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
2011
For calendar year 2011, or tax year beginning 01-01-2011 , and ending 12-31-2011
G
Check all that apply:
Name of foundation
CHARLOTTE W NEWCOMBE FOUNDATION
 
% TOM WILFRID
Number and street (or P.O. box number if mail is not delivered to street address)35 PARK PL   Room/suite
City or town, state, and ZIP code
PRINCETON, NJ085426918
A Employer identification number

23-2120614
B Telephone number (see page 10 of the instructions)

(609) 924-7022
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$45,490,367J Accounting method:
 
(Part I, column (d) must be on cash basis.)
E bullet
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see page 11 of the instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 0
2 Check bullet
3 Interest on savings and temporary cash investments 38 38  
4 Dividends and interest from securities...... 466,811 777,871  
5a Gross rents.............. 26,400 26,400  
b Net rental income or (loss) 13,328
6a Net gain or (loss) from sale of assets not on line 10 1,168,637
b Gross sales price for all assets on line 6a 3,945,227
7 Capital gain net income (from Part IV, line 2)... 1,543,361
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 328,679 530,220  
12 Total. Add lines 1 through 11........ 1,990,565 2,877,890  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 169,506 57,852   111,654
14 Other employee salaries and wages...... 87,819 11,235   76,584
15 Pension plans, employee benefits....... 17,344 3,779   13,565
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... 19,000 19,000    
c Other professional fees (attach schedule).... Click to see attachment 227,612 151,667    
17 Interest...............   59,166    
18 Taxes (attach schedule) (see page 14 of the instructions) 24,109      
19 Depreciation (attach schedule) and depletion... Click to see attachment 19,735 151,199  
20 Occupancy.............. 26,889 13,072   13,817
21 Travel, conferences, and meetings....... 12,039     12,039
22 Printing and publications.......... 2,171     2,171
23 Other expenses (attach schedule)....... Click to see attachment 13,514     13,514
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 619,738 466,970   243,344
25 Contributions, gifts, grants paid........ 2,160,285 2,143,682
26 Total expenses and disbursements. Add lines 24 and 25 2,780,023 466,970   2,387,026
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -789,458
b Net investment income (if negative, enter -0-) 2,410,920
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 (2011)
Form 990-PF (2011)
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............... 339,459 69,756 69,756
2 Savings and temporary cash investments.......... 89,161 41,457 41,457
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)      
b Investments—corporate stock (attach schedule)........      
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 45,566,798 Click to see attachment41,971,484 44,579,337
14 Land, buildings, and equipment: basis bullet754,066
Less: accumulated depreciation (attach schedule) bullet375,134 397,792 Click to see attachment378,932 792,000
15 Other assets (describe bullet) Click to see attachment27,684 Click to see attachment7,817 Click to see attachment7,817
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 46,420,894 42,469,446 45,490,367
Liabilities 17 Accounts payable and accrued expenses.......... 20,845 28,782
18 Grants payable................... 1,210,717 1,227,310
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).......... 1,231,562 1,256,092
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................... 45,189,332 41,213,354
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).................... 45,189,332 41,213,354
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 46,420,894 42,469,446
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 45,189,332
2 Enter amount from Part I, line 27a..................... 2 -789,458
3 Other increases not included in line 2 (itemize) bullet 3  
4 Add lines 1, 2, and 3.......................... 4 44,399,874
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 3,186,520
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 41,213,354
Form 990-PF (2011)
Form 990-PF (2011)
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 1.847 ACADIAN INTERNATIONAL     2011-02-05
b 101.665 ACADIAN INTERNATIONAL     2011-04-21
c 1.906 ACADIAN INTERNATIONAL     2011-04-27
d 1.845 ACADIAN INTERNATIONAL     2011-07-26
e 1.956 ACADIAN INTERNATIONAL     2011-10-24
ADAGE CAPITAL PARTNERS     2011-07-01
11640.353 DODGE & COX INTL     2011-04-21
27526.705 AMG SYSTEMATIC MIDCP     2011-04-25
3531.073 VANGUARD INFL PROT SC     2011-09-19
21238.938 VANGUARD INFL PROT S     2011-12-15
GENEVA MID CAP GRWTH SHORT TRM     2011-12-31
CAPITAL GAIN DIVIDENDS P    
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 6,003   2,935 3,068
b 335,000   161,577 173,423
c 6,397   3,029 3,368
d 6,159   2,932 3,227
e 5,586   3,109 2,477
900,000   628,284 271,716
435,000   507,429 -72,429
335,000   306,999 28,001
50,000   43,526 6,474
600,000   514,604 85,396
221,563   227,442 -5,879
      125,858
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       3,068
b       173,423
c       3,368
d       3,227
e       2,477
      271,716
      -72,429
      28,001
      6,474
      85,396
      -5,879
       
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 1,543,361
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))
2010 2,266,237 43,991,026 0.051516
2009 2,014,772 39,301,486 0.051265
2008 2,418,286 47,035,044 0.051415
2007 2,762,831 54,282,286 0.050897
2006 2,473,414 50,207,904 0.049263
2 Total of line 1, column (d) ...................... 2 0.254356
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 0.050871
4 Enter the net value of noncharitable-use assets for 2011 from Part X, line 5..... 4 46,315,420
5 Multiply line 4 by line 3....................... 5 2,356,112
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 24,109
7 Add lines 5 and 6......................... 7 2,380,221
8 Enter qualifying distributions from Part XII, line 4.............. 8 2,387,026
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 (2011)
Form 990-PF (2011)
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 24,109
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  
3 Add lines 1 and 2............................ 3 24,109
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-). 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 24,109
6 Credits/Payments:
a 2011 estimated tax payments and 2010 overpayment credited to 2011 6a 17,000
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 17,000
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 7,109
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10  
11 Enter the amount of line 10 to be: Credited to 2012 estimated taxBullet0 Refunded Bullet 11  
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$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
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)bulletNJ, PA
    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 2011 or the taxable year beginning in 2011 (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 addressbullethttp://www.newcombefoundation.org
    14
    The books are in care ofbulletTOM WILFRID Telephone no.bullet (609) 924-7022
    Located atbullet35 PARK PLPRINCETONNJ ZIP+4bullet08542
    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 2011, 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 (2011)
    Form 990-PF (2011)
    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 2011?.............
    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 2011, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2011?...............
    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 2011 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 2011.)....................
    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 2011?
    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 (2011)
    Form 990-PF (2011)
    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
    JANET A FEARON TRUSTEE
    2.0     		7,000 0 0
    35 PARK PL
    PRINCETON,NJ085426918
    ROBERT M ADAMS TRUSTEE
    2.0     		7,000 0 0
    35 PARK PL
    PRINCETON,NJ085426918
    J BARTON LEUDEKE TRUSTEE
    2.0     		7,000 0 0
    35 PARK PL
    PRINCETON,NJ085426918
    ELIZABETH T FRANK TRUSTEE
    2.0     		7,000 0 0
    35 PARK PL
    PRINCETON,NJ085426918
    AARON E GAST TRUSTEE
    2.0     		7,000 0 0
    35 PARK PL
    PRINCETON,NJ085426918
    THOMAS WILFRID EXECUTIVE DIRECTOR
    40.0     		134,506 0 0
    35 PARK PL
    PRINCETON,NJ085426918
    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
     
    Total number of other employees paid over $50,000...................bullet  
    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
    PRIME BUCHHOLZ & ASSOCIATES INC INVESTMENT CONSULT 65,205
    25 CHESTNUT ST
    PORTSMOUTH,NH03801
    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 SCHOLARSHIPS AND FELLOWSHIPS GIVEN TO EDUCATIONAL INSTITUTIONS 2,387,026
    2  
    3  
    4  
    Form 990-PF (2011)
    Form 990-PF (2011)
    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.)
    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
    46,051,490
    b
    Average of monthly cash balances.......................
    1b
    177,241
    c
    Fair market value of all other assets (see page 24 of the instructions)............
    1c
    792,000
    d
    Total (add lines 1a, b, and c).........................
    1d
    47,020,731
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    47,020,731
    4
    Cash deemed held for charitable activities. Enter 1 1⁄2% of line 3 (for greater amount, see page 25
    of the instructions) ...........................
    4
    705,311
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    46,315,420
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    2,315,771
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    2,315,771
    2a
    Tax on investment income for 2011 from Part VI, line 5......
    2a
    24,109
    b
    Income tax for 2011. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    24,109
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    2,291,662
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    2,291,662
    6
    Deduction from distributable amount (see page 25 of the instructions)...........
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    2,291,662
    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
    2,387,026
    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
    0
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
    0
    b
    Cash distribution test (attach the required schedule) .................
    3b
    0
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    2,387,026
    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
    24,109
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    2,362,917
    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 (2011)
    Form 990-PF (2011)
    Page 8
    Part XIII
    Undistributed Income (see page 26 of the instructions)
    (a)
    Corpus     		(b)
    Years prior to 2010     		(c)
    2010     		(d)
    2011
    1 Distributable amount for 2011 from Part XI, line 7 2,291,662
    2 Undistributed income, if any, as of the end of 2011:
    a Enter amount for 2010 only....... 0
    b Total for prior years:2009, 2008, 2007 0
    3 Excess distributions carryover, if any, to 2011:
    a From 2006....... 11,803
    b From 2007....... 155,095
    c From 2008....... 89,414
    d From 2009....... 57,781
    e From 2010....... 74,280
    fTotal of lines 3a through e......... 388,373
    4Qualifying distributions for 2011 from Part
    XII, line 4: bullet$ 2,387,026
    a Applied to 2010, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see page 26 of the instructions)    		  
    c Treated as distributions out of corpus (Election
    required—see page 26 of the instructions)...     		 
    d Applied to 2011 distributable amount..... 2,291,662
    e Remaining amount distributed out of corpus 95,364
    5 Excess distributions carryover applied to 2011.    
    (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 5 483,737
    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......     		 
    d Subtract line 6c from line 6b. Taxable
    amount—see page 27 of the instructions ...     		0
    e Undistributed income for 2010. Subtract line
    4a from line 2a. Taxable amount—see page 27
    of the instructions ...........     		0
    f Undistributed income for 2011. 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) ...........     		 
    8Excess distributions carryover from 2006 not
    applied on line 5 or line 7 (see page 27 of the
    instructions) .............     		11,803
    9Excess distributions carryover to 2012.
    Subtract lines 7 and 8 from line 6a ......     		471,934
    10 Analysis of line 9:
    a Excess from 2007.... 155,095
    b Excess from 2008.... 89,414
    c Excess from 2009.... 57,781
    d Excess from 2010.... 74,280
    e Excess from 2011.... 95,364
    Form 990-PF (2011)
    Form 990-PF (2011)
    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 2011, 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) 2011 (b) 2010 (c) 2009 (d) 2008
             
    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:
    THOMAS N WILFRID
    35 PARK PL
    PRINCETON,NJ08542
    (609) 924-7022
    bThe form in which applications should be submitted and information and materials they should include:
    COLLEGES & UNIVERSITIES INTERESTED IN NEWCOMBE SCHOLARSHIPS MAY WRITE OR PHONE THE FOUNDATION'S OFFICE; APPLICATION PROCEDURES WILL BE EXPLAINED. APPLICATION FOR NEWCOMBE SCHOLARSHIPS FOR MATURE SECOND-CAREER WOMEN STUDENTS OR FOR NEWCOMBE SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES REQUIRES COMPLETION OF INFORMATION FORMS AND SUBMISSION OF A REQUEST FOR FUNDING THAT EXPLAINS SERVICES PROVIDED TO SUCH STUDENTS, ADMINISTRATION ARRANGEMENTS FOR THE PROPOSED SCHOLARSHIP GRANT, AND ANY MATCHING FUNDING THE COLLEGE OR UNIVERSITY WOULD PROVIDE TO AUGMENT THE NEWCOMBE FUNDING OR TO BUILD AN ENDOWED SCHOLARSHIP FUND TO BENEFIT THESE STUDENTS. NOTE GEOGRAPHICAL RESTRICTIONS IN PART XV, LINE 2(D) PARAGRAPH (1) BELOW. IN EVERY CASE, A COPY OF THE INSTITUTION'S LETTER OF EXEMPT STATUS UNDER IRS CODE MUST ACCOMPANY THE APPLICATION AND THE INSTITUTION'S EMPLOYER IDENTIFICATION NUMBER (EIN) MUST BE FURNISHED. APPLICATION FOR NEWCOMBE DOCTORAL DISSERTATION FELLOWSHIPS IN ETHICS AND RELIGION MUST BE MA
    cAny submission deadlines:
    APPLICATION MATERIAL FOR SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES AND FOR MATURE WOMEN STUDENTS I
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    ALL GRANTS OF THE NEWCOMBE FOUNDATION ARE FOR SCHOLARSHIPS OR DOCTORAL FELLOWSHIPS IN THE PROGRAMS LISTED ABOVE. GRANTS ARE ONLY MADE TO COLLEGES, UNIVERSITIES, OR FOUNDATIONS. NO GRANTS ARE MADE TO INDIVIDUALS. NO MONEY IS AVAILABLE FOR PROGRAM DEVELOPMENT, STAFFING OR GENERAL SUPPORT. NO FUNDS ARE AWARDED FOR POST-DOCTORAL WORK. NEWCOMBE FOUNDATION GRANTS ARE MADE IN THREE PROGRAMS WITH THE FOLLOWING RESTRICTIONS: (1) NEWCOMBE DOCTORAL DISSERTATION FELLOWSHIPS: UP TO 30 NEWCOMBE FELLOWS ARE SELECTED ANNUALLY IN A NATIONAL COMPETITION. DOCTORAL DEGREE CANDIDATES IN THE HUMANITIES AND SOCIAL SCIENCES WHOSE WORK FOCUSES ON ETHICS AND RELIGION MAY APPLY TO THE WOODROW WILSON NATIONAL FELLOWSHIP FOUNDATION (ADDRESS ABOVE). SUPPORT IS LIMITED TO ONE YEAR. (2) NEWCOMBE SCHOLARSHIPS FOR MATURE SECOND-CAREER WOMEN STUDENTS ARE RESTRICED GEOGRAPHICALLY TO COLLEGES AND UNIVERSITIES IN PA, NJ, MD, DE, DC AND NY CITY. NO GRANTS ARE MADE IN THIS PROGRAM TO TWO-YEAR COLLEGES, PUBLIC OR PRIVATE, OR
    Form 990-PF (2011)
    Form 990-PF (2011)
    Page 10
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    AMERICAN UNIVERSITY
    440 MASSACHUSETTS AVE
    WASHINGTON,DC20016     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 32,000
    ARCADIA UNIVERSITY
    450 S EASTON RD
    GLENSIDE,PA19038     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 35,000
    BLOOMFIELD COLLEGE
    467 FRANKLIN ST
    BLOOMFIELD,NJ07003     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 47,000
    CEDAR CREST COLLEGE
    100 COLLEGE DR
    ALLENTOWN,PA18104     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 58,000
    MISERICORDIA UNIVERSITY
    301 LAKE ST
    DALLAS,PA18612     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 41,000
    COLUMBIA UNIVERSITY SCHOOL OF GENERAL STUDIES
    408 LEWISOHN HALL
    NEW YORK,NY10027     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 35,000
    FORDHAM UNIVERSITY
    441 E FORDHAM RD
    BRONX,NY10458     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 40,000
    GANNON UNIVERSITY
    109 UNIVERSITY SQUARE
    ERIE,PA16541     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 13,500
    GWYNEDD-MERCY COLLEGE
    SUMNEYTOWN PIKE
    GWYNEDD VALLEY,PA19437     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 58,000
    HUNTER COLLEGE
    695 PARK AVE
    NEW YORK,NY10021     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 46,000
    KEAN UNIVERSITY FOUNDATION
    1000 MORRIS AVE
    UNION,NJ07083     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 37,000
    LA SALLE UNIVERSITY
    1900 W OLNEY AVE
    PHILADELPHIA,PA19141     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 47,000
    MARYWOOD UNIVERSITY
    2300 ADAMS AVE
    SCRANTON,PA18509     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 30,000
    MORAVIAN COLLEGE
    1200 MAIN ST
    BETHLEHEM,PA18018     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 25,000
    NEUMANN UNIVERSITY
    1 NEUMANN DR
    ASTON,PA19014     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 18,000
    RIDER UNIVERSITY
    2083 LAWRENCEVILLE RD
    LAWRENCEVILLE,NJ08648     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 41,000
    RUTGERS UNIVERSITY FOUNDATION
    7 COLLEGE AVE
    NEW BRUNSWICK,NJ08901     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 45,500
    TOWSON UNIVERSITY FOUNDATION
    8000 YORK RD
    TOWSON,MD21252     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 42,000
    UNIVERSITY OF MARYLAND
    3300 METZEROTT RD
    ADELPHI,MD20783     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 59,500
    UNIVERSITY OF SCRANTON
    800 LINDEN ST
    SCRANTON,PA18510     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 13,000
    ST JOSEPHS UNIVERSITY
    5600 CITY LINE AVE
    PHILADELPHIA,PA19131     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 30,000
    WEST CHESTER UNIVERSITY
    100 W ROSEDALE AVE
    WEST CHESTER,PA19383     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 38,000
    WIDENER UNIVERSITY
    1 UNIVERSITY PL
    CHESTER,PA19013     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 38,000
    NEW SCHOOL UNIVERSITY
    66 W 12TH ST
    NEW YORK,NY10011     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 32,500
    WOODROW WILSON NATIONAL FELLOWSHIP FOUNDATION
    CN 5281
    PRINCETON,NJ08543     		  PUBLIC CHARITY NEWCOMBE DOCTORAL DISSERTATION FELLOWSHIPS 750,217
    BROOKLYN COLLEGE
    2900 BEDFORD AVE
    BROOKLYN,NY11210     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 33,500
    EDINBORO UNIVERSITY OF PA
    210 MEADVILLE ST
    EDINBORO,PA16444     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 32,500
    GALLAUDET UNIVERSITY
    800 FLORIDA AVE NE
    WASHINGTON,DC20002     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 38,000
    LONG ISLAND UNIVERSITY-BROOKLYN CAMPUS
    UNIVERSITY CENTER
    BROOKVILLE,NY11548     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 14,000
    MCDANIEL COLLEGE
    2 COLLEGE HILL
    WESTMINSTER,MD21157     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 12,500
    NEW YORK UNIVERSITY
    70 WASHINGTON SQUARE S
    NEW YORK,NY10012     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 11,250
    PENNSYLVANIA STATE UNIVERSITY
    17 OLD MAIN
    UNIVERSITY PARK,PA16802     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 80,500
    TEMPLE UNIVERSITY
    BROAD MONTGOMERY STREETS
    PHILADELPHIA,PA19122     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 73,000
    GEORGIAN COURT UNIVERSITY
    900 LAKEWOOD AVE
    LAKEWOOD,NJ087012697     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 27,000
    THE FOUNDATION CENTER
    79 FIFTH AVE
    NEW YORK,NY10003     		  PUBLIC CHARITY SUPPORT OF SERVICES TO GRANT SEEKERS 4,000
    ELIZABETHTOWN COLLEGE
    1 ALPHA DR
    ELIZABETHTOWN,PA170222298     		  PUBLIC CHARITY MATURE SECOND CAREER-WOMEN SCHOLARSHIPS 25,000
    UNIVERSITY OF PENNSYLVANIA
    3451 WALNUT ST
    PENNSYLVANIA,PA191046243     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 25,000
    COUNCIL ON FOUNDATIONS
    2121 CRYSTAL DR STE 700
    ARLINGTON,VA222027306     		  PUBLIC CHARITY GENERAL SUPPORT 4,780
    COUNCIL OF NEW JERSEY GRANTMAKERS
    101 W STATE ST
    TRENTON,NJ08608     		  PUBLIC CHARITY GENERAL SUPPORT 250
    WILSON COLLEGE
    1025 PHILADELPHIA AVE
    CHAMBERSBURG,PA17201     		  PUBLIC CHARITY MATURE SECOND CAREER-WOMEN SCHOLARSHIPS 25,000
    MERCY COLLEGE
    555 BROADWAY
    DOBBS FERRY,NY10522     		  PUBLIC CHARITY MATURE SECOND CAREER-WOMEN SCHOLARSHIPS 25,000
    ASSOCIATION OF SMALL FOUNDATIONS
    1720 N ST NW
    WASHINGTON,DC20036     		  PUBLIC CHARITY GENERAL SUPPORT 185
    MARYVILLE COLLEGE
    502 E LAMAR ALEXANDER PKWY
    MARYVILLE,TN37804     		  PUBLIC CHARITY SPECIAL SCHOLARSHIP ENDOWMENT 25,000
    TUSCULUM COLLEGE
    1305 CENTERPOINT BLVD
    KNOXVILLE,TN37932     		  PUBLIC CHARITY SPECIAL SCHOLARSHIP ENDOWMENT 35,000
    Total .................................bullet 3a 2,143,682
    bApproved for future payment
    WOODROW WILSON NATIONAL FELLOWSHIP FOUNDATION
    CN 5281
    PRINCETON,NJ08543     		  PUBLIC CHARITY NEWCOMBE DOCTORAL DISSERTATION FELLOWSHIPS 843,060
    GANNON UNIVERSITY
    109 UNIVERSITY SQ
    ERIE,PA16541     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 16,500
    ELIZABETHTOWN COLLEGE
    ONE ALPHA DR
    ELIZABETHTOWN,PA17022     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 24,000
    GEORGIAN COURT UNIVERSITY
    900 LAKEWOOD AVE
    LAKEWOOD,NJ087011697     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 22,500
    KEAN UNIVERSITY
    1000 MORRIS AVE
    UNION,NJ07083     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 5,000
    HUNTER COLLEGE
    695 PARK AVE E1313
    NEW YORK,NY100655024     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 5,000
    ASSOCIATE ALUMNAE OF DOUGLASS COLLEGE
    181 RYDERS LN
    NEW BRUNSWICK,NJ089018557     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 2,000
    ST JOSEPHS UNIVERSITY
    5600 CITY LINE AVE
    PHILADELPHIA,PA191311395     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 22,500
    UNIVERSITY OF MARYLAND COLLEGE PARK FOUNDATION
    8400 BALTIMORE AVE STE 200
    COLLEGE PARK,MD207402496     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 46,000
    WIDENER UNIVERSITY
    ONE UNIVERSITY PL
    CHESTER,PA190135792     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 21,500
    EDINBORO UNIVERSITY OF PA
    MEADVILLE NORMAL STREETS
    EDINBORO,PA16444     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 20,000
    PENNSYLVANIA STATE UNIVERSITY
    17 OLD MAIN
    UNIVERSITY PARK,PA168021502     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 20,000
    TEMPLE UNIVERSITY
    BROAD MONTGOMERY STREETS
    PHILADELPHIA,PA19122     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 10,000
    PENNSYLVANIA STATE UNIVERSITY
    17 OLD MAIN
    UNIVERSITY PARK,PA168021502     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES-ENDOWED SCHOLARSHIPS 10,000
    TEMPLE UNIVERSITY
    BROAD MONTGOMERY STREETS
    PHILADELPHIA,PA19122     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 80,000
    NEUMANN UNIVERSITY
    1 NEUMANN DR
    ASTOR,PA19014     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 8,000
    UNIVERISTY OF SCRANTON
    800 LINDEN ST
    SCRANTON,PA18510     		  PUBLIC CHARITY MATURE SECOND-CAREER WOMEN SCHOLARSHIPS 21,000
    LONG ISLAND UNIVERSITY-BROOKLYN CAMPUS
    UNIVERSITY CENTER
    BROOKVILLE,NY10548     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 19,000
    MCDANIEL COLLEGE
    2 COLLEGE HILL
    WESTMINSTER,PA21157     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 17,500
    NEW YORK UNIVERISTY
    70 WASHINGTON SQUARE S
    NEW YORK,NY10012     		  PUBLIC CHARITY SCHOLARSHIPS FOR STUDENTS WITH DISABILITIES 18,750
    Total .................................bullet 3b 1,232,310
    Form 990-PF (2011)
    Form 990-PF (2011)
    Page 11
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See page 28 of
    the instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3Interest on savings and temporary cash investments     14 38  
    4 Dividends and interest from securities....     14 466,811  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....     16 13,328  
    6Net rental income or (loss) from personal property          
    7 Other investment income.....     15 328,679  
    8Gain or (loss) from sales of assets other than inventory     18 1,168,637  
    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)..   1,977,493  
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,977,493
    (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 (2011)
    Form 990-PF (2011)
    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 (2011)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2011 ContractorCompensationExpln
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Contractor Explanation

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

    TY 2011 DepreciationSchedule
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included

    TY 2011 InvestmentsOtherSchedule2
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    ACADIAN INTL SMALL CAP FUND FMV 2,682,375 2,682,375
    ARCHSTONE ABSOLUTE FMV 2,709,595 2,709,595
    ADAGE CAPITAL PARTNERS FMV 4,718,226 4,718,226
    COLCHESTER GLOBAL BOND FUND FMV 2,984,829 2,984,829
    BARLOW OFFSHORE PARTNERS FMV 2,825,455 2,825,455
    GENEVA MIDCAP GROWTH EQUITIES FMV 2,303,010 2,303,010
    CITY OF LONDON EMERGING MARKET FMV 2,143,126 2,143,126
    TIFF ABSOLUTE RETURN POOL II FMV 3,126,625 3,126,625
    VANGUARD INFLATION PROTECTED FMV 2,915,090 2,915,090
    GUGGENHEIM PLUS RE II FMV 425,936 425,936
    GUGGENHEIM REIT FMV 560 560
    MAP 2003 LP FMV 582,743 2,883,055
    MAP 2004 LP FMV 304,868 559,453
    DODGE & COX INTERNATIONAL FUND FMV 3,045,027 3,045,027
    AG CORE PLUS REALTY III FMV 308,972 308,972
    SYSTEMATIC MID CAP VALUE FUND FMV 1,996,695 1,996,695
    MAP 2009 LP FMV 320,248 373,204
    VANGUARD 500 INDEX FUND FMV 1,345,078 1,345,078
    VANGUARD SHORT TERM TREASURY FMV 847,999 847,999
    VANGUARD ENERGY FUND FMV 1,551,096 1,551,096
    WILLIAM BLAIR INTERNATL FMV 3,316,512 3,316,512
    GRESHAM TAP FMV 1,517,419 1,517,419

    TY 2011 LandEtcSchedule2
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value


    TY 2011 OtherAssetsSchedule
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    PREPAID INSURANCE 5,304 5,617 5,617
    SECURITY DEPOSIT 2,200 2,200 2,200
    PREPAID EXCISE TAX 11,430 0 0
    PREPAID FEES 8,750 0 0


    TY 2011 OtherDecreasesSchedule
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Description Amount
    UNREALIZED GAIN ON INVESTMENTS 3,186,520


    TY 2011 OtherExpensesSchedule
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BANK CHARGES 274     274
    DONATIONS 100     100
    OFFICE SUPPLIES PHONE POSTAGE 8,092     8,092
    INSURANCE 2,242     2,242
    PAYROLL PROCESSING 833     833
    PROFESSIONAL DEVELOPMENT 1,943     1,943
    OTHER 30     30


    TY 2011 OtherIncomeSchedule2
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    ACADIAN INTL SMALL CAP   -87  
    ADAGE CAPITAL   -4,129  
    CITY OF LONDON EMERGING MARKETS   280  
    COLCHESTER GLOBAL BOND FUND   227,597  
    GUGGENHEIM PLUS 133,437 306  
    MAP 2003 LP 193,012 259,298  
    MAP 2004 LP 15,989 38,541  
    MAP 2009 LP -7,731 8,385  
    ANGELO GORDON CORE PLUS II -6,028 29  


    TY 2011 OtherProfessionalFeesSchedule
    Name:
    CHARLOTTE W NEWCOMBE FOUNDATION
    EIN: 23-2120614
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT FEES 227,612 151,667