TY 2012 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

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

OMB No. 1545-0052

2012

Open to Public Inspection

For calendar year 2012, or tax year beginning 07-01-2012 , and ending 06-30-2013

Name of foundation
Leonard and Ilona Ling Family Foundation

Number and street (or P.O. box number if mail is not delivered to street address)Foundation Source 501 Silverside Rd Room/suite

City or town, state, and ZIP code
Wilmington, DE198091377

A Employer identification number

20-5247159

B Telephone number (see instructions)

(800) 839-1754

C If exemption application is pending, check here bullet

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address changeName change

D 1. Foreign organizations, check here ............. bullet

2. Foreign organizations meeting the 85% test,
check here and attach computation ........... bullet

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trustOther taxable private foundation

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

$866,814J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

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

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

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


1	Contributions, gifts, grants, etc., received (attach schedule)	100,000
2	Check
3	Interest on savings and temporary cash investments	24		24
4	Dividends and interest from securities......	22,536		22,536
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		92,731
b	Gross sales price for all assets on line 6a 1,224,609
7	Capital gain net income (from Part IV, line 2)...			92,731
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........	215,291		115,291
13	Compensation of officers, directors, trustees, etc.
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......
c	Other professional fees (attach schedule)....		16,296	16,296
17	Interest...............
18	Taxes (attach schedule) (see instructions)		7,581	726
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		9,300	123	9,177
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	33,177		17,145	9,177
25	Contributions, gifts, grants paid........	23,500			23,500
26	Total expenses and disbursements. Add lines 24 and 25	56,677		17,145	32,677
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	158,614
b	Net investment income (if negative, enter -0-)			98,146
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	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing...............
	2	Savings and temporary cash investments..........	47,463	31,978	31,978
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see page 15 of the
		instructions)....................
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use...............
	9	Prepaid expenses and deferred charges...........
	10a	Investments—U.S. and state government obligations (attach schedule)	184,507
	b	Investments—corporate stock (attach schedule)........	472,419	831,025	834,836
	c	Investments—corporate bonds (attach schedule)........
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	704,389	863,003	866,814
	17	Accounts payable and accrued expenses..........
	18	Grants payable...................
	19	Deferred revenue..................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22)..........		0
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted....................
	25	Temporarily restricted................
	26	Permanently restricted................
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds.........
	28	Paid-in or capital surplus, or land, bldg., and equipment fund
	29	Retained earnings, accumulated income, endowment, or other funds	704,389	863,003
	30	Total net assets or fund balances (see page 17 of the
		instructions)....................	704,389	863,003
	31	Total liabilities and net assets/fund balances (see page 17 of
		the instructions)..................	704,389	863,003

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	704,389
2	Enter amount from Part I, line 27a.....................	2	158,614
3	Other increases not included in line 2 (itemize)	3
4	Add lines 1, 2, and 3..........................	4	863,003
5	Decreases not included in line 2 (itemize)	5
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.	6	863,003

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	Publicly-traded Securities
b
c
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	1,224,609	1,131,878	92,731
b
c
d
e

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			92,731
b
c
d
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	92,731
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 . . . . . . . . . . . . . . . .		3

Part V

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

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

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

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

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

1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a) Base period years Calendar year (or tax year beginning in)	(b) Adjusted qualifying distributions	(c) Net value of noncharitable-use assets	(d) Distribution ratio (col. (b) divided by col. (c))
2011	29,794	656,767	000.045365
2010	18,478	591,902	000.031218
2009	29,294	558,067	000.052492
2008	35,501	544,922	000.065149
2007	14,311	721,405	000.019838

2	Total of line 1, column (d) ......................	2	000.214062
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	000.042812
4	Enter the net value of noncharitable-use assets for 2012 from Part X, line 5.....	4	767,133
5	Multiply line 4 by line 3.......................	5	32,842
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	981
7	Add lines 5 and 6.........................	7	33,823
8	Enter qualifying distributions from Part XII, line 4..............	8	32,677
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)

Page 4

Part VI

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

1a	Exempt operating foundations described in section 4940(d)(2), check hereand enter “N/A” on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Domestic foundations that meet the section 4940(e) requirements in Part V, check	1	1,963
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2............................	3	1,963
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	1,963
6	Credits/Payments:

a	2012 estimated tax payments and 2011 overpayment credited to 2012	6a	1,475
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)	6c	537
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	2,012
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	49
11	Enter the amount of line 10 to be: Credited to 2013 estimated tax49	Refunded	11

Part VII-A

Statements Regarding Activities

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

Yes

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

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

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

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

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

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

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

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

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

on foundation managers. bullet

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

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

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

Yes

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

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

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

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

Yes

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

or 4942(j)(5) for calendar year 2012 or the taxable year beginning in 2012 (see instructions for Part XIV)?

If “Yes,” complete Part XIV.............................

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

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

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

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

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

Yes

Website address bullet

The books are in care of bullet

co Foundation Source Telephone no. bullet

(800) 839-1754

Located at bullet

501 Silverside Road Suite 123WilmingtonDE ZIP+4 bullet

198091377

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

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

At any time during calendar year 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? .................

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)

Page 5

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

that were not corrected before the first day of the tax year beginning in 2012?.............

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

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

At the end of tax year 2012, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2012?...............YesNo

If “Yes,” list the years bullet

20, 20, 20, 20

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

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

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

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

20, 20, 20, 20

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

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

If “Yes,” did it have excess business holdings in 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.)....................

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

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

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2012?

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

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

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

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

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

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

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

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

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

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

Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......

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

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

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

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

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

a personal benefit contract?........................YesNo

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

If “Yes” to 6b, file Form 8870.

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

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

Form 990-PF (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
Michael Hennessey Atty	Dir 001.00	0
Foundation Source 501 Silverside Rd Wilmington,DE19809	Dir 001.00	0
E Lawrence Ling	Dir 001.00	0
Foundation Source 501 Silverside Rd Wilmington,DE19809	Dir 001.00	0
Leonard Ling	Pres / Dir 001.00	0
Foundation Source 501 Silverside Rd Wilmington,DE19809	Pres / Dir 001.00	0

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

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


2


3


4

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


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.)

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

purposes:

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

733,637

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

45,178

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

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

778,815

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

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

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

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

778,815

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

instructions) Click to see attachment

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

11,682

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

767,133

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

38,357

Part XI

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

and do not complete this part.)

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

38,357

Tax on investment income for 2012 from Part VI, line 5......

1,963

Income tax for 2012. (This does not include the tax from Part VI.)...

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

1,963

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

36,394

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

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

36,394

Deduction from distributable amount (see instructions).................

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

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

36,394

Part XII

Qualifying Distributions (see instructions)

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

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

..........

32,677

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

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

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

Amounts set aside for specific charitable projects that satisfy the:

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

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

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

32,677

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

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

32,677

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)

Page 8

Part XIII

Undistributed Income (see instructions)

	(c) 2011	(d) 2012
1 Distributable amount for 2012 from Part XI, line 7		36,394
2 Undistributed income, if any, as of the end of 2012:
a Enter amount for 2011 only.......	31,951
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: $ 32,677
a Applied to 2011, but not more than line 2a	31,951
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.....		726
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 ..........		35,668
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)

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 section4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2012	(b) 2011	(c) 2010	(d) 2009	(e) Total

b 85% of line 2a .........
c Qualifying distributions from Part XII, line 4 for each year listed .....
d Amounts included in line 2c not used directly for active conduct of exempt activities ....
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets” alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment” alternative test— enter 2⁄3 of minimum investment return shown in Part X, line 6 for each year listed...
c “Support” alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XV

Supplementary Information (Complete this part only if the organization had $5,000 or more in
assets at any time during the year—see 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).)

Leonard Ling

bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here bullet

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

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

bThe form in which applications should be submitted and information and materials they should include:

cAny submission deadlines:

dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:

Form 990-PF (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)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
UNIV OF THE PACIFIC SCHOOL OF DENTISTRY 2155 WEBSTER ST SAN FRANCISCO,CA94115	N/A	509a1	General Unrestricted	23,500
Total ................................. 3a				23,500

bApproved for future payment

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

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	(e) Related or exempt function income (See instructions.)
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	24
4 Dividends and interest from securities....			14	22,536
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	92,731
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)..				115,291

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

13115,291

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

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2012)

Page 12

Part XVII

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

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

Yes

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

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

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

If “Yes,” complete the following schedule.

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

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.
				May the IRS discuss this return with the preparer shown below (see instr.)? Yes No
	Signature of officer or trustee	Date	Title

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name Firm's address			Firm's EIN
				Phone no.

Form 990-PF (2012)

Additional Data

Software ID:	12000057
Software Version:	12.19.1011.1
Part VI Line 7 - Tax Paid Original Return:	2012

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

OMB No. 1545-0047

2012

Name of the organization

Leonard and Ilona Ling Family Foundation

Employer identification number

20-5247159

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

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

General Rule

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

Special Rules

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

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

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

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

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2012)

Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Page 2

Name of organization Leonard and Ilona Ling Family Foundation

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
1	Ling Leonard 1306 Solano Avenue Albany, CA 94706	$100,000	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Page 3

Name of organization Leonard and Ilona Ling Family Foundation

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Page 4

Name of organization
Leonard and Ilona Ling Family Foundation

Employer identification number

20-5247159

Part III

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

$
Use duplicate copies of Part III if additional space is needed.

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Additional Data

Software ID:	12000057
Software Version:	12.19.1011.1

- TIN:

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

TY 2012 GainLossSaleOtherAssetsSch

Name:

Leonard and Ilona Ling Family Foundation

EIN: 20-5247159

Software ID:12000057

Software Version:12.19.1011.1

Name	Date Acquired	How Acquired	Date Sold	Purchaser Name	Gross Sales Price	Basis	Basis Method	Sales Expenses	Total (net)	Accumulated Depreciation
Publicly-traded Securities					1,224,609	1,131,878			92,731

- TIN:

TY 2012 GeneralExplanationAttachment

Name:

Leonard and Ilona Ling Family Foundation

EIN: 20-5247159

Software ID:12000057

Software Version:12.19.1011.1

Identifier	Return Reference	Explanation

- TIN:

TY 2012 InvestmentsCorpStockSchedule

Name:

Leonard and Ilona Ling Family Foundation

EIN: 20-5247159

Software ID:12000057

Software Version:12.19.1011.1

Name of Stock	End of Year Book Value	End of Year Fair Market Value
223 shares of ACTIVISION BLIZZARD INC	2,518	3,180
90 shares of AGILENT TECHNOLOGIES INC	3,843	3,848
157 shares of AIA GROUP LTD ADR	2,836	2,655
323 shares of AKZO NOBEL NV-ADR	6,332	6,076
256 shares of AMARIN CORPORATION PLC - ADR	1,794	1,485
11 shares of APPLE INC.	5,067	4,362
193 shares of ARCOS DORADOS HOLDINGS INC	2,468	2,254
161 shares of ATLAS COPCO AB A SHS ADR	4,485	3,907
130 shares of BANCO ITAU HOLDING FINANCIERA	1,871	1,680
305 shares of BANCO SANTANDER CEN	2,350	1,973
287 shares of BARCLAYS PLC ADR	4,523	4,913
49 shares of BAYER A G SPONSORED ADR	4,517	5,227
203 shares of BG GROUP PLC ADS	3,514	3,443
135 shares of BNP PARIBAS SPONS ADR	3,873	3,715
41 shares of BOEING CO	3,035	4,200
103 shares of BP PLC SPONSORED ADR	4,259	4,299
112 shares of BRINKS CO	3,022	2,857
145 shares of BROADCOM CORPORATION	5,283	4,900
52 shares of BROADSOFT INC.	1,402	1,435
522 shares of BROCADE COMMUNICATIONS SYST INC	2,942	3,007
27 shares of BT GROUP PLC ADS	1,021	1,269
47 shares of BUNGE LTD	3,342	3,326
308 shares of CADENCE DESIGN SYSTEMS INC	4,279	4,460
254 shares of CALPINE CORP	5,257	5,392
84 shares of CAMERON INTERNATIONAL CORP	5,319	5,137
73 shares of CANON INC.	2,619	2,400
38 shares of CENOVUS ENERGY INC	1,274	1,084
224 shares of CHARLES SCHWAB CORP	3,950	4,756
172 shares of CHINA UNICOM HONG KONG LTD	2,594	2,260
72 shares of CITIGROUP INC	3,433	3,454
120 shares of COBALT INTERNATIONAL ENERGY INC	3,229	3,188
101 shares of COMCAST CORP	4,111	4,007
91 shares of COMPASS GROUP PLC ADR	1,060	1,170
154 shares of CONSOL ENERGY INC	5,463	4,173
135 shares of CONSTELLIUM NV	2,001	2,180
79 shares of CVS CAREMARK CORP	4,557	4,517
22 shares of DASSAULT SYS SA SPN ADR	2,452	2,698
81 shares of DBS GROUP HLDGS SPON ADR	3,889	3,965
163 shares of DELTA AIR LINES INC	2,954	3,050
271 shares of DENSO CORP ADR	4,484	6,396
71 shares of DIEBOLD INC.	2,298	2,392
14728 shares of DIVIDEND CAPITAL DIV PROPERTY FD	100,001	99,987
3477 shares of DODGE COX INCOME FUND	48,544	46,870
42 shares of DOVER CORP	3,101	3,262
128 shares of EAST JAPAN RAILWAY	1,412	1,664
27 shares of EOG RESOURCES INC	3,394	3,555
184 shares of ERICSSON L M TEL CO	1,765	2,076
58 shares of EVERCORE PARTNERS INC	2,292	2,278
72 shares of EXPRESS SCRIPTS HOLDING CO	3,903	4,445
1162 shares of FEDERATED INSTI HIGH YIELD BD FD	11,808	11,621
2714 shares of FEDERATED SHORT TERM INCOME FUND Y	23,615	23,344
27 shares of FEDEX CORPORATION	2,592	2,662
160 shares of FORTINET INC	3,060	2,800
121 shares of GAMESTOP CORP	4,496	5,086
168 shares of GDF SUEZ SP ADR	3,620	3,298
93 shares of GLAXOSMITHKLINE PLC	4,276	4,647
927 shares of GOLDMAN SACHS EMERGING MKTS DEBT FD INSTI CL	13,120	11,402
26 shares of GOLDMAN SACHS GROUP	3,286	3,933
7 shares of GOOGLE INC	5,992	6,163
282 shares of GROUPE DANONE ADS	3,666	4,230
52 shares of HDFC BANK LTD ADR	2,174	1,884
66 shares of HEINEKEN N V S ADR	2,196	2,102
297 shares of HENNES MAURITZ AB	1,928	1,939
182 shares of HOLOGIC, INC	3,663	3,513
189 shares of HONDA MOTOR CO LTD	6,237	7,040
92 shares of HSBC HLDGS PLC ADS	4,792	4,775
267 shares of HUTCHISON WHAMPOA LTD ADR	5,573	5,588
100 shares of HYATT HOTELS CORP	4,202	4,036
44 shares of ICICI BK LTD ADS	1,894	1,683
124 shares of IMPAX LABS INC	2,331	2,473
278 shares of INFINEON TECH ADS	2,173	2,319
374 shares of ING GROUP N V SPONSORED ADR	3,500	3,400
158 shares of ING US INC	3,375	4,275
259 shares of INTERNATIONAL GAME TECHNOLOGY	4,499	4,328
161 shares of INTERNATIONAL RECTIFIER CORP	2,792	3,371
70 shares of JP MORGAN CHASE CO	2,563	3,695
3887 shares of JP MORGAN CORE BOND FUND	47,231	45,399
1447 shares of JPMORGAN HIGH YIELD BOND FUND	11,808	11,618
198 shares of JUNIPER NETWORKS	3,355	3,823
85 shares of KAO CORP ADR	2,336	2,921
358 shares of KDDI CP UNSP ADR	3,138	4,643
41 shares of KIRBY CORPORATION	3,109	3,261
78 shares of LEAR CORP	4,528	4,716
1290 shares of LI FUNG UNSP/ADR	3,997	3,483
397 shares of LIVE NATION INC COM	5,443	6,154
94 shares of LVMH MOET HENN UNSP	3,377	3,047
62 shares of MAXIM INTEGRATED PRODS INC	1,974	1,722
105 shares of MERCK CO INC	4,803	4,877
123 shares of METLIFE INC	5,061	5,628
165 shares of MICROSOFT CORPORATION	5,541	5,699
73 shares of MITSUBISHI CORP SPON	2,706	2,516
796 shares of MITSUBISHI TOKYO FIN	3,931	4,943
159 shares of MONDELEZ INTERNATIONAL INC	4,923	4,536
59 shares of MONSANTO CO	6,324	5,829
222 shares of MONSTER WORLDWIDE, INC	1,114	1,090
95 shares of NESTLE S.A.	6,219	6,249
1236 shares of NEUBERGER HIGH INCOME BD	11,808	11,485
119 shares of NEWFIELD EXPLORATION CO	2,988	2,843
81 shares of NEWS CORP	2,584	2,639
106 shares of NOVARTIS AG ADR	6,623	7,495
100 shares of PDRDY.PK	2,471	2,184
235 shares of PFIZER INC	6,768	6,582
4167 shares of PIMCO TOTAL RETURN FUND	48,544	44,835
275 shares of PINNACLE ENTERTAINMENT INC	5,511	5,409
76 shares of PNC FINANCIAL GROUP INC	5,198	5,542
21 shares of PPG INDUSTRIES INC	3,174	3,075
165 shares of PUBLICIS GROUPE S.A	2,405	2,963
251 shares of RECKITT BENCKISER GROUP	3,210	3,582
170 shares of RIO TINTO PLC SPONSORED ADR	8,753	6,972
107 shares of ROCHE HOLDING LTD ADR	5,238	6,620
123 shares of ROYAL DUTCH SHELL PLC	7,864	7,847
69 shares of SCHLUMBERGER LTD	4,851	4,945
35 shares of SEVEN I HOLDINGS	2,068	2,557
67 shares of SIEMENS A G ADR	6,742	6,788
70 shares of SILVER SPRING NETWORKS, INC	1,220	1,746
84 shares of SOUTHWESTERN ENERGY	3,124	3,069
330 shares of SUEZ ENVIRONNEMENT	2,167	2,135
620 shares of SUMITOMO MITSUI FINCL GRP	3,983	5,716
164 shares of SUPERIOR ENERGY SV	4,648	4,254
254 shares of SYMETRA FINL CORP	3,498	4,061
87 shares of SYMRISE AG UNSPONSORED	3,001	3,524
1160 shares of T ROWE PRICE INTERNATIONAL BOND FD ADVISOR	11,808	10,826
194 shares of TAIWAN SEMICONDUCTOR MFG CO LTD	3,098	3,554
79 shares of TELECOM ITALIA ADR	741	549
1159 shares of TEMPLETON GLOBAL BD	15,744	14,967
802 shares of THE WENDYS CO	4,788	4,676
94 shares of THOMSON REUTERS CORPORATION	3,205	3,062
50 shares of TIM PARTICIPACOES S A SPONS ADR	857	930
60 shares of TOKIO MARINE HOLDINGS INC	1,529	1,906
42 shares of TOYOTA MTR CORP	4,834	5,068
114 shares of TYSON FOODS INC	2,720	2,928
218 shares of UBS AG	3,546	3,695
53 shares of UNITED TECHNOLOGIES CORP	4,945	4,926
64 shares of UNIVERSAL HLTH SVC	4,270	4,285
40 shares of VERTEX PHARMCTLS INC	3,105	3,202
57 shares of VIACOM INC	3,848	3,878
82 shares of VODAFONE GROUP PLC	2,106	2,358
58 shares of WAL-MART STORES INC	4,582	4,320
119 shares of WELLS FARGO CO	4,527	4,911
1055 shares of WESTERN ASSET INFLATION IDX PLUS BD INST	13,120	11,913
32 shares of WESTPAC BANKING CP	4,296	4,220
118 shares of XILINX INC	4,060	4,674
94 shares of XYLEM INC	2,582	2,532

- TIN:

TY 2012 OtherExpensesSchedule

Name:

Leonard and Ilona Ling Family Foundation

EIN: 20-5247159

Software ID:12000057

Software Version:12.19.1011.1

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Administrative Fees	9,177			9,177
Bank Charges	123	123

- TIN:

TY 2012 OtherProfessionalFeesSchedule

Name:

Leonard and Ilona Ling Family Foundation

EIN: 20-5247159

Software ID:12000057

Software Version:12.19.1011.1

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Investment Management Services	16,296	16,296

- TIN:

TY 2012 TaxesSchedule

Name:

Leonard and Ilona Ling Family Foundation

EIN: 20-5247159

Software ID:12000057

Software Version:12.19.1011.1

Category	Amount	Net Investment Income
990-PF Estimated Tax for 2013	1,100
Foreign Tax Paid	726	726
IRS Miscellaneous Fee	5,755