Form990-PF

Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter Social Security numbers on this form as it may be made public. By law, the IRS cannot redact the information on the form.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2013
Open to Public Inspection
For calendar year 2013, or tax year beginning 01-01-2013 , and ending 12-31-2013
Name of foundation
THE JOSEPH M BRYAN FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 14829   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
GREENSBORO, NC27415
A Employer identification number

56-1548051
B Telephone number (see instructions)

(336) 378-5396
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E 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$83,628,410J Accounting method:
 
(Part I, column (d) must be on cash basis.)
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) 7,500
2 Check bullet
3 Interest on savings and temporary cash investments 14,850 14,850  
4 Dividends and interest from securities...... 1,484,930 1,484,930  
5a Gross rents..............      
b Net rental income or (loss) -15,288
6a Net gain or (loss) from sale of assets not on line 10 2,245,423
b Gross sales price for all assets on line 6a 27,410,207
7 Capital gain net income (from Part IV, line 2)... 2,245,423
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 8,336 8,336  
12 Total. Add lines 1 through 11........ 3,761,039 3,753,539  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 423,490 25,110   398,380
14 Other employee salaries and wages...... 43,500 0   43,500
15 Pension plans, employee benefits....... 47,590 0   47,590
16a Legal fees (attach schedule)......... Click to see attachment 112,090 22,418   89,672
b Accounting fees (attach schedule)....... Click to see attachment 31,582 7,896   23,687
c Other professional fees (attach schedule).... Click to see attachment 307,287 307,287   0
17 Interest............... 1,041 1,041   0
18 Taxes (attach schedule) (see instructions) Click to see attachment 65,780 48,730   0
19 Depreciation (attach schedule) and depletion... 68,863 0  
20 Occupancy.............. 43,387 0   43,387
21 Travel, conferences, and meetings....... 19,607 0   19,607
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 285,823 215,970   69,855
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,450,040 628,452   735,678
25 Contributions, gifts, grants paid........ 3,111,428 3,111,428
26 Total expenses and disbursements. Add lines 24 and 25 4,561,468 628,452   3,847,106
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -800,429
b Net investment income (if negative, enter -0-) 3,125,087
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2013)
Form 990-PF (2013)
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............... 2,968,593 9,737 9,737
2 Savings and temporary cash investments.......... 2,966,170 4,009,853 4,009,853
3 Accounts receivable bullet8,120
Less: allowance for doubtful accounts bullet   1,251 8,120 8,120
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 instructions).....      
7 Other notes and loans receivable (attach schedule) bullet700,000
Less: allowance for doubtful accounts bullet0 1,000,000 700,000 700,000
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)........ 62,536,834 Click to see attachment64,088,395 71,854,884
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 156,626 Click to see attachment131,419 110,144
14 Land, buildings, and equipment: basis bullet2,229,603
Less: accumulated depreciation (attach schedule) bullet830,663 1,380,364 1,398,940 1,398,940
15 Other assets (describe bullet) Click to see attachment5,536,732 Click to see attachment5,536,732 Click to see attachment5,536,732
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 76,546,570 75,883,196 83,628,410
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable...................    
19 Deferred revenue..................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22).......... 0 0
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................... 76,546,570 75,883,196
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see page 17 of the
instructions).................... 76,546,570 75,883,196
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 76,546,570 75,883,196
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 76,546,570
2 Enter amount from Part I, line 27a..................... 2 -800,429
3 Other increases not included in line 2 (itemize) bulletClick to see attachment 3 150,000
4 Add lines 1, 2, and 3.......................... 4 75,896,141
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 12,945
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 75,883,196
Form 990-PF (2013)
Form 990-PF (2013)
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 GAINS FROM K-1'S P    
c FS MULTI P    
d CAPITAL GAINS DIVIDENDS P    
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 26,851,533   25,164,784 1,686,749
b 161,680     161,680
c 44,929     44,929
d 352,065     352,065
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       1,686,749
b       161,680
c       44,929
d       352,065
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 2,245,423
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))
2012 8,076,555 69,712,160 0.115856
2011 5,775,287 69,190,045 0.083470
2010 5,041,599 71,702,911 0.070312
2009 5,197,550 71,753,874 0.072436
2008 6,497,171 85,831,801 0.075697
2 Total of line 1, column (d) ...................... 2 0.417771
3 Average distribution ratio for the 5-year base period—divide the total on line 2 by 5, or by
the number of years the foundation has been in existence if less than 5 years. . . 		3 0.083554
4 Enter the net value of noncharitable-use assets for 2013 from Part X, line 5..... 4 73,139,940
5 Multiply line 4 by line 3....................... 5 6,111,135
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 31,251
7 Add lines 5 and 6......................... 7 6,142,386
8 Enter qualifying distributions from Part XII, line 4.............. 8 3,847,106
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 (2013)
Form 990-PF (2013)
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 62,502
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2............................ 3 62,502
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-). 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 62,502
6 Credits/Payments:
a 2013 estimated tax payments and 2012 overpayment credited to 2013 6a 66,328
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868) 6c 40,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 106,328
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 43,826
11 Enter the amount of line 10 to be: Credited to 2014 estimated taxBullet43,826 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of
the instructions for definition)?............................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c), and Part XV.
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletNC
    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 2013 or the taxable year beginning in 2013 (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 addressbulletN/A
    14
    The books are in care ofbulletCAROLE W BRUCE Telephone no.bullet (336) 378-5396
    Located atbullet300 NORTH GREENE STREETGREENSBORONC ZIP+4bullet27401
    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 2013, did the foundation have an interest in or a signature or other authority over YesNo
    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 (2013)
    Form 990-PF (2013)
    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 2013?.............
    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 2013, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2013?...............
    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 2013 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 2013.)....................
    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 2013?
    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 (2013)
    Form 990-PF (2013)
    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
    E S MELVIN PRESIDENT/DIRECTOR
    30.00     		256,090 0 0
    PO BOX 14829
    GREENSBORO,NC27415
    CAROLE W BRUCE SEC-TREAS/DIRECTOR
    2.00     		0 0 0
    PO BOX 21927
    GREENSBORO,NC27420
    SHIRLEY T FRYE CHAIRMAN OF THE BOARD/DIRE
    2.00     		0 0 0
    1401 S BENBOW ROAD
    GREENSBORO,NC27406
    J EDWARD KITCHEN VICE PRESIDENT/DIRECTOR
    30.00     		167,400 0 0
    PO BOX 14829
    GREENSBORO,NC27415
    DAVID G ALTMAN DIRECTOR
    2.00     		0 0 0
    1 LEADERSHIP PLACE
    GREENSBORO,NC27410
    ROBERT E LONG DIRECTOR
    2.00     		0 0 0
    300 N GREENE ST SUITE 1750
    GREENSBORO,NC27401
    LOUISE F BRADY DIRECTOR
    2.00     		0 0 0
    PO BOX 14829
    GREENSBORO,NC27401
    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
    NONE
    Total number of other employees paid over $50,000...................bullet 0
    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
    SMITH MOORE LEATHERWOOD LLP LEGAL SERVICES 112,090
    PO BOX 21927
    GREENSBORO,NC27420
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1
     
    2  
    3  
    4  
    Form 990-PF (2013)
    Form 990-PF (2013)
    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.........................bullet0
    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
     
    b
    Average of monthly cash balances.......................
    1b
     
    c
    Fair market value of all other assets (see instructions)................
    1c
     
    d
    Total (add lines 1a, b, and c).........................
    1d
     
    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
     
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
     
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
     
    6
    Minimum investment return. Enter 5% of line 5..................
    6
     
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    3,656,997
    2a
    Tax on investment income for 2013 from Part VI, line 5......
    2a
    62,502
    b
    Income tax for 2013. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    62,502
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    3,594,495
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    3,594,495
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    3,594,495
    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 ..........
    1a
     
    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
     
    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
     
    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 (2013)
    Form 990-PF (2013)
    Page 8
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2012     		(c)
    2012     		(d)
    2013
    1 Distributable amount for 2013 from Part XI, line 7 3,594,495
    2 Undistributed income, if any, as of the end of 2013:
    a Enter amount for 2012 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2013:
    a From 2008....... 2,365,906
    b From 2009....... 1,634,518
    c From 2010....... 1,519,021
    d From 2011....... 2,425,781
    e From 2012....... 4,622,295
    fTotal of lines 3a through e......... 12,567,521
    4Qualifying distributions for 2013 from Part
    XII, line 4: bullet$ 3,847,106
    a Applied to 2012, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions)......     		0
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		0
    d Applied to 2013 distributable amount..... 3,594,495
    e Remaining amount distributed out of corpus 252,611
    5 Excess distributions carryover applied to 2013. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 12,820,132
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2012. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2013. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2014 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (see
    instructions) .............     		0
    8Excess distributions carryover from 2008 not
    applied on line 5 or line 7 (see instructions) ...     		2,365,906
    9Excess distributions carryover to 2014.
    Subtract lines 7 and 8 from line 6a ......     		10,454,226
    10 Analysis of line 9:
    a Excess from 2009.... 1,634,518
    b Excess from 2010.... 1,519,021
    c Excess from 2011.... 2,425,781
    d Excess from 2012.... 4,622,295
    e Excess from 2013.... 252,611
    Form 990-PF (2013)
    Form 990-PF (2013)
    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 2013, 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) 2013 (b) 2012 (c) 2011 (d) 2010
             
    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).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2013)
    Form 990-PF (2013)
    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
    ACC HALL OF CHAMPIONS EXHIBIT
    1921 WEST LEE STREET
    GREENSBORO,NC27403     		NONE OTHER PUBLIC CHARITY ACC HALL OF CHAMPIONS EXHIBIT FUND 25,000
    ACTION GREENSBORO
    324 N ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY BISCUITVILLE BOWL BRAND YOUR BISCUIT SPONSOR, IOPL SCHOLARSHIP, ACTION GREENSBORO OPERATIONS & YOUNG PROFESSIONALS 240,053
    ATLANTIC COAST CONFERENCE
    4512 WEYBRIDGE LANE
    GREENSBORO,NC27407     		NONE OTHER PUBLIC CHARITY MEN'S AND WOMEN'S BASKETBALL TOURNAMENT 25,000
    BEAUTIFUL BUTTERFLIES
    PO BOX 164
    SEDALIA,NC27342     		NONE OTHER PUBLIC CHARITY LUPUS AWARENESS 2,500
    BENNETT COLLEGE
    900 E WASHINGTON ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY PRESIDENTIAL SEARCH 20,000
    BOUNDLESS IMPACT
    3125 KATHLEEN AVE SUITE 109
    GREENSBORO,NC27408     		NONE OTHER PUBLIC CHARITY GLOBAL OPPORTUNITIES SUMMIT 3,000
    BRYAN NATIONAL COLLEGIATE TOURNAMENT
    PO BOX 14829
    GREENSBORO,NC27415     		NONE OTHER PUBLIC CHARITY BRYAN COLLEGIATE GOLF TOURNAMENT 59,162
    BUSINESSES FOR EXCELLENCE IN EDUCATION
    324 NORTH ELM STREET
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY ANNUAL CONTRIBUTION-MONTLIEU ELEM, STEM EARLY COLLEGE AT NCA&T 150,000
    CAROLINA THEATRE
    310 S GREENE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY REPAIR THE ROOF CAMPAIGN, COMMAND PERFORMANCE 2013 TABLE SPONSOR 42,500
    THE CEMALA FOUNDATION
    330 S GREENE ST SUITE 101
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY EARLY CHILDHOOD DEVELOPMENT 12,636
    CITY OF GREENSBORO 1ST TEE OF TRIAD
    PO BOX 236
    CLEMMONS,NC27012     		NONE OTHER PUBLIC CHARITY CART PATH LAYOUT AND CONSTRUCTION 12,851
    CITY OF GREENSBORO BRYAN GOLF COURSE
    6275 BRYAN PARK RD
    BROWNS SUMMIT,NC27214     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 266,381
    CITY OF GREENSBORO BRYAN PARK SOCCER COMPLEX
    6105 TOWNSEND RD
    BROWNS SUMMIT,NC27214     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 63,493
    CONE HEALTH
    1200 N ELM ST
    GREENSBORO,NC24701     		NONE OTHER PUBLIC CHARITY SICKLE CELL CENTER-IN HONOR OF JUSTICE HENRY FRYE 10,000
    CYSTIC FIBROSIS FOUNDATION
    7101 CREEDMOOR ROAD SUITE 130
    GREENSBORO,NC27613     		NONE OTHER PUBLIC CHARITY DH GRIFFIN GOLF CLASSIC 5,000
    DOWNTOWN GREENWAY
    203 SOUTH CHURCH STREET
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 7,500
    EARNIE EDWARDS LEARNING CENTER
    6310 BRYAN PARK ROAD
    BROWNS SUMMIT,NC27214     		NONE OTHER PUBLIC CHARITY COMPUTER/CAMERA UPGRADES 7,500
    ELON LAW SCHOOL
    201 N GREENE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY PLEDGE INSTALLMENT 200,000
    FOSTER FRIENDS OF NC
    PO BOX 49605
    GREENSBORO,NC27419     		NONE OTHER PUBLIC CHARITY SPONSOR-BB&T GATE CITY HALF AND 8K 2,500
    FRIENDS OF THE BATTLESHIP NORTH CAROLINA
    PO BOX 480
    WILMINGTON,NC28402     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 25,000
    GATEWAY UNIV RESEARCH PARK
    2901 E LEE ST SUITE 2500
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY BRONZE SPONSOR-2013 NANOMANUFACTURING CONFERENCE, 5 YR MEMBBERRSHP-NANOMANUFACTURING INNOVATION CONSORTIUM 11,000
    GIFT OF WARMTH
    2200 E BESSEMER AVE
    GREENSBORO,NC27405     		NONE OTHER PUBLIC CHARITY BERICO FUELS 2012-2013 CAMPAIGN 10,000
    GREENSBORO CAROUSEL
    PO BOX 4552
    GREENSBORO,NC27404     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 50,000
    GREENSBORO CHAMBER OF COMMERCE
    342 N ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY GOLD SPONSOR-ANNUAL DINNER, 20 INTERCITY VISIT SCHOLARSHIPS, STATE OF THE COMMUNITY 2013, 2014 LEADERSHIP GREENSBORO CLASS-JAN KNOX, CHAMBER GOLF CLASSIC SPONSOR 32,567
    GREENSBORO COLISEUM
    1921 WEST LEE STREET
    GREENSBORO,NC27403     		NONE OTHER PUBLIC CHARITY 2015 US FIGURE SKATING CHAMPIONSHIPS SPONSORSHIP FEE, 2014 AMERICAN CUP LOCAL PARTNER SCHOLARSHIP 50,000
    GREENSBORO JAYCEE HOLIDAY PARADE
    315 S GREENE ST SUITE 200
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 28,650
    GREENSBORO MONTESSORI SCHOOL
    2856 HORSE PEN CREEK RD
    GREENSBORO,NC27410     		NONE OTHER PUBLIC CHARITY VISION 2020 CAMPAIGN 50,000
    GREENSBORO PARTNERSHIP
    342 N ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY GREENSBORO PARTNERSHIP ENTREPRENEURIAL INITIATIVE 100,000
    GREENSBORO POLICE FOUNDATION
    PO BOX 26140
    GREENSBORO,NC27402     		NONE OTHER PUBLIC CHARITY CAMERA CAMPIAGN DONATION 5,000
    GREENSBORO SYMPHONY ORCHESTRA
    200 N DAVIE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY COMMUNITY OUTREACH-AT RISK STUDENTS 20,000
    GREENSBORO UNITED-1998 GIRLS NAVY
    PO BOX 9185
    GREENSBORO,NC27429     		NONE OTHER PUBLIC CHARITY OKLAHOMA BOUND-REGION III TOURNAMENT 2,000
    GUILFORD CHILD DEVELOPMENT
    1200 ARLINGTON ST
    GREENSBORO,NC27406     		NONE OTHER PUBLIC CHARITY NFP PROGRAM FUNDING FEB-JUN 2013 50,000
    GUILFORD COUNTY SCHOOLS
    712 N EUGENE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2013/2014 EXEC. MONT., 2013 2ND GRADE SUMMER LITERACY CAMP 363,119
    GUILFORD MERCHANTS ASSOCIATION
    225 COMMERCE PL
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2013 GREENSBORO POLICE DINNER SPONSOR 2,500
    HENRY & SHIRLEY FRYE BOOK PROJECT
    PO BOX 4443
    GREENSBORO,NC27404     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 30,969
    HORSEPOWER THERAPEAUTIC LEARNING CENTER
    8801 LEABOURNE RD
    GREENSBORO,NC27235     		NONE OTHER PUBLIC CHARITY 4-SIX WEEK SCHOLARSHIPS 1,000
    INSTITUTE OF POLITICAL LEADERSHIP
    2 NEW BERN SQUARE
    GREENSBORO,NC27408     		NONE OTHER PUBLIC CHARITY PLEDGE FOR FY 2013-2014 25,000
    JUNIOR ACHIEVEMENT
    3220 NORTHLINE AVE
    GREENSBORO,NC27408     		NONE OTHER PUBLIC CHARITY CORPORATE TABLE SPONSOR, 2013/2014 SUPPORT 5,850
    JUVENILE DIABETES RESEARCH FOUNDATION
    408 NORTH EUGENE STREET
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2013 JDRF WALK TO CURE-BRONZE SPONSOR, 2014 HOPE GALA-SILVER SPONSOR 6,500
    KIDS VOTING
    338 NORTH ELM STREET SUITE 110
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2013 SPONSORSHIP-ADVOCATE FOR DEMOCRACY LEVEL 2,500
    MUSIC ACADEMY OF NC INC
    1327 BEAMAN PL
    GREENSBORO,NC27408     		NONE OTHER PUBLIC CHARITY SALARIED FULL TIME FACULTY SUPPORT 10,000
    NAT GREENE KIWANIS CLUB
    PO BOX 10487
    GREENSBORO,NC27404     		NONE OTHER PUBLIC CHARITY BRONZE SPONSORSHIP FOR LUNCHEON 650
    NATIONAL CONFERENCE FOR COMMUNITY AND JUSTICE
    713 N GREENE STREET
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY BROTHERHOOD/SISTERHOOD CITATION AWARD DINNER 10,000
    NATIONAL MULTIPLE SCLEROSIS SOCIETY
    2211 W MEADOWVIEW RD
    GREENSBORO,NC27407     		NONE OTHER PUBLIC CHARITY 2012 DINNER OF CHAMPIONS-SUPPORTER TABLE 1,500
    GREENSBORO SCIENCE CENTER
    4301 LAWNDALE DR
    GREENSBORO,NC27455     		NONE OTHER PUBLIC CHARITY 2020 VISION CAMPAIGN 20,000
    NC A&T UNIV
    1601 E MARKET STREET
    GREENSBORO,NC27411     		NONE OTHER PUBLIC CHARITY HIGHER EDUCATION LEADERSHIP SERIES, HOMECOMING FUNDRAISER 10,000
    NC CENTER FOR NONPROFITS
    1110 NAVAHO DRIVE SUITE 200
    RALEIGH,NC27609     		NONE OTHER PUBLIC CHARITY 2013 FOUNDATION SUSTAINER, 5 SCHOLARSHIPS-2013 STATEWIDE CONFERENCE 13,000
    NC CENTER FOR PUBLIC TELEVISION
    PO BOX 14900
    RESEARCH TRIANGLE PARK,NC27709     		NONE OTHER PUBLIC CHARITY POWER TIME UP PROJECT 16,945
    NC SUPREME COURT HISTORICAL SOC
    PO BOX 26972
    RALEIGH,NC27611     		NONE OTHER PUBLIC CHARITY TABLE SPONSOR-TRIBUTE FOR HENRY E. FRYE, SR. 1,000
    PRESBYTERIAN CHURCH OF THE CROSS
    PO BOX 13670
    GREENSBORO,NC27415     		NONE OTHER PUBLIC CHARITY B NATURAL ACADEMY OF MUSIC AND THE ARTS 5,000
    READING CONNECTIONS
    122 N ELM ST SUITE 520
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2013 CORPORATE SCRABBLE SPONSORSHIP 250
    RONALD MCDONALD HOUSE OF CHAPEL HILL
    101 OLD MASON FARM RD
    CHAPEL HILL,NC27517     		NONE OTHER PUBLIC CHARITY KEY TO MORE HEALING CAPITAL CAMPAIGN 5,000
    ROTARY FOUNDATION
    610 PASTEUR DR
    GREENSBORO,NC27403     		NONE OTHER PUBLIC CHARITY JOE BRYAN PAUL HARRIS FELLOW OF THE YEAR AWARD 1,000
    SENIOR RESOURCES OF GUILFORD COUNTY
    301 E WASHINGTON ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY MOBILE MEALS/NUTRITION CENTERS 9,000
    TEDX GREENSBORO
    1514 BURLWOOD DR
    GREENSBORO,NC27410     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 2,500
    TRIAD ADULT & PEDIATRIC MEDICIN
    5817 HIGH POINT RD SUITE 203
    GREENSBORO,NC27407     		NONE OTHER PUBLIC CHARITY PHARMACY MANAGEMENT SYSTEM-HEALTHSERVE 20,000
    TRIAD STAGE
    232 S ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2012 CHALLENGE CAMPAIGN PLEDGE 150,000
    UNCG
    1400 SPRING GARDEN ST
    GREENSBORO,NC27412     		NONE OTHER PUBLIC CHARITY WILLIAM E. MORAN CHANCELLOR'S ENDOWMENT, MALTREATED INFANTS/TODDLERS, COLLEGE STAR, ENDOWMENT FUND-WILLIAM E. MORAN 262,852
    UNCG ATHLETICS
    1400 SPRING GARDEN ST
    GREENSBORO,NC27412     		NONE OTHER PUBLIC CHARITY 2013 BRIDGESTONE COLLEGIATE GOLF TOURN SPONSOR 5,000
    UNCG EXCELLENCE FOUNDATION
    1400 SPRING GARDEN ST
    GREENSBORO,NC27412     		NONE OTHER PUBLIC CHARITY COBLE PAPERS PRESERVATION FUND, JAMES K. WEEKS STUDENT LEADERSHIP FUND 27,000
    UNITED ARTS COUNCIL
    200 N DAVIE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2013 UNITED ARTS FUND CAMPAIGN 75,000
    UNITED WAY
    1500 YANCEYVILLE ST
    GREENSBORO,NC27405     		NONE OTHER PUBLIC CHARITY 2012-2013 AAL SPONSORSHIP 5,000
    UNSUNG HERO AWARD
    PO BOX 9185
    GREENSBORO,NC27429     		NONE OTHER PUBLIC CHARITY 2013 UNSUNG HERO AWARD 25,000
    WAR MEMORIAL FOUNDATION
    600 NORTH REGIONAL RD
    GREENSBORO,NC27409     		NONE OTHER PUBLIC CHARITY CAROLINA FIELD OF HONOR 25,000
    WELFARE REFORM LAISON PROJECT
    2601 GREENGATE DR
    GREENSBORO,NC27406     		NONE OTHER PUBLIC CHARITY OPERATIONAL GRANT 20,000
    WIN-WIN RESOLUTIONS
    122 N ELM ST SUITE 516
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY 2013 YOUNG PEACEMAKER AWARDS BANQUET 500
    WYNDHAM CHAMPIONSHIP
    416 GALLIMORE DAIRY RD SUITE M
    GREENSBORO,NC27409     		NONE OTHER PUBLIC CHARITY DONATION FOR WYNDHAM CHAMPIONSHIP 113,500
    YMCA
    620 GREEN VALLEY RD STE 210
    GREENSBORO,NC27408     		NONE OTHER PUBLIC CHARITY HAYES-TAYLOR CAPITAL CAMPAIGN 250,000
    Total .................................bullet 3a 3,111,428
    bApproved for future payment
    ACC MEN'S TOURNAMENT (HALL OF CHAMPIONS)
    1921 WEST LEE STREET
    GREENSBORO,NC27403     		NONE OTHER PUBLIC CHARITY ACC HALL OF CHAMPIONS EXHIBIT FUND 50,000
    ATLANTIC COAST CONFERENCE
    4512 WEYBRIDGE LANE
    GREENSBORO,NC27407     		NONE OTHER PUBLIC CHARITY ACC WOMEN'S TOURNAMENT 150,000
    ACTION GREENSBORO (OPERATING)
    324 N ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY OPERATING FUND 1,000,000
    ACTION GREENSBORO (ENTREPRENER)
    324 N ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY ENTREPRENEURSHIP 500,000
    ACTION GREENSBORO (PROJECTS)
    324 N ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY OTHER PROJECTS 150,000
    NC A&T STATE UNIVERSITY
    1601 E MARKET STREET
    GREENSBORO,NC27411     		NONE OTHER PUBLIC CHARITY OPERATING FUNDS 400,000
    BENNETT COLLEGE
    900 E WASHINGTON ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY OPERATING FUNDS 13,500
    BRYAN NATIONAL COLLEGIATE TOURNAMENT
    PO BOX 14829
    GREENSBORO,NC27415     		NONE OTHER PUBLIC CHARITY BRYAN COLLEGIATE GOLF TOURNAMENT 275,000
    BRYAN PARK
    6275 BRYAN PARK RD
    BROWNS SUMMIT,NC27214     		NONE OTHER PUBLIC CHARITY GENERAL IMPROVEMENTS 425,000
    WAR MEMORIAL FOUNDATION
    600 NORTH REGIONAL RD
    GREENSBORO,NC27409     		NONE OTHER PUBLIC CHARITY CAROLINA FIELD OF HONOR 25,000
    CITY OF GREENSBORO 1ST TEE OF TRIAD
    PO BOX 236
    CLEMMONS,NC27012     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 175,000
    DOWNTOWN GREENSBORO
    203 SOUTH CHURCH STREET
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 30,000
    THE CEMALA FOUNDATION
    330 S GREENE ST SUITE 101
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY EARLY CHILDHOOD DEVELOPMENT 100,000
    ELON UNIVERSITY LAW SCHOOL
    201 N GREENE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY PLEDGE INSTALLMENT 900,000
    GATEWAY UNIV RESEARCH PARK
    2901 E LEE ST SUITE 2500
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY CONSTRUCTION 20,000
    GREENSBORO COLISEUM
    1921 WEST LEE STREET
    GREENSBORO,NC27403     		NONE OTHER PUBLIC CHARITY US FIGURE SKATING 50,000
    GREENSBORO PERFORMING ARTS CENTER
    330 S GREENE ST SUITE 100
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY STEVEN TANGER CENTER FOR THE PERFORMING ARTS 1,000,000
    GREENSBORO SYMPHONY ORCHESTRA
    200 N DAVIE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY COMMUNITY OUTREACH 20,000
    GUILFORD COLLEGE
    5800 W FRIENDLY AVE
    GREENSBORO,NC27410     		NONE OTHER PUBLIC CHARITY ANNUAL SUPPORT 1,000,000
    GUILFORD COUNTY SCHOOLS
    712 N EUGENE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY PRINCIPAL MENTORING 100,000
    GUILFORD COUNTY SCHOOLS
    712 N EUGENE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY SAY YES 900,000
    GUILFORD COUNTY SCHOOLS
    712 N EUGENE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY STEM EARLY COLLEGE 100,000
    GUILFORD NONPROFIT CONSORTIUM
    330 S GREENE ST SUITE 100
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 60,000
    YMCA
    620 GREEN VALLEY RD STE 210
    GREENSBORO,NC27408     		NONE OTHER PUBLIC CHARITY HAYES-TAYLOR CAPITAL CAMPAIGN 500,000
    GREENSBORO JAYCEE HOLIDAY PARADE
    315 S GREENE ST SUITE 200
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 150,000
    NATIONAL CONFERENCE FOR COMMUNITY AND JUSTICE
    713 N GREENE STREET
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 10,000
    NC CENTER FOR NONPROFITS
    1110 NAVAHO DRIVE SUITE 200
    RALEIGH,NC27609     		NONE OTHER PUBLIC CHARITY ANNUAL SUPPORT 30,000
    NATIONAL FOLK FESTIVAL
    200 N DAVIE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY NATIONAL FOLK FESTIVALE - GREENSBORO 75,000
    GREENSBORO SCIENCE CENTER
    4301 LAWNDALE DR
    GREENSBORO,NC27455     		NONE OTHER PUBLIC CHARITY 2020 VISION CAMPAIGN 40,000
    PIEDMONT TRIAD PARTNERSHIP
    416 GALLIMORE DAIRY RD
    GREENSBORO,NC27409     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 300,000
    SALVATION ARMY - BOYSGIRLS CLUBS
    1311 S EUGENE ST
    GREENSBORO,NC27406     		NONE OTHER PUBLIC CHARITY UNRESTRICTED 600,000
    CITY OF GREENSBORO - GEORGE SIMPSON STATUE
    300 W WASHINGTON ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY STATUE OF GEORGE SIMPSON 75,000
    GREENSBORO PARTNERSHIP
    342 N ELM ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY UNION SQUARE CAMPUS 4,000,000
    UNITED WAY
    1500 YANCEYVILLE ST
    GREENSBORO,NC27405     		NONE OTHER PUBLIC CHARITY ANNUAL SUPPORT 970,000
    WYNDHAM CHAMPIONSHIP
    416 GALLIMORE DAIRY RD SUITE M
    GREENSBORO,NC27409     		NONE OTHER PUBLIC CHARITY DONATION FOR WYNDHAM CHAMPIONSHIP 300,000
    UNITED ARTS COUNCIL
    200 N DAVIE ST
    GREENSBORO,NC27401     		NONE OTHER PUBLIC CHARITY ANNUAL SUPPORT 250,000
    UNSUNG HERO AWARD
    PO BOX 9185
    GREENSBORO,NC27429     		NONE OTHER PUBLIC CHARITY UNSUNG HERO AWARDS 75,000
    Total .................................bullet 3b 14,818,500
    Form 990-PF (2013)
    Form 990-PF (2013)
    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....          
    3
    Interest on savings and temporary cash investments ............     		    14 14,850  
    4 Dividends and interest from securities....     14 1,484,930  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....     16 -15,288  
    6
    Net rental income or (loss) from personal property .............     		         
    7 Other investment income.....     14 8,336  
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 2,245,423  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 3,738,251 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    133,738,251
    (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 (2013)
    Form 990-PF (2013)
    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 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    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 (2013)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2013 AccountingFeesSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 31,582 7,896   23,687

    TY 2013 InvestmentsCorpStockSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Name of Stock End of Year Book Value End of Year Fair Market Value
    SECURITITES & MUTUAL FUNDS 64,088,395 71,854,884

    TY 2013 InvestmentsOtherSchedule2
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    OTHER PARTNERSHIPS AT COST 131,418 110,143
    FRANKLIN STREET PARTNERSHIPS & MULTI-STRATEGY FUND AT COST 1 1

    TY 2013 LegalFeesSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES 112,090 22,418   89,672


    TY 2013 OtherAssetsSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    CENTER CITY PARK LAND 4,997,907 4,997,907 4,997,907
    BRYAN PARK GOLF, LLC 538,825 538,825 538,825


    TY 2013 OtherDecreasesSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Description Amount
    TAX OVER BOOK ADJUSTMENT 12,945


    TY 2013 OtherExpensesSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    OFFICE EXPENSE 6,842 0   6,844
    BANK SERVICE CHARGES 925 0   925
    REPAIR AND MAINTENANCE 31,171 0   31,171
    DUES AND SUBSCRIPTIONS 2,164 0   2,164
    INSURANCE 28,751 0   28,751
    PIEDMONT ANGEL NETWORK TWO LLC K-1 117 117   0
    FUTURES PORTFOLIO FUND, LP 65,866 65,866   0
    CAMDEN PRIVATE CAPITAL IV-A, LLC 115,479 115,479   0
    IDR CURRENT INCOME RE STRATEGY 2011 16,136 16,136   0
    COHEN & STEERS GLOBAL REALTY PARTNERS III-TE, LP 3,084 3,084   0
    NET RENTAL INCOME FROM COHEN & STEERS GLOBAL REALTY PARTNERS III-TE, LP 15,288 15,288   0


    TY 2013 OtherIncomeSchedule2
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    MISC INCOME 8,331 8,331 8,331
    CAMDEN PRIVATE CAPITAL IV-A, LLC K-1 5 5 5


    TY 2013 OtherIncreasesSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Description Amount
    PRIOR PERIOD AUDIT ADJUSTMENT - NO TAX EFFECT 150,000


    TY 2013 OtherProfessionalFeesSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT MANAGEMENT FEES 300,846 300,846   0
    PENTECH/COMMON PARTNERS LLC K-1 73 73   0
    PEIDMONT ANGEL NETWORK TWO LLC K-1 812 812   0
    CAMDEN PRIVATE CAPITAL IV-A, LLC K-1 5,556 5,556   0


    TY 2013 TaxesSchedule
    Name:
    THE JOSEPH M BRYAN FOUNDATION
    EIN: 56-1548051
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FOREIGN TAX 48,730 48,730   0
    990-PF NET EXCISE TAXES 13,000 0   0
    NC SALES TAX 4,050 0   0