    ROANOKE,VA24011     		  501(C)3 HUMAN SERVICES 750
    Total .................................bullet 3a 4,681,947
    bApproved for future payment
    Total ..................................bullet 3b 0
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 11
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See page 28 of
    the instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3Interest on savings and temporary cash investments          
    4 Dividends and interest from securities....     14 1,403,079  
    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     18 875,162  
    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 2,278,241 0
    13Total. Add line 12, columns (b), (d), and (e)...................
    132,278,241
    (See worksheet in line 13 instructions on page 28 to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the organization’s exempt purposes (other than by providing funds for such purposes). (See
    page 28 of the instructions.)
    Form 990-PF (2010)
    Form 990-PF (2010)
    Page 12
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section
    Yes
    No
    501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash....................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements............................
    1b(4)
     
    No
    (5) Loans or loan guarantees..............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is “Yes,” complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If “Yes,” complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    SignHere
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer or fiduciary) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    Signature of officer or trustee Date Title
    PaidPreparersUseOnly Preparer's SignatureBullet Date PTIN
    Firm's namebullet



    Firm's addressbullet







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


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2010 AccountingFeesSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 27,165 0   27,165
    BOOKKEEPING SERVICES 2,313 0   2,313

    TY 2010 InvestmentsCorpStockSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Name of Stock End of Year Book Value End of Year Fair Market Value
    EQUITIES 57,433,434 57,433,434

    TY 2010 InvestmentsGovtObligationsSch
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    US Government Securities - End of Year Book Value:

    0
    US Government Securities - End of Year Fair Market Value:

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


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


    0


    TY 2010 InvestmentsOtherSchedule2
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    OTHER INVESTMENTS FMV 91,762 91,762
    ACCRUED INCOME ON INVESTMENTS FMV 59,832 59,832

    TY 2010 LegalFeesSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES 25 0   25


    TY 2010 OtherAssetsSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    DUE FROM BROKERS 59,097 42,050 42,050


    TY 2010 OtherExpensesSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BANK SERVICE CHARGE 796 0   796
    INVESTMENT MANAGEMENT FEE 148,582 148,582   0
    CEDAR ROCK INVESTMENT EXPENSES - K-1 127,588 127,588   0
    PENALTIES 1,082 0   0


    TY 2010 OtherIncreasesSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Description Amount
    UNREALIZED GAINS/LOSSES ON INVESTMENTS 6,674,861


    TY 2010 OtherProfessionalFeesSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ADMINISTRATOR SERVICES 11,913 0   11,913


    TY 2010 TaxesSchedule
    Name:
    THE LANDMARK FOUNDATION
    EIN: 54-6038902
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FOREIGN TAX 31,852 31,852   0
    EXCISE TAXES 191,344 191,344   0