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 07-01-2013 , and ending 06-30-2014
Name of foundation
THE WILLEM DE KOONING FOUNDATION
 
% KATHY BERNARD
Number and street (or P.O. box number if mail is not delivered to street address)790 MADISON AVENUESuite 303Room/suite
City or town, state or province, country, and ZIP or foreign postal code
NEW YORK, NY10065
A Employer identification number

13-4151973
B Telephone number (see instructions)

(212) 319-3737
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$90,494,585J 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) 0
2 Check bullet
3 Interest on savings and temporary cash investments 1,200 1,200 1,200
4 Dividends and interest from securities...... 564,645 492,203 564,645
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 28,219,730
b Gross sales price for all assets on line 6a 73,074,852
7 Capital gain net income (from Part IV, line 2)... 28,219,730
8 Net short-term capital gain......... 107,209
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 40,680   40,680
12 Total. Add lines 1 through 11........ 28,826,255 28,713,133 713,734
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 213,044   5,021 208,023
14 Other employee salaries and wages...... 414,406   9,767 404,639
15 Pension plans, employee benefits....... 94,162   2,219 91,943
16a Legal fees (attach schedule)......... Click to see attachment 79,934 0 1,884 78,050
b Accounting fees (attach schedule)....... Click to see attachment 49,192 12,298 13,168 36,024
c Other professional fees (attach schedule).... Click to see attachment 3,247   77 3,170
17 Interest...............        
18 Taxes (attach schedule) (see instructions) Click to see attachment 549,046   951 39,402
19 Depreciation (attach schedule) and depletion... Click to see attachment 10,096   10,096
20 Occupancy.............. 143,095   3,371 139,722
21 Travel, conferences, and meetings....... 9,243   218 9,025
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 742,378 53,198 76,904 665,474
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 2,307,843 65,496 123,676 1,675,472
25 Contributions, gifts, grants paid........ 42,500 42,500
26 Total expenses and disbursements. Add lines 24 and 25 2,350,343 65,496 123,676 1,717,972
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 26,475,912
b Net investment income (if negative, enter -0-) 28,647,637
c Adjusted net income (if negative, enter -0-)... 590,058
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............... 70,856 2,311,659 2,311,659
2 Savings and temporary cash investments.......... 129,698 229,654 229,654
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule) 7,021,470 Click to see attachment12,947,128 13,033,606
b Investments—corporate stock (attach schedule)........ 2,196,339 Click to see attachment19,060,763 20,880,245
c Investments—corporate bonds (attach schedule)........ 2,847,922 Click to see attachment6,247,868 6,295,454
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)...........      
14 Land, buildings, and equipment: basis bullet142,352
Less: accumulated depreciation (attach schedule) bullet80,730 48,497 Click to see attachment61,622 61,622
15 Other assets (describe bullet) Click to see attachment49,750,345 Click to see attachment47,682,345 Click to see attachment47,682,345
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 62,065,127 88,541,039 90,494,585
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable...................    
19 Deferred revenue..................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)..........   0
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................... 62,065,127 88,541,039
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).................... 62,065,127 88,541,039
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 62,065,127 88,541,039
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 62,065,127
2 Enter amount from Part I, line 27a..................... 2 26,475,912
3 Other increases not included in line 2 (itemize) bullet 3  
4 Add lines 1, 2, and 3.......................... 4 88,541,039
5 Decreases not included in line 2 (itemize) bullet 5  
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 88,541,039
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 SALE OF WM DE KOONING ARTWORK D 1997-03-19  
b SEE STATEMENT A P    
c SEE STATEMENT B P    
d
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 38,735,000   10,615,000 28,120,000
b 32,595,798   32,488,589 107,209
c 1,744,054   1,751,533 -7,479
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       28,120,000
b       107,209
c       -7,479
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 28,219,730
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 3 107,209
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 1,489,398 12,092,116 0.123171
2011 1,500,218 11,973,204 0.125298
2010 1,511,356 7,965,532 0.189737
2009 1,605,447 5,512,272 0.29125
2008 1,371,947 5,522,799 0.248415
2 Total of line 1, column (d) ...................... 2 0.977871
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 0.195574
4 Enter the net value of noncharitable-use assets for 2013 from Part X, line 5..... 4 32,248,572
5 Multiply line 4 by line 3....................... 5 6,306,982
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 286,476
7 Add lines 5 and 6......................... 7 6,593,458
8 Enter qualifying distributions from Part XII, line 4.............. 8 1,717,972
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 1 572,953
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2  
3 Add lines 1 and 2............................ 3 572,953
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- ..... 5 572,953
6 Credits/Payments:
a 2013 estimated tax payments and 2012 overpayment credited to 2013 6a 512,522
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868) 6c 107,500
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 620,022
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. Click to see attachment 8 4,181
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 42,888
11 Enter the amount of line 10 to be: Credited to 2014 estimated taxBullet42,888 RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? Click to see list of attachments....................
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 changesClick to see list of attachments....
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.Click to see list of attachments
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)
    bulletDE, NY
    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
    Yes
     
    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 addressbulletWWW.DEKOONING.ORG
    14
    The books are in care ofbulletKATHY BERNARD Telephone no.bullet (631) 329-6068
    Located atbullet182 WOODBINE DRIVEEAST HAMPTONNY ZIP+4bullet11937
    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
     
    No
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 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
    JOHN SILBERMAN PRESIDENT/DIRECTOR
    2.0     		0 0 0
    C/O JOHN SILBERMAN ASSOCIATES PC
    NEW YORK,NY10022
    JOHN L EASTMAN VICE PRESIDENT/DIRECTOR
    1.0     		0 0 0
    C/0 JOHN SILBERMAN ASSOCIATES PC
    NEW YORK,NY10022
    DONN ZARETSKY SECRETARY & TREASURER/DIRECTOR
    1.0     		0 0 0
    C/O JOHN SILBERMAN ASSOCIATES PC
    NEW YORK,NY10022
    AMY SCHICHTEL EXECUTIVE DIRECTOR
    33.0     		213,044 14,404 0
    C/O WILLEM DE KOONING FOUNDATION
    NEW YORK,NY10065
    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
    ROGER ANTHONY COLLECTION MANAGER
    29.0     		166,238 13,359 0
    C/O WILLEM DE KOONING FOUND
    NEW YORK,NY10065
    RICKI MOSKOWITZ ARCHIVIST
    27.0     		59,559 9,020 0
    C/O WILLEM DE KOONING FOUND
    NEW YORK,NY10065
    TIMOTHY MCCARTHY VISUAL RESOURCE MGT
    31.0     		62,315 10,516 0
    C/O WILLEM DE KOONING FOUND
    NEW YORK,NY10065
    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
    JOHN SILBERMAN ASSOC LEGAL 56,291
    145 E 57TH STREET 9
    NEW YORK,NY10022
    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 CATALOGUING AND MAINTAINING THE WILLEM DE KOONING FOUNDATION ART COLLECTION AND ARCHIVE AND FACILITATING MUSEUM EXHIBI- TIONS AND SCHOLARLY RESEARCH REGARDING WILLEM DE KOONING. 1,675,472
    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.........................bullet  
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
     
    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
     
    2a
    Tax on investment income for 2013 from Part VI, line 5......
    2a
     
    b
    Income tax for 2013. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
     
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
     
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
     
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
     
    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 0
    2 Undistributed income, if any, as of the end of 2013:
    a Enter amount for 2012 only....... 0
    b Total for prior years:2011, 2010, 2009 0
    3 Excess distributions carryover, if any, to 2013:
    a From 2008.......  
    b From 2009.......  
    c From 2010.......  
    d From 2011.......  
    e From 2012....... 0
    fTotal of lines 3a through e......... 0
    4Qualifying distributions for 2013 from Part
    XII, line 4: bullet$  
    a Applied to 2012, but not more than line 2a 0
    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 2013 distributable amount.....  
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2013.    
    (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 0
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see 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) .............     		 
    8Excess distributions carryover from 2008 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2014.
    Subtract lines 7 and 8 from line 6a ......     		0
    10 Analysis of line 9:
    a Excess from 2009....  
    b Excess from 2010....  
    c Excess from 2011....  
    d Excess from 2012....  
    e Excess from 2013.... 0
    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
    2001-05-14
    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
    590,058 293,297 343,163 138,887 1,365,405
    b 85% of line 2a ......... 501,549 249,302 291,689 118,054 1,160,594
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		1,717,972 1,489,398 1,500,218 1,511,356 6,218,944
    d Amounts included in line 2c not used
    directly for active conduct of exempt activities ...........     		42,500 25,000 27,600 12,500 107,600
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		1,675,472 1,464,398 1,472,618 1,498,856 6,111,344
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ...... 90,494,585 62,186,310 61,382,237 61,989,408 276,052,540
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		 47,682,345 49,750,345 49,881,045 49,975,045 197,288,780
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		1,074,953 403,071 399,107 265,518 2,142,649
    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) ....     		        0
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		        0
    (3) Largest amount of support
    from an exempt organization    		         0
    (4) Gross investment income         0
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    NONE
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    NONE
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number 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
    LONG ISLAND CHILDREN'S MUSEUM
    11 DAVIS AVENUE
    GARDEN CITY,NY11530     		NONE PC SUPPORT FOR MUSEUM AND LOCAL LIBRARY EDUCATIONAL WORKSHOPS 25,000
    GUILD HALL OF EAST HAMPTON
    158 MAIN STREET
    EAST HAMPTON,NY11937     		NONE PC SUPPORT FOR SPONSORING AN EDUCATIONAL PANEL DISCUSSION. 10,000
    LONG HOUSE RESERVE
    133 HANDS CREEK ROAD
    EAST HAMPTON,NY11937     		NONE PC SCULPTURE MAINTENANCE 7,500
    Total .................................bullet 3a 42,500
    bApproved for future payment
    Total .................................bullet 3b  
    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 1,200  
    4 Dividends and interest from securities....     14 564,645  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6
    Net rental income or (loss) from personal property .............     		         
    7 Other investment income.....          
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 28,219,730  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: aREPRODUCTION INCOME         40,680
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e)..   28,785,575 40,680
    13Total. Add line 12, columns (b), (d), and (e)..................
    1328,826,255
    (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.)
    11 INCOME FROM THE LICENSING OF THE REPRODUCTION OF AND/OR PUBLICATION OF WILLEM DE KOONING'S ART CONSTITUTES SOME OF THE MEANS BY WHICH THE FOUNDATION CURRENTLY ACCOMPLISHES ITS EXEMPT PURPOSE. ITS EXEMPT PURPOSE IS TO PRESERVE THE ART WORK OF WILLEM DE KOONING AND PROVIDE ACCESS THERETO; TO CREATE AND MAINTAIN AN ARCHIVE OF ART WORKS AND REFERENCE PAPERS RELATING TO WILLEM DE KOONING AND PROVIDE ACCESS TO THE ARCHIVE TO SCHOLARS FOR RESEARCH; TO EDUCATE THE PUBLIC ABOUT THE ART OF WILLEM DE KOONING AND ART IN GENERAL.
    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 WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    MAINTENANCE OF ACCOUNTING/        
    INVESTMENT RECORDS 12,298 12,298 12,298  
    PREPARATION OF FORM 990-PF &        
    NYS ATTORNEY GENERAL REPORT 36,894   870 36,024

    TY 2013 ContractorCompensationExpln
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Contractor Explanation
    JOHN SILBERMAN ASSOC LEGAL

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

    TY 2013 DepreciationSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included
    OFFICE EQUIPMENT 2004-11-21 3,647 3,647 SL 7        
    OFFICE EQUIPMENT 2006-08-23 2,989 2,776 SL 7 213      
    COMPUTER EQUIPMENT 2007-06-30 30,078 30,078 SL 5        
    COMPUTER EQUIPMENT 2008-06-01 12,396 12,396 SL 5        
    COMPUTER EQUIPMENT 2007-12-31 10,353 10,353 SL 5        
    FURNITURE 2008-01-23 8,496 6,677 SL 7 1,214      
    SCANNER 2009-03-31 715 644 SL 5 71      
    FURNITURE 2010-10-14 291 115 SL 7 42      
    COMPUTER EQUIPMENT 2010-10-19 2,386 1,312 SL 5 477      
    AUDIO RECORDER 2012-04-01 636 114 SL 7 91      
    FURNITURE 2012-08-29 1,456 173 SL 7 208      
    FURNITURE 2012-09-13 9,364 1,115 SL 7 1,338      
    FURNITURE 2012-11-12 1,455 139 SL 7 208      
    FURNITURE 2012-12-01 8,386 699 SL 7 1,198      
    IMPROVEMENTS 2012-12-01 26,481 396 SL 39 679      
    COMPUTERS 2013-08-30 12,956   M5   2,591      
    SOFTWARE 2013-09-12 633   SL 3 176      
    SOFTWARE 2013-10-17 193   SL 3 43      
    COMPUTER EQUIPMENT 2014-03-24 2,617   M5   523      
    COMPUTER EQUIPMENT 2014-04-21 848   M5   170      
    FURNITURE 2013-07-03 2,358   M7   337      
    FURNITURE 2013-07-03 630   M7   90      
    FURNITURE 2013-08-30 630   M7   90      
    FURNITURE 2013-10-17 2,358   M7   337      

    TY 2013 InvestmentsCorpBondsSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Name of Bond End of Year Book Value End of Year Fair Market Value
    SEE STATEMENT 9 6,247,868 6,295,454

    TY 2013 InvestmentsCorpStockSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Name of Stock End of Year Book Value End of Year Fair Market Value
    VANGUARD INDEX TRUST TOTAL 3,982,600 4,995,524
    VANGUARD S&P 500 ETF 7,487,365 7,958,618
    CEF ISHARES CORE S&P 3,005,858 3,166,543
    ISHARES CORE S&P MID-CAP 3,089,594 3,209,284
    VANGUARD TAX-MANAGED INTL FD 1,495,346 1,550,276

    TY 2013 InvestmentsGovtObligationsSch
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    US Government Securities - End of Year Book Value:

    12,947,128
    US Government Securities - End of Year Fair Market Value:

    13,033,606
    State & Local Government Securities - End of Year Book Value:


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


     


    TY 2013 InvestmentsLandSchedule2
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Category/ Item Cost/Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value

    TY 2013 LandEtcSchedule2
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    OFFICE EQUIPMENT 3,647 3,647    
    OFFICE EQUIPMENT 2,989 2,989    
    COMPUTER EQUIPMENT 30,078 30,078    
    COMPUTER EQUIPMENT 12,396 12,396    
    COMPUTER EQUIPMENT 10,353 10,353    
    FURNITURE 8,496 7,891 605  
    SCANNER 715 715    
    FURNITURE 291 157 134  
    COMPUTER EQUIPMENT 2,386 1,789 597  
    AUDIO RECORDER 636 205 431  
    FURNITURE 1,456 381 1,075  
    FURNITURE 9,364 2,453 6,911  
    FURNITURE 1,455 347 1,108  
    FURNITURE 8,386 1,897 6,489  
    IMPROVEMENTS 26,481 1,075 25,406  
    COMPUTERS 12,956 2,591 10,365  
    SOFTWARE 633 176 457  
    SOFTWARE 193 43 150  
    COMPUTER EQUIPMENT 2,617 523 2,094  
    COMPUTER EQUIPMENT 848 170 678  
    FURNITURE 2,358 337 2,021  
    FURNITURE 630 90 540  
    FURNITURE 630 90 540  
    FURNITURE 2,358 337 2,021  


    TY 2013 LegalFeesSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES RELATED TO        
    CHARITABLE ACTIVITIES 79,934   1,884 78,050


    TY 2013 OtherAssetsSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    WILLEM DE KOONING ARTWORK 49,740,045 47,672,045 47,672,045
    SECURITY DEPOSITS 10,300 10,300 10,300


    TY 2013 OtherExpensesSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT FEES 60,842 53,198 60,842  
    FILING FEES 1,500   35 1,465
    COMPUTER EXPENSES 7,195   170 7,025
    ART CONSERVATION 8,754   206 8,548
    ART BOOKS 768   18 750
    ART DUES & SUBSCRIPTIONS 9,778   230 9,548
    ART FRAMING 780   18 762
    ART FREIGHT 1,750   41 1,709
    ART INSURANCE 219,155   5,165 213,990
    ART WAREHOUSE 14,308   337 13,971
    ART PHOTOGRAPHS 13,730   324 13,406
    REPAIRS AND MAINTENANCE 40,093   945 39,148
    ART SECURITY COSTS 6,451   152 6,299
    ART STORAGE CHARGES 272,196   6,415 265,781
    ART SUNDRY 221   5 216
    TELEPHONE 9,277   219 9,058
    PAYROLL SERVICE FEES 3,599   85 3,514
    INSURANCE 7,693   181 7,512
    POSTAGE & DELIVERY 1,981   47 1,934
    OFFICE EXPENSES 6,743   159 6,584
    SUPPLIES 2,175   51 2,124
    WEBSITE DESIGN 32,026   755 31,271
    IT SUPPORT 19,545   461 19,084
    GIFTS 460   11 449
    MISCELLANEOUS 1,358   32 1,326


    TY 2013 OtherIncomeSchedule2
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    REPRODUCTION & PUBLICATION INCOME 40,680   40,680


    TY 2013 OtherProfessionalFeesSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    OTHER PROFESSIONAL FEES 3,247   77 3,170


    TY 2013 TaxesSchedule
    Name:
    THE WILLEM DE KOONING FOUNDATION
    EIN: 13-4151973
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FEDERAL EXCISE TAX 508,693      
    PAYROLL TAXES 40,353   951 39,402