TY 2014 Form 990PF

- TIN:

Form990-PF
Click to see attachment

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

Do not enter social security numbers on this form as it may be made public.
bullet

Information about Form 990-PF and its instructions is at www.irs.gov/form990pf.

OMB No. 1545-0052

2014

Open to Public Inspection

For calendar year 2014, or tax year beginning 2014, and ending , 20

Name of foundation
Charles Lawrence Keith and
Clara Miller Foundation

Number and street (or P.O. box number if mail is not delivered to street address)567 Providence Street Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Albany, NY12208

A Employer identification number

13-2918230

B Telephone number (see instructions)

(434) 295-4461

C If exemption application is pending, check here bullet

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

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

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

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

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

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

$9,103,721J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

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

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


1	Contributions, gifts, grants, etc., received (attach
	schedule)..............
2	Check
	Sch. B ...............
3	Interest on savings and temporary cash investments	263		263	263
4	Dividends and interest from securities......	214,846		214,846	214,846
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		177,380
b	Gross sales price for all assets on line 6a 2,161,911
7	Capital gain net income (from Part IV, line 2)...			177,380
8	Net short-term capital gain.........				45,953
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......
12	Total. Add lines 1 through 11........	392,489		392,489	261,062
13	Compensation of officers, directors, trustees, etc.	143,750			71,875	71,875
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		7,500		3,750	3,750
c	Other professional fees (attach schedule)....		8,400		4,200	4,200
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		4,457		2,229	2,228
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		44,394	27,324	8,536	8,534
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	208,501		27,324	90,590	90,587
25	Contributions, gifts, grants paid........	259,000				259,000
26	Total expenses and disbursements. Add lines 24 and 25	467,501		27,324	90,590	349,587
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-75,012
b	Net investment income (if negative, enter -0-)			365,165
c	Adjusted net income (if negative, enter -0-)...				170,472

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2014)

Form 990-PF (2014)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing...............	635	3,112	3,112
	2	Savings and temporary cash investments..........	628,475	384,270	384,259
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use...............
	9	Prepaid expenses and deferred charges...........
	10a	Investments—U.S. and state government obligations (attach schedule)	147,397	147,397	154,508
	b	Investments—corporate stock (attach schedule)........	2,014,796	2,240,952	2,919,825
	c	Investments—corporate bonds (attach schedule)........
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............	19,199	14,598	16,145
	13	Investments—other (attach schedule)...........	4,224,770	4,169,931	5,625,872
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	7,035,272	6,960,260	9,103,721
	17	Accounts payable and accrued expenses..........
	18	Grants payable..................
	19	Deferred revenue..................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22)..........		0
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted...................	7,035,272	6,960,260
	25	Temporarily restricted................
	26	Permanently restricted................
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds.........
	28	Paid-in or capital surplus, or land, bldg., and equipment fund
	29	Retained earnings, accumulated income, endowment, or other funds
	30	Total net assets or fund balances (see instructions)......	7,035,272	6,960,260
	31	Total liabilities and net assets/fund balances (see instructions)..	7,035,272	6,960,260

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	7,035,272
2	Enter amount from Part I, line 27a.....................	2	-75,012
3	Other increases not included in line 2 (itemize)	3
4	Add lines 1, 2, and 3..........................	4	6,960,260
5	Decreases not included in line 2 (itemize)	5
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.	6	6,960,260

Form 990-PF (2014)

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.)
1a
b
c
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
b
c
d
e

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69
(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
b
c
d
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	177,380
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . . . . .		3	45,953

Part V

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

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

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

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

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

1 Enter the appropriate amount in each column for each year; see 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))
2013	388,933	8,158,609	0.04767
2012	360,399	7,393,111	0.04875
2011	334,656	7,477,596	0.04475
2010	348,417	7,176,438	0.04855
2009	299,722	6,486,390	0.04621

2	Total of line 1, column (d) ......................	2	0.23593
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	0.04719
4	Enter the net value of noncharitable-use assets for 2014 from Part X, line 5.....	4	8,919,093
5	Multiply line 4 by line 3.......................	5	420,856
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	3,652
7	Add lines 5 and 6.........................	7	424,508
8	Enter qualifying distributions from Part XII, line 4..............	8	349,587
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 (2014)

Page 4

Part VI

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

1a	Exempt operating foundations described in section 4940(d)(2), check hereand enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Domestic foundations that meet the section 4940(e) requirements in Part V, check	1	7,303
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	7,303
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	7,303
6	Credits/Payments:

a	2014 estimated tax payments and 2013 overpayment credited to 2014	6a	7,512
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	7,512
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	209
11	Enter the amount of line 10 to be: Credited to 2015 estimated tax209	Refunded	11

Part VII-A

Statements Regarding Activities

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

Yes

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

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

for definition)?.................................

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

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

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

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

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

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

on foundation managers. bullet

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

If "Yes," attach a detailed description of the activities.

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

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

and Part XV..................................

Yes

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

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

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

Yes

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

or 4942(j)(5) for calendar year 2014 or the taxable year beginning in 2014 (see instructions for Part XIV)?

If "Yes," complete Part XIV.............................

Form 990-PF (2014)

Page 5

Part VII-A

Statements Regarding Activities (continued)

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

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

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

Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had

advisory privileges? If "Yes," attach statement (see instructions).................

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

Yes

Website address bullet

N/A

The books are in care of bullet

Susan Ould Telephone no. bullet

(434) 295-4461

Located at bullet

2630 Palmer DriveKeswickVA ZIP+4 bullet

22947

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

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

16 At any time during calendar year 2014, 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 FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR). If "Yes", enter the name of the foreign country bullet

Form 990-PF (2014)

Page 6

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

that were not corrected before the first day of the tax year beginning in 2014?.............

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

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

At the end of tax year 2014, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2014?...............YesNo

If "Yes," list the years bullet

20, 20, 20, 20

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

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

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

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

20, 20, 20, 20

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

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

If "Yes," did it have excess business holdings in 2014 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 2014.)....................

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

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

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2014?

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

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

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

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

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

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

in section 4945(d)(4)(A)? (see instructions)..................YesNo

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

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

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

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

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

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

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

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

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

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

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

If "Yes" to 6b, file Form 8870.

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

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

Form 990-PF (2014)

Page 7

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
Linda Fisher	President 20.00	50,000
567 Providence Street Albany,NY12208	President 20.00	50,000
Brian O'Dwyer	Vice President 20.00	25,000
52 Duane Street New York,NY10007	Vice President 20.00	25,000
Susan Ould	Treasurer 20.00	25,000
2630 Palmer Drive Keswick,VA22947	Treasurer 20.00	25,000
Honie Ann Peacock	Director 20.00	25,000
201 E 25th Street 4H New York,NY10010	Director 20.00	25,000
Maleyne Syracuse	Director 20.00	18,750
3 Hanover Sq Apt 13D New York,NY10004	Director 20.00	18,750

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

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
NONE

Total number of others receiving over $50,000 for professional services............. bullet

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.		Expenses
1


2


3


4

Form 990-PF (2014)

Page 8

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 instructions.
3

Total. Add lines 1 through 3......................... bullet

Part X

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
see instructions.)

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

purposes:

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

8,572,734

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

482,183

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

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

9,054,917

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

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

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

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

9,054,917

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

instructions) .............................

135,824

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

8,919,093

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

445,955

Part XI

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

and do not complete this part.)

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

445,955

Tax on investment income for 2014 from Part VI, line 5......

7,303

Income tax for 2014. (This does not include the tax from Part VI.)...

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

7,303

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

438,652

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

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

438,652

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

Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...

438,652

Part XII

Qualifying Distributions (see instructions)

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

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

349,587

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

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

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

Amounts set aside for specific charitable projects that satisfy the:

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

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

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

349,587

Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment

income. Enter 1% of Part I, line 27b (see instructions).................

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

349,587

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 (2014)

Page 9

Part XIII

Undistributed Income (see instructions)

	(a) Corpus	(d) 2014
1 Distributable amount for 2014 from Part XI, line 7		438,652
2 Undistributed income, if any, as of the end of 2014:
a Enter amount for 2013 only.......
b Total for prior years:20, 20, 20
3 Excess distributions carryover, if any, to 2014:
a From 2009.......
b From 2010.......
c From 2011.......
d From 2012.......
e From 2013.......
fTotal of lines 3a through e.........
4Qualifying distributions for 2014 from Part
XII, line 4: $ 349,587
a Applied to 2013, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions).........	0
d Applied to 2014 distributable amount.....		349,587
e Remaining amount distributed out of corpus
5 Excess distributions carryover applied to 2014.
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5
b Prior years’ undistributed income. Subtract line 4b from line 2b ...........
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........
e Undistributed income for 2013. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2014. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2015 ..........		89,065
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......
8Excess distributions carryover from 2009 not applied on line 5 or line 7 (see instructions) ...
9Excess distributions carryover to 2015. Subtract lines 7 and 8 from line 6a ......
10 Analysis of line 9:
a Excess from 2010....
b Excess from 2011....
c Excess from 2012....
d Excess from 2013....
e Excess from 2014....

Form 990-PF (2014)

Page 10

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 2014, enter the date of the ruling....... bullet

b Check box to indicate whether the organization is a private operating foundation described in section4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2014	(b) 2013	(c) 2012	(d) 2011	(e) Total

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

Part XV

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

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

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

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

Check here bullet

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

aThe name, address, and telephone number or email address 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 (2014)

Page 11

Part XV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
Bard HS Early College PO Box 5000 Annadale on the Huds,NY12504			Program support	10,000
Morningside Center 475 Riverside Drive Suite 550 New York,NY10115			Program support	10,000
Volunteers Legal Services 54 Greene Street New York,NY10013			Program support	15,000
Groundswell Community 540 President Street Brooklyn,NY11215	Public		Program Support	10,000
Race Track Chaplancy 2150 Hempstead Tpke Elmont,NY11003			Program support	10,000
NYC Mission Society 105 East 22nd Street 6th Floor New York,NY10010			Program support	13,000
St Johns Bread and Life 795 Lexington Ave Brooklyn,NY11221			Program support	6,000
Sanctuary for Families PO Box 1406 Wall Street Station New York,NY10268			Program support	13,500
CUNY Law School 65-21 Main Street Flushing,NY11367			Program support	15,000
Compassion and Choices PMB 2020 244 Fifth Ave New York,NY10001			Program support	10,000
Womens ENews 6 Barclay Street 6th Floor New York,NY10007			Program support	10,000
Community Investment 1710 Allied Street Charlottesville,VA22903			Program support	10,000
Independent Living 754 Columbia Street Hudson,NY12534			Program support	10,000
Teachers and Writers 520 Eighth Avenue Ste 2020 New York,NY10018			Program support	5,000
Holy Apostles Soup Kitchen 296 Ninth Ave New York,NY10001			Program support	11,000
Cristo Rey New York 112 E 106th Street New York,NY10029			Program support	10,000
Womens Prison Association 110 Second Ave New York,NY10003			Program support	8,000
Memorial Sloan Kettering 1275 York Avenue Box 419 New York,NY10021			Program support	5,000
No Surrender Breast Cancer PO Box 84 Locust Valley,NY11560			Program Support	5,000
Youth Comm of NY 224 West 29th Street 2nd Floor New York,NY10001			Program Support	10,000
The Possibility Project 104 W 27th Street 12th Floor New York,NY10001			Program Support	10,000
George Washington University 2100 M Street NW Ste 310 Washington,DC20052			Program Support	15,000
Cornell Weill Medical Center 1300 York Avenue Box 314 New York,NY10065			Program Support	25,000
New Yorkers for Children 450 Seventh Avenue Suite 403 New York,NY10123			Program Support	12,500
Total ................................. 3a				259,000

bApproved for future payment

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

Form 990-PF (2014)

Page 12

Part XVI-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments....
3 Interest on savings and temporary cash investments ............			14	263
4 Dividends and interest from securities....			14	214,846
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 .............					177,380
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)..				215,109	177,380

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

13392,489

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

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2014)

Page 13

Part XVII

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

Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political

Yes

organizations?

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

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

If "Yes," complete the following schedule.

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

Sign Here

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
				May the IRS discuss this return with the preparer shown below (see instr.)? Yes No
	Signature of officer or trustee	Date	Title

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

Form 990-PF (2014)

Additional Data

Software ID:	14000265
Software Version:	2014v5.0

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2014 AccountingFeesSchedule

Name:

Charles Lawrence Keith and

Clara Miller Foundation

EIN: 13-2918230

Software ID:14000265

Software Version:2014v5.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
	7,500	0	3,750	3,750

- TIN:

TY 2014 InvestmentsCorpStockSchedule

Name:

Charles Lawrence Keith and

Clara Miller Foundation

EIN: 13-2918230

Software ID:14000265

Software Version:2014v5.0

Name of Stock	End of Year Book Value	End of Year Fair Market Value
AMC Networks Inc Cl A	11,336	16,475
Anadarko Pete	58,450	63,275
Autodesk Inc Delaware	31,393	47,632
Biogen IDEC Inc	28,017	66,936
Broadcom Corp Cl A	32,053	43,156
Cablevision Systems Corp	33,861	47,111
Citrix Systems Inc	31,749	27,319
Comcast Corp Cl A	58,562	99,240
Covidien PLC
CREE Research Inc	45,290	45,827
Directv Com
Dolby CLA A Com STK	11,740	13,153
Fluor Corp	51,947	45,284
Actavis PLC	36,320	77,563
Freeport Mcmoran CP&GLD
Immunogen Inc	19,005	11,361
ISIS Pharm Inc	3,843	29,185
L-3 Communications Holding Inc
Liberty Interactive Co Inter A	16,035	27,497
Liberty Media Corp	3,404	5,618
National Oilwell Varco Inc	24,824	20,575
NUCOR Corp	47,674	47,666
Pall Corporation	48,391	65,797
Pentair Ltd	18,779	19,903
Sandisk Corp	19,159	39,170
Seagate Technology PLC	30,923	56,045
Starz Liberty Capital Ser A	3,325	6,494
TE Connectivity Ltd	38,949	68,448
The ADT Corporation	22,134	21,328
TYCO International Ltd	29,104	39,300
United Health GP Inc	59,772	104,763
Vertex Pharmaceuticals	25,434	44,056
Weatherford International Ltd	52,806	39,564
3M Company
Abbvie Inc Com
AT&T Inc
Automatic Data Processing Inc
Berkshire Hathaway Cl-B
Cameron Intnl Corp	24,600	17,419
Celanese Corp Series A
Cisco Sys Inc
Comcast Corp Cl A	19,239	30,100
Du Pont Ei De Nemours & Co
Duke Energy Corp
Eaton Corp PLC	17,788	18,359
Ebay Inc	29,481	32,118
Ecolab Inc
EMC Corp Mass	16,908	17,218
Exxon Mobil Corp
Forest CY Enterprise
General Electric CO	23,435	23,866
General Mills Inc
Glaxosmithkline PLC
Google Inc	19,740	23,519
Honeywell International Inc
Intl Business Machines Corp
Johnson & Johnson	16,220	22,532
JPMorgan Chase & Co
Kimberly Clark Corp
Metlife Incorporated
Microsoft Corp	17,781	22,099
Monsanto Co
Oracle Corp
Pepsico Inc
Pfizer Inc
PPG Industries Inc
Procter & Gamble
Raytheon Co
Schlumberger Ltd	34,082	33,286
Travelers Companies Inc
Tyco International Ltd
United Parcel Service Inc	16,445	19,570
United Technologies Corp
Visa Inc	26,780	39,001
Wal Mart Stores Inc
Walt Disney Holding Co	14,514	27,015
Waste Mgmt Inc
Wells Fargo & Co
AIA Group Ltd	14,029	21,731
Air Liquide ADR	10,225	18,101
Allianz SE ADS	11,074	18,794
Anheuser Busch	9,447	15,503
Arm Holdings PLC ADR	5,650	13,162
Atlas Copco as a ADR	3,036	10,327
BG Group PLC	10,289	12,435
Bunge Ltd	8,540	11,549
Canadian Natl Railway Co	7,483	13,988
Cochlear Ltd
CSL Ltd	4,634	11,232
Dassault Systems	7,565	20,685
DBS Group Holdings	7,050	9,885
Fresenius Medical Care	8,100	8,902
Gasprom O A O Spon ADR
ICICI Bank Ltd	11,278	16,994
Imperial Oil Ltd	10,556	10,354
ITAU Unibano Multiple ADR	12,061	10,023
JGC Corp	12,097	8,526
L Oreal Co ADR	7,514	15,846
LVMH Moet Hennessy Louis Vuitton	3,618	6,281
MTN GRP LTD	9,616	9,320
Nestle Spon ADR	12,134	24,101
Nokian Tyres OYJ
Roche Holdings ADR	10,305	18,095
SAP AG	11,239	15,556
SASOL Ltd	2,999	3,893
Schlumberger Ltd	8,482	11,864
Schneider Electric	9,062	12,857
Sonova Hldg	4,647	6,788
Svenska Handelsbanken AB ADR	4,659	6,618
Swatch Group
Sysmex Corp	7,706	17,202
Taiwan Semiconductor Mfg Co Ltd	14,947	24,572
Tesco PLC
Turkiye Garanti Bankasi	12,532	9,983
Unicharm Corp	9,316	19,404
Unilever PLC	3,733	7,035
WPP PLC	5,513	20,262
Xinyi Glass Hldgs Ltd	2,007	1,971
AMERICAN TOWER REIT COM
MERCK & CO
TJX COS INC
BAIDU INC	3,014	6,973
BANCO BILBAO VIZ ARG SA	8,841	7,753
BAYERISCHE MOTOREN WERKE	11,910	14,013
ENN ENRGY HOLDINGS LTD
FANUC CORPORATION	8,382	16,698
HONG KONG EXCHANGES & CLEARING	6,497	9,435
MITSUBISHI EST ADR	9,364	6,262
MONOTARO CO LTD	2,906	3,269
NOVO NORDISK	11,645	13,724
Liberty Broadband Corp	1,115	1,823
Liberty Broadband Corp	2,211	3,641
Liberty Inter Co	2,786	5,304
Liberty Media Corp	6,501	11,260
Medtronic PLC	25,828	24,562
Now Inc	15,683	12,849
Nuance Communications Inc	15,656	13,168
Fuchs Petrolub AG	7,719	6,892
Linde AG	6,524	6,657
Sands China Ltd	11,581	7,301
Shire PLC	5,344	6,578
Symrise AG	6,418	7,844
Akamai Technologies Inc	24,888	25,937
Amazon Inc	33,752	38,998
Apple Inc	22,724	30,227
Biogen Idec Inc	33,489	45,921
Blackrock Inc	24,257	27,241
Bristol Myers Dqubb Co	21,041	25,856
Celgene Corp	24,377	39,561
Charles Schwab	14,724	14,263
Citrix Systems Inc	19,216	19,437
CME Group Inc	12,178	14,672
Coca Cola Co	25,077	25,237
CVS Health Corp	28,993	39,166
Facebook Inc	14,471	18,067
FMC Technologies Inc	14,578	10,270
Google Inc	15,981	19,352
Home Depot Inc	25,068	32,788
Linkedin Corp	10,130	14,383
Nasdaq OMX Group Inc	12,232	15,002
Nike Inc	9,742	12,269
Precision Castparts Corp	26,578	24,012
Qualcomm Inc	14,855	11,493
Red Hat Inc	18,212	23,539
Regeneron Pham	7,500	10,417
Texas Instruments	14,645	17,211
Thermo Fisher Scientific	19,458	21,160
Towers Watson & Co	22,223	24,767
Twenty-First Century Fox	12,912	12,767
Unitedhealth GP Inc	27,312	38,675
VMWARE Inc	5,469	5,474
WW Grainger Inc	26,265	24,527
Xilinx Inx	24,245	21,448

- TIN:

TY 2014 InvestmentsGovtObligationsSch

Name:

Charles Lawrence Keith and

Clara Miller Foundation

EIN: 13-2918230

Software ID:14000265

Software Version:2014v5.0

US Government Securities - End of Year Book Value:

US Government Securities - End of Year Fair Market Value:

State & Local Government Securities - End of Year Book Value:

147,397

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

154,508

- TIN:

TY 2014 InvestmentsOtherSchedule2

Name:

Charles Lawrence Keith and

Clara Miller Foundation

EIN: 13-2918230

Software ID:14000265

Software Version:2014v5.0

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
ISHARES RUSSELL 2000 INDEX FD	AT COST	225,986	541,013
ING Risk Managed Natural Resource Fund	AT COST
Clarion Global Real Estate Income Fund	AT COST
Ariel Appreciation Fund	AT COST	315,255	396,067
Calvert Social Invt	AT COST	370,530	504,485
Harbor Bond Fund Instl Shares	AT COST
Henderson Intl Opportunities	AT COST	221,178	256,663
Pimco Total Return Fund	AT COST
Guggenheim S&P 500 Pure	AT COST	482,537	791,224
ISHARES S&P 500 Grwth Index	AT COST	493,183	715,241
SPDR Trust Series 1	AT COST	259,171	370,578
Vanguard Dividend Appreciation	AT COST	426,917	567,682
FIRST TR DOW JONES	AT COST	26,879	26,374
POWERSHARES EMERGING MKTS	AT COST	24,824	23,273
POWERSHARES DWA DEVELOP MKTS	AT COST	25,187	23,870
VANGUARD RUSSELL 1000 ETF	AT COST	460,266	579,271
SPDR EM MKTS DIV ETF	AT COST	30,654	24,617
Ishares IBOXX Invest	AT COST	129,940	136,279
Vanguard Total Bond Market	AT COST	130,474	134,960
Blackrock Hi Yield BD PTF	AT COST	173,963	164,895
Franklin Hi Yield TX FR	AT COST	100,478	103,037
High Yield Muni	AT COST	100,604	103,748
Nuveen Symphony Credit Oppt	AT COST	171,905	162,595

- TIN:

TY 2014 OtherExpensesSchedule

Name:

Charles Lawrence Keith and

Clara Miller Foundation

EIN: 13-2918230

Software ID:14000265

Software Version:2014v5.0

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Adninastrative	15,595		7,798	7,797
Insurance	485		243	242
Investment Fees	27,324	27,324
Miscellaneous	490		245	245
Secretarial	500		250	250

- TIN:

TY 2014 OtherProfessionalFeesSchedule

Name:

Charles Lawrence Keith and

Clara Miller Foundation

EIN: 13-2918230

Software ID:14000265

Software Version:2014v5.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Bookkeeping	8,400	0	4,200	4,200

- TIN:

TY 2014 TaxesSchedule

Name:

Charles Lawrence Keith and

Clara Miller Foundation

EIN: 13-2918230

Software ID:14000265

Software Version:2014v5.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
	4,457		2,229	2,228