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
2012
Open to Public Inspection
For calendar year 2012, or tax year beginning 04-01-2012 , and ending 03-31-2013
Name of foundation
ARCHIBALD FAMILY FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)NUTTER MCCLENNEN 155 SEAPORT BLVD   Room/suite
City or town, state, and ZIP code
BOSTON, MA02210
A Employer identification number

04-3417222
B Telephone number (see instructions)

(617) 439-2043
C bullet
G Check all that apply:

D 1. bullet
2. bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$4,045,550J 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 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 1 1  
4 Dividends and interest from securities...... 119,467 119,467  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 Click to see attachment 99,739
b Gross sales price for all assets on line 6a 279,411
7 Capital gain net income (from Part IV, line 2)... 99,739
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........ 219,207 219,207  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 29,192 14,596   14,596
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 3,150     3,150
c Other professional fees (attach schedule)....        
17 Interest...............        
18 Taxes (attach schedule) (see instructions) Click to see attachment 7,383 7,383    
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 245 156   89
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 39,970 22,135   17,835
25 Contributions, gifts, grants paid........ 164,000 164,000
26 Total expenses and disbursements. Add lines 24 and 25 203,970 22,135   181,835
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 15,237
b Net investment income (if negative, enter -0-) 197,072
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2012)
Form 990-PF (2012)
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............... 26,558 1,496 1,496
2 Savings and temporary cash investments.......... 22,019 33,742 33,742
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) 50,000 50,000 51,975
b Investments—corporate stock (attach schedule)........ 2,457,119 Click to see attachment2,380,541 3,811,030
c Investments—corporate bonds (attach schedule)........ 43,149 Click to see attachment145,235 147,307
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)...........      
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 2,598,845 2,611,014 4,045,550
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
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted....................    
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds 2,598,845 2,611,014
30 Total net assets or fund balances (see page 17 of the
instructions).................... 2,598,845 2,611,014
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 2,598,845 2,611,014
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 2,598,845
2 Enter amount from Part I, line 27a..................... 2 15,237
3 Other increases not included in line 2 (itemize) bullet 3  
4 Add lines 1, 2, and 3.......................... 4 2,614,082
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 3,068
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 2,611,014
Form 990-PF (2012)
Form 990-PF (2012)
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 2,000 ABBVIE P 1994-04-14 2013-03-01
b 300 IBM P 1995-10-03 2012-08-29
c 500 METLIFE P 2010-06-17 2012-11-26
d 550 PAYCHEX P 2006-02-16 2012-06-06
e 400 SUNCOR P 2011-01-31 2013-01-31
9,319.794 VANGUARD ST INV GRADE FUND P 2010-07-20 2012-06-07
(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 73,745   13,822 59,923
b 58,084   7,113 50,971
c 16,143   20,807 -4,664
d 16,331   21,293 -4,962
e 13,427   16,637 -3,210
100,001   100,000 1
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       59,923
b       50,971
c       -4,664
d       -4,962
e       -3,210
      1
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 99,739
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 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))
2011 177,315 3,582,036 000.049501
2010 156,727 3,432,405 000.045661
2009 171,281 3,296,465 000.051959
2008 221,641 3,510,514 000.063136
2007 199,718 4,240,451 000.047098
2 Total of line 1, column (d) ...................... 2 000.257355
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. . . 		3 000.051471
4 Enter the net value of noncharitable-use assets for 2012 from Part X, line 5..... 4 3,747,022
5 Multiply line 4 by line 3....................... 5 192,863
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 1,971
7 Add lines 5 and 6......................... 7 194,834
8 Enter qualifying distributions from Part XII, line 4.............. 8 181,835
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.
Form 990-PF (2012)
Form 990-PF (2012)
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 3,941
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 3,941
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 3,941
6 Credits/Payments:
a 2012 estimated tax payments and 2011 overpayment credited to 2012 6a 2,120
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.............. Tax Paid Original Return: 2120 7 2,120
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 1,821
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 2013 estimated taxBullet   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
 
 
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
 
 
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 instructions)
    bulletMA
    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 2012 or the taxable year beginning in 2012 (see instructions for Part XIV)?
    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 instructions) .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement (see instructions).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbullet  
    14
    The books are in care ofbulletDAVID W LEWIS JR ESQ Telephone no.bullet (617) 439-2000
    Located atbulletNUTTER MCCLENNEN 155 SEAPORT BLVDBOSTONMA ZIP+4bullet02210
    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 2012, 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 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 (2012)
    Form 990-PF (2012)
    Page 5
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the “Yes” column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?.........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check “No”
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is “Yes” to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see page 20 of the instructions)?...
    1b
     
     
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2012?.............
    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 2012, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2012?...............
    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 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 2012 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 2012.)....................
    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 2012?
    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 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 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 (2012)
    Form 990-PF (2012)
    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 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
    NUTTER MCCLENNEN TRUSTEE
    001.50     		29,192    
    155 SEAPORT BLVD
    BOSTON,MA02210
    JOHN LG ARCHIBALD TRUSTEE
    000.25     		0    
    113 WASHINGTON ST
    BOSTON,MA02118
    MARY A POOR TRUSTEE
    000.25     		0    
    42 FRESH POND LN
    CAMBRIDGE,MA02138
    2 Compensation of five highest-paid employees (other than those included on line 1—see 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 instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
     
    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 NONE 0
    2  
    3  
    4  
    Form 990-PF (2012)
    Form 990-PF (2012)
    Page 7
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1 NONE  
    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 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
    3,762,823
    b
    Average of monthly cash balances.......................
    1b
    41,260
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    3,804,083
    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
     
    3
    Subtract line 2 from line 1d.........................
    3
    3,804,083
    4
    Cash deemed held for charitable activities. Enter 1 1⁄2% of line 3 (for greater amount, see
    instructions) Click to see attachment.............................
    4
    57,061
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    3,747,022
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    187,351
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    187,351
    2a
    Tax on investment income for 2012 from Part VI, line 5......
    2a
    3,941
    b
    Income tax for 2012. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    3,941
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    183,410
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    183,410
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    183,410
    Part XII
    Qualifying Distributions (see 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 Click to see attachment..........
    1a
    181,835
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    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
    181,835
    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 instructions).................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    181,835
    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 (2012)
    Form 990-PF (2012)
    Page 8
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2011     		(c)
    2011     		(d)
    2012
    1 Distributable amount for 2012 from Part XI, line 7 183,410
    2 Undistributed income, if any, as of the end of 2012:
    a Enter amount for 2011 only....... 163,197
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2012:
    a From 2007.......  
    b From 2008.......  
    c From 2009.......  
    d From 2010.......  
    e From 2011.......  
    fTotal of lines 3a through e.........  
    4Qualifying distributions for 2012 from Part
    XII, line 4: bullet$ 181,835
    a Applied to 2011, but not more than line 2a 163,197
    b Applied to undistributed income of prior years
    (Election required—see instructions)......     		 
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		 
    d Applied to 2012 distributable amount..... 18,638
    e Remaining amount distributed out of corpus  
    5 Excess distributions carryover applied to 2012.    
    (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  
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		 
    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 instructions ...........     		 
    e Undistributed income for 2011. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2012. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2013 ..........     		164,772
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (see
    instructions) .............     		 
    8Excess distributions carryover from 2007 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2013.
    Subtract lines 7 and 8 from line 6a ......     		 
    10 Analysis of line 9:
    a Excess from 2008....  
    b Excess from 2009....  
    c Excess from 2010....  
    d Excess from 2011....  
    e Excess from 2012....  
    Form 990-PF (2012)
    Form 990-PF (2012)
    Page 9
    Part XIV
    Private Operating Foundations (see 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 2012, 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) 2012 (b) 2011 (c) 2010 (d) 2009
             
    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 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).)
    NONE
    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.
    NONE
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail of the person to whom applications should be addressed:
    DAVID W LEWIS JR
    KL GATES ONE LINCOLN ST
    BOSTON,MA021112950
    (617) 261-3100
    bThe form in which applications should be submitted and information and materials they should include:
    NO FORMAL REQUIREMENTS
    cAny submission deadlines:
    NONE ADOPTED
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    NONE
    Form 990-PF (2012)
    Form 990-PF (2012)
    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
    APPALACIAN MOUNTAIN CLUB
    5 TUDOR PL
    NEW YORK CITY,NY10017     		NONE PUBLIC CHARITY GENERAL 1,000
    BOSTON ATHENEUM
    10 1/2 BEACON ST
    BOSTON,MA02108     		NONE PUBLIC CHARITY GENERAL 1,000
    BUCKINGHAM BROWN & NICHOLS SCHOOL
    80 GERRYS LANDING
    CAMBRIDGE,MA02138     		NONE PUBLIC CHARITY GENERAL 5,000
    CALIFORNIA WILDLIFE CENTER
    26026 PIUMA RD
    CALABASAS,CA91302     		NONE PUBLIC CHARITY GENERAL 10,000
    CAMBRIDGE SCHOOL OF WESTON
    93 LEXINGTON ST
    WESTON,MA02493     		NONE PUBLIC CHARITY GENERAL 2,000
    CHARITIES AID FDN OF AMERICA
    1800 DIAGONAL RD
    ALEXANDRIA,VA22314     		NONE PUBLIC CHARITY GENERAL 5,000
    COMMUNITY FUNDS
    909 THIRD AVE
    NEW YORK,NY10022     		NONE PUBLIC CHARITY GENERAL 2,500
    DEFENDERS OF WILDLIFE
    1130 17TH ST
    WASHINGTONN,DC20036     		NONE PUBLIC CHARITY GENERAL 1,000
    FARM SANCTUARY
    3100 AIKENS RD
    WATKINS FARM,NY14891     		NONE PUBLIC CHARITY GENERAL 10,000
    GREENPEACE
    702 H ST
    WASHINGTON,DC20001     		NONE PUBLIC CHARITY GENERAL 500
    HOBART & WILLIAM SMITH COLLEGE
    337 PULTENEY ST
    GENEVA,NY14456     		NONE PUBLIC CHARITY GENERAL 3,000
    HUNTS POINT ALLIANCE FOR CHILDREN
    889 HUNTS POINT BLVD
    BRONX,NY10474     		NONE PUBLIC CHARITY GENERAL 12,000
    MARIA MITCHEL ASSN
    4 VESTAL ST
    NANTUCKET,MA02554     		NONE PUBLIC CHARITY GENERAL 27,000
    SARAH LAWRENCE COLLEGE
    1 MEAD WAY
    BRONXVILLE,NY10708     		NONE PUBLIC CHARITY GENERAL 5,000
    SAVE THE WHALES
    1192 WARING ST
    SEASIDE,CA93955     		NONE PUBLIC CHARITY GENERAL 1,000
    SHADY HILL SCHOOL
    178 COOLIDGE HILL
    CAMBRIDGE,MA02138     		NONE PUBLIC CHARITY GENERAL 1,000
    THE ONYX AND BREEZY FDN
    PO BOX 656
    TUXEDO PARK,NY10987     		NONE PUBLIC CHARITY GENERAL 10,000
    WBUR
    890 COMMONWEALTH AVE
    BOSTON,MA02115     		NONE PUBLIC CHARITY GENERAL 2,000
    WGBH
    1 GUEST ST
    BRIGHTON,MA02135     		NONE PUBLIC CHARITY GENERAL 2,000
    WORLD WILDLIFE DEFENSE FUND
    PO BOX 97180
    WASHINGTON,DC20090     		NONE PUBLIC CHARITY GENERAL 5,000
    MENDING KIDS INTL
    2307 W OLIVE ST
    BURBANK,CA91505     		NONE PUBLIC CHARITY GENERAL 15,000
    MSPCA
    350 HUNTINGTON AVE
    BOSTON,MA02130     		NONE PUBLIC CHARITY GENERAL 1,000
    NANTUCKET LAND COUNCIL
    6 ASH LN
    NANTUCKET,MA02554     		NONE PUBLIC CHARITY GENERAL 5,000
    NORTHWOOD SCHOOL
    5 NORTHWOOD AVE
    LAKE PLACID,NY12946     		NONE PUBLIC CHARITY GENERAL 5,000
    OUR BODIES OURSELVES
    5 UPLAND RD
    CAMBRIDGE,MA02140     		NONE PUBLIC CHARITY GENERAL 12,000
    PHYSICIANS COMMITTEE FOR RESPONSIBLE MEDICINE
    5100 WISCONSIN ST NW
    WASHINGTON,DC20016     		NONE PUBLIC CHARITY GENERAL 5,000
    SABRE FDN
    872 MASSACHUSETTS AVE
    CAMBRIDGE,MA02139     		NONE PUBLIC CHARITY GENERAL 15,000
    Total .................................bullet 3a 164,000
    bApproved for future payment
    Total .................................bullet 3b  
    Form 990-PF (2012)
    Form 990-PF (2012)
    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 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 1  
    4 Dividends and interest from securities....     14 119,467  
    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 99,739  
    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)..   219,207  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13219,207
    (See worksheet in line 13 instructions 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 foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2012)
    Form 990-PF (2012)
    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
    Sign Here
    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
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2012)
    Additional Data


    Software ID: 12000057
    Software Version: 12.15.422.1
    Part VI Line 7 - Tax Paid Original Return: 2120


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2012 AccountingFeesSchedule
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    MCCABE TAX CONSULTING 3,150     3,150

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

    TY 2012 GainLossSaleOtherAssetsSch
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Name Date Acquired How Acquired Date Sold Purchaser Name Gross Sales Price Basis Basis Method Sales Expenses Total (net) Accumulated Depreciation
    2,000 ABBVIE 1994-04 P 2013-03   73,745 13,822     59,923  
    300 IBM 1995-10 P 2012-08   58,084 7,113     50,971  
    500 METLIFE 2010-06 P 2012-11   16,143 20,807     -4,664  
    550 PAYCHEX 2006-02 P 2012-06   16,331 21,293     -4,962  
    400 SUNCOR 2011-01 P 2013-01   13,427 16,637     -3,210  
    9,319.794 VANGUARD ST INV GRADE FUND 2010-07 P 2012-06   100,001 100,000     1  

    TY 2012 GeneralExplanationAttachment
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Identifier Return Reference Explanation

    TY 2012 InvestmentsCorpBondsSchedule
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Name of Bond End of Year Book Value End of Year Fair Market Value
    10,000 AMERICAN EXPRESS 2.75 2015-09-15 10,008 10,456
    10,000 AMPHENOL 4.75 2014-11-15 10,863 10,594
    10,000 CHUBB 5.75 2018-05-15 11,472 12,154
    10,000 GENERAL ELECTRIC CAP MTN 4.38 2015-09-21 10,806 10,837
    10,000 COCA-COLA 1.65 2018-03-14 10,120 10,237
    10,000 JOHN DEERE CAPITAL CORP 2.25 2016-06-07 10,459 10,437
    10,000 WALT DISNEY 1.13 2017-02-15 9,978 10,007
    10,000 GENERAL ELECTRIC CAP CORP 2.25 2015-11-09 10,178 10,342
    10,000 IBM 1.00 2013-08-05 10,089 10,024
    10,000 JP MORGAN CHASE 4.25 2020-10-15 10,390 10,972
    10,000 PEPSICO 1.00 2014-08-25 10,031 10,056
    10,000 TEVA PHARMA FIN II/III 3.00 2015-06-15 10,560 10,491
    10,000 US BANCORP 1.65 2017-05-15 10,044 10,191
    10,000 WELLS FARGO 2.63 2016-12-15 10,237 10,509

    TY 2012 InvestmentsCorpStockSchedule
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Name of Stock End of Year Book Value End of Year Fair Market Value
    2200 shares of ATT 58,179 80,718
    2500 shares of ABBOTT LABS 30,066 88,300
    400 shares of ALTRIA GROUP 9,133 13,756
    1000 shares of BANK OF AMERICA 9,594 12,180
    1500 shares of BECTON DICKINSON 53,903 143,415
    500 shares of BHP BILLITON 23,229 34,215
    1000 shares of CATERPILLAR 40,321 86,970
    1800 shares of COCA-COLA 44,931 145,584
    400 shares of CHUBB 20,721 35,012
    1000 shares of ECOLAB 37,098 80,180
    2500 shares of EXXON MOBIL 47,364 225,275
    3500 shares of GENERAL ELECRIC 28,713 80,920
    6000 shares of INTEL 54,545 131,010
    700 shares of INTL BUSINESS MACHINES 16,597 149,310
    4000 shares of FORD MOTOR 54,159 52,600
    1500 shares of JOHNSON JOHNSON 97,099 122,295
    1100 shares of ELI LILLY 49,258 62,469
    800 shares of MCDONALDS 53,877 79,752
    3000 shares of MICROSOFT 33,371 85,815
    2000 shares of NESTLE SA 77,235 144,992
    800 shares of NOVARTIS 44,637 56,992
    1450 shares of PAYCHEX 58,821 50,837
    1000 shares of PFIZER 20,918 28,860
    400 shares of PHILLIP MORRIS 20,983 37,084
    2200 shares of PROCTER GAMBLE 21,404 115,590
    1400 shares of ROCHE HOLDINGS 64,626 81,683
    1200 shares of SCHLUMBERGER 33,001 89,868
    40 shares of GOOGLE 20,213 31,768
    2500 shares of SOUTHERN CO 83,256 117,300
    1000 shares of TOTAL SA 50,781 47,980
    800 shares of US BANCORP 26,871 27,144
    1400 shares of UNITED TECHNOLOGIES 98,100 130,802
    1000 shares of VERIZON COMMUNICATIONS 28,958 49,150
    1300 shares of VODAFONE GROUP 42,005 36,920
    2000 shares of WELLS FARGO 48,405 73,980
    1000 shares of ILLINOIS TOOL 56,862 60,940
    934 shares of MERCK 41,975 41,283
    3000 shares of EATON VANCE ENHANCED EQ INC FUND 56,314 35,040
    6051 shares of EATON VANCE TAX-MGD GLOBAL DIV EQ INC FD 86,046 56,395
    1037 shares of DODGE COX INTL STOCK FUND 50,000 37,225
    700 shares of NEXTERA ENERGY 39,197 54,376
    500 shares of SEMPRA ENERGY 25,272 39,970
    1000 shares of PLUM CREEK TIMBER 35,761 52,200
    1000 shares of WASTE MANAGEMENT 31,946 39,210
    1100 shares of BANK OF AMERICA PFD 20,619 26,653
    900 shares of GOLDMAN SACHS GROUP PFD 20,092 21,339
    725 shares of JP MORGAN CHASE PFD 20,035 18,834
    825 shares of METLIFE PFD 20,015 20,774
    750 shares of WELLS FARGO PFD 20,380 22,447
    1000 shares of ACCENTURE PLC IRELAND 55,319 75,970
    500 shares of AMERISOURCEBERGEN 20,038 25,725
    1000 shares of ANHEUSER-BUSCH 66,021 99,550
    700 shares of QUALCOMM 40,850 46,858
    450 shares of UNITED PARCEL 31,357 38,655
    1000 shares of WAL-MART STORES 54,296 74,830
    2500 shares of FIRST REPUBLIC BANK/SAN FRAN CA 16,569 18,538
    1900 shares of KINDER MORGAN INC 69,205 73,492

    TY 2012 OtherDecreasesSchedule
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Description Amount
    FISCAL 3/31/13 FEDERAL ESTIMATED PAYMENTS 2,120
    FISCAL 3/31/11 FEDERAL BALANCE DUE 211
    ADJUST TO BOOK VALUE 737


    TY 2012 OtherExpensesSchedule
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    MASSACHUSETTS STATE FILING FEE 70     70
    MISCELLANEOUS ADMINISTRATION FEES 38 19   19
    FOREIGN DEPOSITORY FEES 137 137    


    TY 2012 TaxesSchedule
    Name:
    ARCHIBALD FAMILY FOUNDATION
    EIN: 04-3417222
    Software ID:12000057
    Software Version:12.15.422.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FOREIGN TAX WITHHELD 7,383 7,383