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
THE BRETTLER FAMILY FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)4124 55TH AVE NE Room/suite

City or town, state or province, country, and ZIP or foreign postal code
SEATTLE, WA98105

A Employer identification number

91-2014618

B Telephone number (see instructions)

(206) 292-9953

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

$18,893,881J 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	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach
	schedule)..............	1,296,555
2	Check
	Sch. B ...............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities......	462,223		462,223
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		8,602
b	Gross sales price for all assets on line 6a 8,582,970
7	Capital gain net income (from Part IV, line 2)...			136,571
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......
12	Total. Add lines 1 through 11........	1,767,380		598,794
13	Compensation of officers, directors, trustees, etc.	0		0	0
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........		287	144	143
b	Accounting fees (attach schedule).......		19,641	9,821	9,820
c	Other professional fees (attach schedule)....		80,724	80,724	0
17	Interest...............	389		389	0
18	Taxes (attach schedule) (see instructions)...		25,187	112	0
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		176	0	0
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	126,404		91,190	9,963
25	Contributions, gifts, grants paid........	817,768			817,768
26	Total expenses and disbursements. Add lines 24 and 25	944,172		91,190	827,731
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	823,208
b	Net investment income (if negative, enter -0-)			507,604
c	Adjusted net income (if negative, enter -0-)...

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...............
	2	Savings and temporary cash investments..........	1,430,024	1,229,608	1,229,608
	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)
	b	Investments—corporate stock (attach schedule)........	10,679,467	13,838,102	15,401,839
	c	Investments—corporate bonds (attach schedule)........	4,312,056	2,120,587	2,101,865
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )	24,475	142,142	160,569
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	16,446,022	17,330,439	18,893,881
	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 )	1,799	63,008
	23	Total liabilities (add lines 17 through 22)..........	1,799	63,008
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted...................
	25	Temporarily restricted................
	26	Permanently restricted................
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds.........	0	0
	28	Paid-in or capital surplus, or land, bldg., and equipment fund	0	0
	29	Retained earnings, accumulated income, endowment, or other funds	16,444,223	17,267,431
	30	Total net assets or fund balances (see instructions)......	16,444,223	17,267,431
	31	Total liabilities and net assets/fund balances (see instructions)..	16,446,022	17,330,439

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	16,444,223
2	Enter amount from Part I, line 27a.....................	2	823,208
3	Other increases not included in line 2 (itemize)	3	0
4	Add lines 1, 2, and 3..........................	4	17,267,431
5	Decreases not included in line 2 (itemize)	5	0
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.	6	17,267,431

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
1 a	PUBLICALLY TRADED SECURITIES	P
b	PUBLICALLY TRADED SECURITIES	P
c	PUBLICALLY TRADED SECURITIES	D
d	CAPITAL GAINS DIVIDENDS	P
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	3,232,054	3,257,772	-25,718
b	4,935,579	4,946,287	-10,708
c	319,618	242,340	77,278
d	95,719		95,719
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			-25,718
b			-10,708
c			77,278
d			95,719
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	136,571
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . . . . .		3

Part V

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

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

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

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

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

1 Enter the appropriate amount in each column for each year; see 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	810,742	14,595,485	0.055547
2012	371,479	12,501,400	0.029715
2011	765,593	11,188,953	0.068424
2010	718,527	10,221,147	0.070298
2009	703,253	8,995,713	0.078176

2	Total of line 1, column (d) ......................	2	0.302160
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	0.060432
4	Enter the net value of noncharitable-use assets for 2014 from Part X, line 5.....	4	17,707,611
5	Multiply line 4 by line 3.......................	5	1,070,106
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	5,076
7	Add lines 5 and 6.........................	7	1,075,182
8	Enter qualifying distributions from Part XII, line 4..............	8	827,731
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	10,152
	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	0
3	Add lines 1 and 2...........................	3	10,152
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4	0
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	10,152
6	Credits/Payments:

a	2014 estimated tax payments and 2013 overpayment credited to 2014	6a	24,576
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c	10,000
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	34,576
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	24,424
11	Enter the amount of line 10 to be: Credited to 2015 estimated tax24,424	Refunded	11	0

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

$ 0(2) On foundation managers. bullet

$ 0

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

on foundation managers. bullet

$ 0

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

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

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

Yes

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

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

Yes

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

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

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

Yes

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

or 4942(j)(5) for calendar year 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

DAN BRETTLER PRESIDENT Telephone no. bullet

(206) 443-0980

Located at bullet

4124 55TH AVE NESEATTLEWA ZIP+4 bullet

98105

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
DANIEL E BRETTLER	DIRECTOR 1.00	0	0	0
20 WEST GALER STREET SEATTLE,WA98119	DIRECTOR 1.00	0	0	0
CINDY S BRETTLER	DIRECTOR 1.00	0	0	0
20 WEST GALER STREET SEATTLE,WA98119	DIRECTOR 1.00	0	0	0

2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
NONE









Total number of other employees paid over $50,000...................				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
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...................

16,972,055

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

1,005,215

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

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

17,977,270

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

17,977,270

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

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

269,659

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

17,707,611

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

885,381

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

885,381

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

10,152

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

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

10,152

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

875,229

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

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

875,229

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

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

875,229

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 ..........

827,731

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

827,731

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

827,731

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	(b) Years prior to 2013	(c) 2013	(d) 2014
1 Distributable amount for 2014 from Part XI, line 7					875,229
2 Undistributed income, if any, as of the end of 2014:
a Enter amount for 2013 only.......				0
b Total for prior years:20, 20, 20			0
3 Excess distributions carryover, if any, to 2014:
a From 2009.......
b From 2010.......
c From 2011.......
d From 2012.......
e From 2013.......	53,381
fTotal of lines 3a through e.........		53,381
4Qualifying distributions for 2014 from Part
XII, line 4: $ 827,731
a Applied to 2013, but not more than line 2a					0
b Applied to undistributed income of prior years (Election required—see instructions).....			0
c Treated as distributions out of corpus (Election required—see instructions).........		0
d Applied to 2014 distributable amount.....					827,731
e Remaining amount distributed out of corpus		0
5 Excess distributions carryover applied to 2014.		47,498			47,498
(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		5,883
b Prior years’ undistributed income. Subtract line 4b from line 2b ...........			0
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......			0
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........			0
e Undistributed income for 2013. Subtract line 4a from line 2a. Taxable amount—see instructions .............				0
f Undistributed income for 2014. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2015 ..........					0
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) .......		0
8Excess distributions carryover from 2009 not applied on line 5 or line 7 (see instructions) ...		0
9Excess distributions carryover to 2015. Subtract lines 7 and 8 from line 6a ......		5,883
10 Analysis of line 9:
a Excess from 2010....
b Excess from 2011....
c Excess from 2012....
d Excess from 2013....	5,883
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).)

DANIEL E BRETTLER

CINDY S BRETTLER

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
CASCADE BICYCLE CLUB 7787 62ND AVENUE NE SEATTLE,WA98115	NONE	501(C)(3)	GENERAL OPERATING FUND-BICYCLING FOR ALL	150
MEMORIAL SLOAN KETTERING CANCER CENTER 633 3RD AVENUE 4TH FLOOR NEW YORK,NY10017	NONE	501(C)(3)	GENERAL OPERATING FUNDS-CANCER RESEARCH	25
LIFELONG AIDS ALLIANCE PO BOX 80547 SEATTLE,WA98108	NONE	501(C)(3)	GENERAL OPERATING FUNDS-AIDS ASSISTANCE	24
BOYS & GIRLS CLUB OF KING COUNTY 603 STEWART STREET 300 SEATTLE,WA98101	NONE	501(C)(3)	GENERAL OPERATING FUNDS-YOUTH PROGRAMS	5,000
PET PARTNERS 875 124TH AVE NE 101 BELLEVUE,WA98005	NONE	501(C)(3)	GENERAL OPERATING FUNDS - TRAINING FOR THERAPY ANIMAL TEAMS	75
COLLEGE SUCCESS FOUNDATION 1605 NW SAMMAMISH RD SUITE 100 ISSAQUAH,WA98027	NONE	501(C)(3)	GENERAL OPERATING FUNDS-EDUCATION	28,040
SEATTLE CHILDREN'S THEATRE 201 THOMAS STREET SEATTLE,WA98109	NONE	501(C)(3)	GENERAL OPERATING FUNDS-CHILDREN WELL-BEING	100
KUOW PUGET SOUND PUBLIC RADIO 4518 UNIVERSITY WAY NE STE 310 SEATTLE,WA981054535	NONE	501(C)(3)	GENERAL OPERATING FUNDS-PUBLIC RADIO	52
CANCER FEDERATION PO BOX 1298 BANNING,CA92220	NONE	501(C)(3)	GENERAL OPERATING FUNDS-CANCER IMMUNOLOGY	25
NETWORK FOR GOOD 1140 CONNECTICUT AVENUE NW SUITE 700 WASHINGTON DC,DC20036	NONE	501(C)(3)	GENERAL OPERATING FUNDS-DRIVE FINANCIAL RESOURCES TO CHARITABLE ORGANIZATIONS	100
PLYMOUTH HOUSING GROUP 2113 THIRD AVENUE SEATTLE,WA98121	NONE	501(C)(3)	GENERAL OPERATING FUNDS-COMBATTING HOMELESSNESS	82,130
SEATTLE CHILDREN'S HOSPITAL FOUNDATION 4800 SAND POINT WAY NE SEATTLE,WA98105	NONE	501(C)(3)	GENERAL OPERATING FUNDS-CHILDREN'S MEDICAL	20,100
BREAST CANCER SURVIVORS FOUNDATION 18851 NE 29TH AVENUE SUITE 700 AVENTURA,FL33180	NONE	501(C)(3)	GENERAL OPERATING FUNDS - BREAST CANCER SUPPORT	100
FEDERAL WAY COALITION AGAINST TRAFFICKING PO BOX 4101 OLYMPIA,WA98501	NONE	501(C)(3)	GENERAL OPERATING FUNDS-HUMAN TRAFFICKING AWARENESS	500
AMERICAN RED CROSS 2025 E STREET NW WASHINGTON DC,DC20006	NONE	501(C)(3)	GENERAL OPERATING FUNDS-ALLEVIATE HUMAN SUFFERING	500
SOLID GROUND 1501 N 45TH STREET SEATTLE,WA98103	NONE	501(C)(3)	GENERAL OPERATING FUNDS-HOUSING FOR POOR	121,000
TREEHOUSE 2100 24TH AVENUE S SEATTLE,WA98144	NONE	501(C)(3)	GENERAL OPERATING FUNDS-FOSTER CHILDREN PROGRAMS	53,500
UNITED WAY OF KING COUNTY 720 SECOND AVENUE SEATTLE,WA981041702	NONE	501(C)(3)	GENERAL OPERATING FUNDS-MISC CHARITABLE ACTIVITIES	156,500
WASHINGTON STATE HOLOCAUST EDUCATION RESOURCE CENTER 2031 THIRD AVENUE SEATTLE,WA98121	NONE	501(C)(3)	GENERAL OPERATING FUNDS-HOLOCAUST EDUCATION	1,000
YWCA 1118 5TH AVENUE SEATTLE,WA98101	NONE	501(C)(3)	GENERAL OPERATING FUNDS-WOMEN AND FAMILY ASSISTANCE	50,969
GIRL SCOUTS PO BOX 5046 NEW YORK,NY10087	NONE	501(C)(3)	GENERAL OPERATING FUNDS-BUILDING COURAGE, CONFIDENCE AND CHARACTER FOR GIRLS	300
CONNECT1D 2400 NW 80TH STREET 191 SEATTLE,WA98117	NONE	501(C)(3)	GENERAL OPERATING FUND-TYPE 1 DIABETES	250
CENTER FOR CHILDREN & YOUTH JUSTICE 615 2ND AVENUE SUITE 275 SEATTLE,WA98104	NONE	501(C)(3)	GENERAL OPERATING FUNDS - FOSTER CARE SUPPORT	250
CHILDHAVEN 316 BROADWAY SEATTLE,WA98122	NONE	501(C)(3)	GENERAL OPERATING FUND-ABUSED CHILDREN SUPPORT	5,178
VIRGINIA MASON FOUNDATION 1218 TERRU AVE SEATTLE,WA98111	NONE	501(C)(3)	GENERAL OPERATING FUNDS - BAILEY-BOUSHAY HOUSE	15,000
ROOTS 1415 NE 43RD AT SEATTLE,WA98105	NONE	501(C)(3)	GENERAL OPERATING FUNDS - HOMELESS SHELTER	1,000
ALS ASSOCIATION 1275 K STREET NW SUITE 250 WASHINGTON DC,DC20005	NONE	501(C)(3)	GENERAL OPERATING FUNDS-ALS SUPPORT AND RESEARCH	300
KIDNEY CANCER ASSOCIATION PO BOX 803338 CHICAGO,IL60680	NONE	501(C)(3)	GENERAL OPERATING FUNDS-KIDNEY CANCER SUPPORT AND RESEARCH	100
BEN TOWNE FOUNDATION 4616 25TH AVE NE 717 SEATTLE,WA98105	NONE	501(C)(3)	GENERAL OPERATING FUNDS-PEDIATRIC CANCER RESEARCH	250
SEATTLE INTERNATIONAL FILM FESTIVAL 305 HARRISON STREET SEATTLE,WA98109	NONE	501(C)(3)	GENERAL OPERATING FUNDS-FILM SUPPORT	25,000
UNIVERSITY DISTRICT FOOD BANK 1413 NE 50TH STREET SEATTLE,WA98105	NONE	501(C)(3)	GENERAL OPERATING FUNDS-HUNGER PREVENTION	100,000
FRIENDS OF YOUTH 11005 NE 68TH STREET KIRKLAND,WA98033	NONE	501(C)(3)	GENERAL OPERATING FUNDS-YOUTH SUPPORT	50,000
POWERFUL VOICES 1620 18TH AVENUE SEATTLE,WA98122	NONE	501(C)(3)	GENERAL OPERATING FUNDS-FOSTERING ADOLESCENT GIRLS' DEVELOPMENT	150
AMIGOS SEATTLE PO BOX 30129 SEATTLE,WA98113	NONE	501(C)(3)	GENERAL OPERATING FUNDS-YOUTH DEVELOPMENT	100
FOOD LIFELINE 1702 NE 150TH STREET SHORELINE,WA98155	NONE	501(C)(3)	GENERAL OPERATING FUNDS-HUNGER PREVENTION	100,000
Total ................................. 3a				817,768

bApproved for future payment

Total ................................. 3b				0

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 ............
4 Dividends and interest from securities....			14	462,223
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	8,602
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory..
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..		0		470,825	0

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

13470,825

(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:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Name of the organization

THE BRETTLER FAMILY FOUNDATION

Employer identification number

91-2014618

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

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

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

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

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Arrow Bullet

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

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 2

Name of organization THE BRETTLER FAMILY FOUNDATION

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
1	DANIEL E CINDY S BRETTLER 20 WEST GALER STREET SEATTLE, WA98119	$500,000	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
2	DANIEL E CINDY S BRETTLER 20 WEST GALER STREET SEATTLE, WA98119	$796,555	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 3

Name of organization THE BRETTLER FAMILY FOUNDATION

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
2	SEE ATTACHED STATEMENT	$ 796,555	2014-12-03
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 4

Name of organization
THE BRETTLER FAMILY FOUNDATION

Employer identification number

91-2014618

Part III

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

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Additional Data

Software ID:
Software Version:

- TIN:

TY 2014 AccountingFeesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING FEES	19,641	9,821		9,820

- TIN:

TY 2014 GeneralExplanationAttachment

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Identifier	Return Reference	Explanation
INVESTMENT DETAIL - STOCKS	PART II, LINE 10B	PART II - BALANCE SHEET LINE 10B - INVESTMENTS-CORPORATE STOCKS (SEE ALSO STATEMENT 8) BOOK VALUE FAIR MARKET VALUE 165 SHS 3-D SYSTEMS CORP 5,002 5,424 1,215 SHS ACCURAY INCORPORATED 11,590 9,173 150 SHS ACI WORLDWIDE INC 8,702 9,077 1,200 SHS AFFYMETRIX INC 9,755 11,844 100 SHS ALLEGIANT TRAVEL CO 10,169 15,033 1,080 SHS AMCOR TECHNOLOGY INC 7,539 7,668 90 SHS ANIXTER INTERNATIONAL INC 9,490 7,961 205 SHS ASPEN TECHNOLOGY, INC. 9,671 7,179 265 SHS ATWOOD OCEANICS INC 12,537 7,518 360 SHS BERKSHIRE HILLS BANCORP INC 9,363 9,598 1,230 SHS BIOSCRIP INC 8,635 8,598 1,215 SHS BRIGHTCOVE INC 9,741 9,453 250 SHS C&G ENERGY SERVICES INC 6,267 3,303 95 SHS CACI INTERNATIONAL INC-CL A 7,495 8,187 190 SHS CARBO CERAMICS INC 6,897 7,610 280 SHS CARDTRONICS INC 11,178 10,802 410 SHS CENTURY ALUMINUM CO 4,817 10,004 170 SHS CHART INDUSTRIES INC 13,723 5,814 125 SHS CHILDRENS PLACE RETAIL STORES 6,826 7,125 230 SHS DELUXE CORP 11,468 14,318 856 SHS DEMAND MEDIA INC 3,004 1,438 100 SHS DINEEQUITY INC 8,401 10,364 120 SHS DRIL-QUIP INC 11,483 9,208 135 SHS DYCOM INDUSTRIES 3,848 4,737 405 SHS DYNAMIC MATERIALS CORP 6,721 6,488 2,685 SHS EARTHLINK HOLDINGS CORP 9,292 11,797 900 SHS ECLIPSE RESOURCES CORPORATION 6,205 6,327 145 SHS ELIZABETH ARDEN INC 5,065 3,102 120 SHS ENPRO INDUSTRIES INC 8,555 7,531 1,395 SHS ENTROPIC COMMUNICATIONS INC 6,067 3,529 180 SHS FIRST CASH FINANCIAL SERVICES 9,295 10,021 430 SHS GENERAL CABLE CORP 7,436 6,407 260 SHS HEXCEL CORP NEW 11,566 10,787 805 SHS HHGREGG INC 6,516 6,094 410 SHS HOME LOAN SERVICING SOLUTIONS 8,685 8,003 890 SHS JG WENTWORTH COMPANY 9,784 9,487 825 SHS JIVE SOFTWARE INC 5,023 4,975 465 SHS KCG HOLDINGS INC 5,361 5,417 490 SHS KRATON PERFORMANCE POLYMERS 8,322 10,187 285 SHS MASTEC INC 6,802 6,444 230 SHS MDC HOLDINGS INC 6,865 6,088 275 SHS MYR GROUP INC 6,365 7,535 400 SHS NAVIGANT CONSULTING INC 6,871 6,148 645 SHS NXSTAGE MEDICAL INC 8,368 11,565 510 SHS OCWEN FINANCIAL CORPORATION 11,271 7,701 1,345 SHS OFFICE DEPOT INC 6,738 11,533 480 SHS OFG BANCORP 7,665 7,992 130 SHS OSI SYSTEMS INC 8,046 9,200 250 SHS PORTFOLIO RECOVERY ASSOCIATES 13,673 14,483 255 SHS RIGHTSIDE GROUP 3,234 1,714 460 SHS ROVI CORP 11,500 10,391 435 SHS RUBICON PROJECT INC 5,401 7,021 170 SHS SHUTTERFLY INC 6,944 7,088 910 SHS SILVER SPRING NETWORKS INC 7,778 7,671 230 SHS STARWOOD WAYPOINT RESIDENTIAL 5,917 6,065 75 SHS STIFEL FINANCIAL CORP 3,645 3,827 345 SHS SYKES ENTERPRISES INC 6,895 8,097 305 SHS TRONOX LIMITED 7,254 7,283 395 SHS VERIFONE SYSTEMS 11,609 14,694 735 SHS VISHAY INTERTECHNOLOGY INC 10,347 10,390 485 SHS WALKER & DUNLOP INC 8,301 8,507 1,050 SHS APPLE, INC. 90,375 115,899 600 SHS AMAZON.COM INC 233,820 186,210 2,000 SHS AVAGO TECHNOLOGIES 188,540 201,180 700 SHS BOEING COMPANY 51,020 90,986 300 SHS CHIPOTLE 196,896 205,353 1,200 SHS COSTCO WHOLESALE CORP 100,422 170,100 8,000 SHS FORD MOTOR COMPANY 124,680 124,000 1,050 SHS F5 NETWORKS INC 136,054 136,988 5,870 SHS GENERAL ELECTRIC COMPANY 138,459 148,335 5,100 SHS INTEL CORPORATION 169,791 185,079 4,000 SHS INTERNATIONAL PAPER CO 158,160 214,320 1,000 SHS NIKE INC CL B 77,765 96,150 6,000 SHS PACCAR, INC. 311,554 408,060 800 SHS QUALCOMM INCORPORATED 42,880 59,464 15,000 SHS TUTOR PERINI CORP 374,775 361,050 100 SHS AMAZON.COM INC 31,564 31,035 1,260 SHS APPLE INC 93,875 139,079 455 SHS BERKSHIRE HATHAWAY INC 51,497 68,318 900 SHS BOEING COMPANY 64,970 116,982 2,000 SHS CATAMARAN CORP 82,983 103,500 2,000 SHS CHICAGO BRIDGE & IRON CO 107,430 83,960 100 SHS CHIPOTLE 61,417 68,451 1,500 SHS CME GROUP 118,135 132,975 300 SHS COSTCO WHOLESALE CORPORATION 12,959 42,525 600 SHS EMERSON ELECTRIC 31,630 37,038 800 SHS EXPRESS SCRIPTS HLDG CO 44,450 67,736 600 SHS F5 NETWORKS INC DE 45,558 78,279 1,850 SHS FACEBOOK 107,874 144,337 4,980 SHS FORTINET INC 113,185 152,687 3,300 SHS FREEPORT-MCMORAN INC 109,787 77,088 8,200 SHS GENWORTH FINANCIAL INC 65,096 69,700 1,200 SHS GILEAD SCIENCES INC 99,922 113,112 2,700 SHS HARTFORD FINCL SERVICES GROUP 87,742 112,563 3,450 SHS H&E EQUIPMENT SERVICES INC 114,046 96,911 7,000 SHS ING GROUP NV 98,750 90,790 800 SHS INGERSOLL-RAND PLC DE 40,914 50,712 2,700 SHS INTEL CORPORATION 51,391 97,983 500 SHS INTERCONTINENTAL EXCHANGE INC 96,750 109,645 1,000 SHS INTERNATIONAL PAPER CO 26,676 53,580 7,000 SHS KEYCORP 94,010 97,300 2,000 SHS MERCK & CO 98,791 113,580 10,650 SHS MCDERMOTT INTL INC 85,825 30,992 2,000 SHS NIKE INC CL B 102,844 192,300 5,450 SHS QLIK TECHNOLOGIES INC 128,430 168,351 1,500 SHS QUALCOMM INCORPORATED 99,059 111,495 11,500 SHS RUBICON TECHNOLOGY, INC. 85,797 52,555 1,200 SHS SALESFORCE.COM 65,456 71,172 1,725 SHS SCHLUMBERGER LTD NETHERLANDS 142,695 147,332 1,540 SHS STARBUCKS CORP 114,693 126,357 2,905 SHS TABLEAU SOFTWARE INC CL A DE 186,947 246,228 75 SHS TESLA MOTORS INC COM DE 12,672 16,681 2,900 SHS TUTOR PERINI CORP 37,260 69,803 4,800 SHS VODAFONE GROUP PLC 102,502 102,510 2,030 SHS ENERGY TRANSFER PARTNERS LP 102,965 131,950 5,086 SHS TOUCHSTONE INTERNATIONAL 75,000 76,193 6,500 SHS ALPS ETF TR ALERIAN MLP 112,479 113,880 16,800 SHS FINANCIAL SECTOR SPDR 355,787 415,464 200 SHS TESLA MOTORS INC COM DE 44,924 44,924 6,086 SHS BBH FD INC TAX EFFIC EQ N 100,000 138,101 14,122 SHS BROWN ADV JAPAN ALPHA 150,000 152,240 40,000 SHS DB MARKET PLUS 7/21/15 40,000 22,116 9,389 SHS DODGE & COX INTL STOCK FUND 356,000 395,370 1,800 SHS GLOBAL ACCESS HEDGE FUND 1,800,000 2,000,511 3,250 SHS ISHARES COHEN & STEERS 291,100 314,730 4,550 SHS ISHARES CORE S&P MID-CAP ETF 561,731 658,840 3,800 SHS ISHARES MSCI EAFE INDEX FUND 247,400 231,192 1,972 SHS JPM CHINA REGION FD 36,000 43,216 19,018 SHS JPM GLBL RESN ENH INDEX FD 350,000 348,225 16,092 SHS JPM US LRGE CAP CORE PLUS FD 425,000 473,103 6,611 SHS MATTHEWS PACIFIC TIGER INSTL 155,000 175,593 9,562 SHS MFS INTL VALUE-I 270,000 330,264 30,746 SHS NEUBERGER 475,000 482,720 7,225 SHS PARNASSUS EQTY INCOME FD 300,000 294,436 18,344 SHS PIMCO COMMODITIES PLUS 200,000 140,331 3,500 SHS SPDR S&P 500 ETF TRUST 534,726 719,390 20,941 SHS T ROWE PRICE INTL FUNDS INC 350,000 341,124 3,973 SHS TRIBUTARY SMALL CO-INST PLUS 100,000 92,888 1,305 SHS VANGUARD FTSE EUROPE ETF 74,082 68,395 21,686 SHS VIRTUS EMERGING MKTS OPPOR-I 227,160 218,582 10,145 SHS VIRTUS INSIGHT TR VIRTUS 100,000 96,224 TOTAL 13,838,102 15,401,839
OTHER PROFESSIONAL FEES - DETAIL	PART I, LINE 16	PART I, LINE 16, COLUMN (A)LINE 16A, LEGAL FEES:NAME OF PROVIDER TYPE OF SERVICE PROVIDED AMOUNT PAID KARR TUTTLE CAMPBELL LEGAL SERVICES $287 LINE 16B, ACCOUNTING FEES:NAME OF PROVIDER TYPE OF SERVICE PROVIDED AMOUNT PAIDSMITH BUNDAY BERMAN BRITTON, PS FORM 990-PF PREPARATION $19,641 LINE 16C, OTHER PROFESSIONAL FEES:NAME OF PROVIDER TYPE OF SERVICE PROVIDED AMOUNT PAIDBNY MELLON INVESTMENT MANAGEMENT FEES $ 9,133WENTWORTH HAUSER & VIOLIC INVESTMENT MANAGEMENT FEES 5,563JP MORGAN INVESTMENT MANAGEMENT FEES 22,899UBS FINANCIAL SERVICES INVESTMENT MANAGEMENT FEES 43,129 TOTAL $ 80,724
INVESTMENT DETAIL - BONDS	PART II, LINE 10C	PART II - BALANCE SHEET LINE 10C - INVESTMENTS-CORPORATE BONDS (SEE ALSO STATEMENT 9) BOOK FAIR MARKET FACE AMT. VALUE VALUE ASTRAZENECA PLC RATE 5.90% MATURES 9/15/17 100,000 112,458 112,124 BURLINGTON NORTH SANTA FE 99-2 TRUST RATE 7.57% MATURES 1/2/2021 203,513 225,232 241,114 CORNING INC RATE 6.625% MATURES 5/15/19 100,000 117,811 117,308 DELTA AIR LINES RATE 4.95% MATURES 5/23/2019 101,062 109,866 108,137 EATON VANCE CORP RATE 6.50% MATURES 10/2/17 28,000 31,455 31,416 GENERAL ELEC CAP CORP RATE 1.00% MATURES 12/7/17 200,000 199,936 198,904 GENERAL ELEC CAP CORP RATE 1.00% MATURES 4/15/2020 250,000 251,801 250,900 KIMBERLY CLARK CORP RATE 6.250% MATURES 7/15/18 50,000 58,268 57,610 MCGRAW-HILL COS INC RATE 5.900% MATURES 11/15/17 150,000 163,760 162,993 BLACKROCK HIGH YIELD BOND RATE 8.23% 400,000 400,000 382,989 DOUBLELINE FDS TR TTL RTN BD I 200,000 200,000 195,893 PIMCO TOTAL RETURN FUND-INST 200,000 200,000 192,478 TOTAL 2,070,587 2,051,865
NONCASH PROPERTY DONATIONS	SCHEDULE B, PART II, LINE 1	SCHEDULE B - SCHEDULE OF CONTRIBUTORS PART II - NONCASH PROPERTY NO. FROMPART I DESCRIPTION OF NONCASH PROPERTY GIVEN FMV (OR ESTIMATE) DATE RECEIVED 2 3,000 SHS AVAGO TECHNOLOGIES LIMITED COMMON STOCK $282,810 12/3/20142 300 SHS CHIPOTLE MEXICAN GRILL INC. COMMON STOCK 196,896 12/3/20142 2,000 SHS FINANCIAL SELECT SECTOR SPDR ETF 49,020 12/3/20142 1,050 SHS F5 NETWORKS, INC. COMMON STOCK 136,054 12/3/20142 3,500 SHS INTEL CORPORATION COMMON STOCK 131,775 12/3/2014 TOTAL $796,555

- TIN:

TY 2014 InvestmentsCorpBondsSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Name of Bond	End of Year Book Value	End of Year Fair Market Value
SEE ATTACHED STATEMENT	2,070,587	2,051,865
SEE YOUR IMPACT TECHNOLOGIES-NOTE	50,000	50,000

- TIN:

TY 2014 InvestmentsCorpStockSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Name of Stock	End of Year Book Value	End of Year Fair Market Value
SEE ATTACHED STATEMENT	13,838,102	15,401,839

- TIN:

TY 2014 LegalFeesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
LEGAL FEES	287	144		143

- TIN:

TY 2014 OtherAssetsSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
STOCK SETTLEMENT PROCEEDS IN TRANSIT	19,353	142,105	142,105
ACCRUED INTEREST - BONDS	5,122	37	18,464

- TIN:

TY 2014 OtherExpensesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
BANK CHARGES	176	0		0

- TIN:

TY 2014 OtherLiabilitiesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Description	Beginning of Year - Book Value	End of Year - Book Value
PROCEEDS FROM OPEN CALL OPTIONS	1,799	18,084
LIABILITY FOR UNSETTLED TRADES	0	44,924

- TIN:

TY 2014 OtherProfessionalFeesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INVESTMENT MANAGEMENT FEES	80,724	80,724		0

- TIN:

TY 2014 TaxesSchedule

Name:

THE BRETTLER FAMILY FOUNDATION

EIN: 91-2014618

Category	Amount	Net Investment Income
FOREIGN TAX WITHHELD	112	112
EXCISE TAX	25,000	0
LICENSES	75	0