Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletInformation 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 Skadden Foundation
 
% CHRIS FULTON
Number and street (or P.O. box number if mail is not delivered to street address)360 Hamilton Avenue   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
White Plains, NY106011811
A Employer identification number

13-3455231
B Telephone number (see instructions)

(212) 735-2956
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$10,181,083J Accounting method:
MODIFIED CASH
(Part I, column (d) must be on cash basis.)
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach
schedule).............. 2,008,825
2 Check bullet
Sch. B ...............
3 Interest on savings and temporary cash investments 9,729 9,729 0
4 Dividends and interest from securities...... 159,458 159,458 0
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 18,234
b Gross sales price for all assets on line 6a 178,573
7 Capital gain net income (from Part IV, line 2)... 18,234
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........ 2,196,246 187,421 0
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 346,000     346,000
14 Other employee salaries and wages......        
15 Pension plans, employee benefits....... 50,000     50,000
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule).... Click to see attachment 36,651 36,651 0 0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 12,450 0 0 12,450
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 135,282 0 0 133,835
22 Printing and publications.......... 64,398 0 0 64,398
23 Other expenses (attach schedule)....... Click to see attachment 13,792 0 0 13,378
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 658,573 36,651 0 620,061
25 Contributions, gifts, grants paid........ 3,391,752 3,391,752
26 Total expenses and disbursements. Add lines 24 and 25 4,050,325 36,651 0 4,011,813
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -1,854,079
b Net investment income (if negative, enter -0-) 150,770
c Adjusted net income (if negative, enter -0-)... 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 Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)		 Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 9,163 58,996 58,996
2 Savings and temporary cash investments.......... 6,481,804 4,621,616 4,621,616
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule) 416,461 Click to see attachment268,971 268,971
b Investments—corporate stock (attach schedule)........ 2,004,913 Click to see attachment2,783,717 2,783,717
c Investments—corporate bonds (attach schedule)........ 2,542,949 Click to see attachment1,805,094 1,805,094
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 528,640 Click to see attachment642,689 642,689
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 11,983,930 10,181,083 10,181,083
Liabilities 17 Accounts payable and accrued expenses.......... 12,062 1,866
18 Grants payable..................    
19 Deferred revenue..................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22).......... 12,062 1,866
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted................... 10,018,014 8,312,370
25 Temporarily restricted................ 1,953,854 1,866,847
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see instructions)...... 11,971,868 10,179,217
31 Total liabilities and net assets/fund balances (see instructions).. 11,983,930 10,181,083
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 11,971,868
2 Enter amount from Part I, line 27a..................... 2 -1,854,079
3 Other increases not included in line 2 (itemize) bulletClick to see attachment 3 61,428
4 Add lines 1, 2, and 3.......................... 4 10,179,217
5 Decreases not included in line 2 (itemize) bullet 5  
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 10,179,217
Form 990-PF (2014)
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.)
1 a SECURITIES P    
b CAPITAL GAIN DIVIDENDS P    
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 140,000   160,339 -20,339
b       38,573
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l) Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i) F.M.V. as of 12/31/69 (j) Adjusted basis
as of 12/31/69 		(k) Excess of col. (i)
over col. (j), if any
a       -20,339
b        
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 18,234
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 . . . . . . . . . . . . . . . . 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see 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 4,117,725 8,318,268 0.495022
2012 3,992,696 8,142,766 0.490337
2011 3,964,931 6,670,295 0.594416
2010 3,993,432 6,895,932 0.5791
2009 4,200,126 5,638,031 0.744963
2 Total of line 1, column (d) ...................... 2 2.903838
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 0.580768
4 Enter the net value of noncharitable-use assets for 2014 from Part X, line 5..... 4 10,605,828
5 Multiply line 4 by line 3....................... 5 6,159,526
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 1,508
7 Add lines 5 and 6......................... 7 6,161,034
8 Enter qualifying distributions from Part XII, line 4.............. 8 4,011,813
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)
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 Bulletand enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 3,015
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2  
3 Add lines 1 and 2........................... 3 3,015
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 3,015
6 Credits/Payments:
a 2014 estimated tax payments and 2013 overpayment credited to 2014 6a 3,842
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 3,500
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 7,342
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 4,327
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet4,327 RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see Instructions
for definition)?.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletNY
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2014 or the taxable year beginning in 2014 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
     
    No
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement (see instructions).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletwww.skaddenfellowships.org
    14
    The books are in care ofbulletCHRIS FULTON Telephone no.bullet (914) 750-3460
    Located atbullet360 HAMILTON AVEwhite plainsNY ZIP+4bullet10601
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16 At any time during calendar year 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)
    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
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see instructions)? ........
    1b
     
    No
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2014?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2014, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2014?...............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?........................
    b
    If "Yes," did it have excess business holdings in 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.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2014?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? (see instructions)..................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......
    5b
     
    No
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.......................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2014)
    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
    Judith S Kaye Trustee
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Jose Lozano Trustee
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Suzanne Mckechnie Klahr Trustee
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Kurt L Schmoke Trustee
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Solomon B Watson IV Trustee
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Martha Minow Trustee
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Robert C Sheehan Trustee
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Lauren Aguiar PRESIDENT
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Chris Fulton Treasurer
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    Susan Butler Plum SECRETARY AND EXEC DIRECTOR
    40.0     		346,000 50,000  
    360 Hamilton Avenue
    White Plains,NY106011811
    MICHAEL SCHILL TRUSTEE
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    BARRY H GARFINKEL TRUSTEE
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    THOMAS J ALLINGHAM II VICE PRESIDENT
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    C BENJAMIN CRISMAN JR VICE PRESIDENT
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    ERIC J FRIEDMAN TRUSTEE
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    JOY ZIEGEWEID TRUSTEE
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    SEAN C DOYLE VICE PRESIDENT
    1.0     		0 0 0
    360 Hamilton Avenue
    White Plains,NY106011811
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
     
    Total number of other employees paid over $50,000...................bullet  
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
     
    Total number of others receiving over $50,000 for professional services.............bullet  
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1
     
    2  
    3  
    4  
    Form 990-PF (2014)
    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.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    5,493,300
    b
    Average of monthly cash balances.......................
    1b
    5,274,038
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    10,767,338
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    10,767,338
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    161,510
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    10,605,828
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    530,291
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    530,291
    2a
    Tax on investment income for 2014 from Part VI, line 5......
    2a
    3,015
    b
    Income tax for 2014. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    3,015
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    527,276
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    527,276
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    527,276
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    4,011,813
    b
    Program-related investments—total from Part IX-B..................
    1b
    0
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
    0
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
    0
    b
    Cash distribution test (attach the required schedule) .................
    3b
    0
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    4,011,813
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b (see instructions).................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    4,011,813
    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)
    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 7 527,276
    2 Undistributed income, if any, as of the end of 2014:
    a Enter amount for 2013 only....... 0
    b Total for prior years:2012, 2011, 2010 0
    3 Excess distributions carryover, if any, to 2014:
    a From 2009....... 4,247,331
    b From 2010....... 3,608,491
    c From 2011....... 3,634,155
    d From 2012....... 3,583,156
    e From 2013....... 3,703,985
    fTotal of lines 3a through e......... 18,777,118
    4Qualifying distributions for 2014 from Part
    XII, line 4: bullet$ 4,011,813
    a Applied to 2013, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		 
    d Applied to 2014 distributable amount..... 527,276
    e Remaining amount distributed out of corpus 3,484,537
    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 22,261,655
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 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) .......     		 
    8Excess distributions carryover from 2009 not
    applied on line 5 or line 7 (see instructions) ...     		4,247,331
    9Excess distributions carryover to 2015.
    Subtract lines 7 and 8 from line 6a ......     		18,014,324
    10 Analysis of line 9:
    a Excess from 2010.... 3,608,491
    b Excess from 2011.... 3,634,155
    c Excess from 2012.... 3,583,156
    d Excess from 2013.... 3,703,985
    e Excess from 2014.... 3,484,537
    Form 990-PF (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 section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2014 (b) 2013 (c) 2012 (d) 2011
             
    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).)
    JOSEPH FLOM ROBERT SHEEHAN
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    NONE
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    SUSAN BUTLER PLUM
    FOUR TIMES SQUARE
    NEW YORK,NY10036
    (212) 735-2956
    bThe form in which applications should be submitted and information and materials they should include:
    SEE ATTACHED APPLICATION
    cAny submission deadlines:
    FELLOWSHIP APPLICATION DUE ANNUALLY IN OCTOBER, FLOM INCUBATOR GRANTS DUE JANUARY 15 AND JULY 15.
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    SEE ATTACHED APPLICATION
    Form 990-PF (2014)
    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)
    aPaid during the year
    A New Way of Life Reentry Project
    PO Box 875288
    Los Angeles,CA90087     		none PC payments for fellowships 12,380
    ACLU Immigrants' Rights Project
    125 Broad Street 18th Floor
    New York,NY10004     		none PC payments for fellowships 29,835
    ACLU Immigrants' Rights Project
    39 Drumm Street
    San Francisco,CA94111     		none PC payments for fellowships 29,835
    ACLU Of Michigan
    2966 Woodward Avenue
    Detroit,MI48201     		none PC payments for fellowships 55,208
    Advancement Project
    1220 L Street NW Suite 850
    Washington,DC20005     		none PC payments for fellowships 84,500
    Advocates for Children
    151 West 30th Street 5th Floor
    New York,NY10001     		none PC payments for fellowships 30,045
    Advocates for Children of New Jersey
    35 Halsey Street
    Newark,NJ07102     		none PC payments for fellowships 29,355
    Advocates for Children of New York
    151 West 30th Street 5th Floor
    New York,NY10001     		none PC payments for fellowships 59,875
    African Services Committee
    429 West 127th Street
    New York,NY10027     		none PC payments for fellowships 13,788
    Almas Sayeed
    1608 South Bentley Apt 2
    Los Angeles,CA90025     		none I payments for fellowships 5,400
    American Civil Liberties Union
    125 Broad Street 18th Floor
    New York,NY10004     		none PC payments for fellowships 58,914
    Appalachian Citizens' Law Center
    317 Main Street
    Whiteburg,KY41858     		none PC payments for fellowships 56,250
    Asian Pacific American Legal Center
    1145 Wilshire Blvd 2nd Floor
    Los Angeles,CA90017     		none PC payments for fellowships 28,340
    Bet Tzedek Legal Services
    3250 Wilshire Boulevard 13th Floor
    Los Angeles,CA90010     		none PC payments for fellowships 87,663
    Brooklyn Legal Services Corporation A
    260 Broadway 2nd Floor
    Brooklyn,NY11211     		none PC payments for fellowships 61,756
    Cabrini Green Legal Aid
    740 N Milwaukee Avenue
    Chicago,IL60642     		none PC payments for fellowships 55,681
    California Rural Legal Assistance Inc
    631 Howard Street Suite 300
    San Francisco,CA94105     		none PC payments for fellowships 29,632
    Centro Legal De La Raza
    3022 International Blvd 410
    Oakland,CA94601     		none PC payments for fellowships 26,794
    Chicago Lawyers' Comm for Civil Rights
    100 North LaSalle Street Suite 600
    Chicago,IL60602     		none PC payments for fellowships 28,530
    Colorado Legal Services
    1905 Sherman Street Suite 400
    Denver,CO80203     		none PC payments for fellowships 28,700
    Community Legal Aid Society
    100 W 10th Street Suite 801
    Wilmington,DE19801     		none PC payments for fellowships 28,272
    Community Legal Service in East Palo Alto
    2117 University Ave
    East Palo Alto,CA94303     		none PC payments for fellowships 53,671
    Covenant House New York
    460 W 41st Street
    New York,NY10036     		none PC payments for fellowships 30,865
    Disability Rights Advocates
    2001 Center Street 4th Floor
    Berkeley,CA94704     		none PC payments for fellowships 54,725
    Disability Rights Legal Center
    800 South Figueroa St Suite 1120
    Los Angeles,CA90017     		none PC payments for fellowships 60,271
    DNA People's Legal Services
    2333 E Greenlaw Lane
    Flagstaff,AZ86004     		none PC payments for fellowships 29,571
    Domestic Violence Action Center
    PO Box 3198
    Honolulu,HI96801     		none PC payments for fellowships 27,566
    Education Law Center
    60 Park Place Suite 300
    Newark,NJ07102     		none PC payments for fellowships 28,350
    Elizabeth Johnston
    11 Dupont Circle NW Suite 800
    Washington,DC20036     		none I payments for fellowships 6,028
    Equal Rights Advocates
    180 Howard Street Suite 300
    San Francisco,CA94105     		none PC payments for fellowships 41,133
    Equip for Equality
    20 N Michigan Ave Suite 300
    Chicago,IL60602     		none PC payments for fellowships 60,642
    Esperanza Immigrant Rights Project
    1530 James M Wood Blvd PO Box 15
    Los Angeles,CA90015     		none PC payments for fellowships 25,003
    Greater Boston Legal Services
    197 Friend Street
    Boston,MA02114     		none PC payments for fellowships 89,478
    Hannah Weinberger-Divack
    1444 Eye Street NW Suite 1100
    Washington,DC20005     		none I payments for fellowships 8,964
    Homeless Persons Representation Project
    201 North Charles Street Suite 110
    Baltimore,MD21201     		none PC payments for fellowships 28,396
    Immigrant Defense Project
    28 West 39th Street 501
    New York,NY10018     		none PC payments for fellowships 32,655
    Inner City Law Center
    1309 East Seventh Street
    Los Angeles,CA90021     		none PC payments for fellowships 27,798
    Juvenile Law Center
    1315 Walnut Street 400
    Philadelphia,PA19107     		none PC payments for fellowships 14,113
    Kate Webster
    429 West 127th Street
    New York,NY10027     		none I payments for fellowships 5,304
    LAF
    120 S LaSalle Street Suite 900
    Chicago,IL60603     		none PC payments for fellowships 27,659
    Lawyers Committee for Civil Rights
    1401 New York Avenue NW Suite 400
    Washington,DC20005     		none PC payments for fellowships 27,162
    Legal Aid Foundation of Los Angeles
    1550 W 8th Street
    Los Angeles,CA90017     		none PC payments for fellowships 27,665
    Legal Aid of Western Ohio Inc
    118 N Clinton Street
    Defiance,OH43512     		none PC payments for fellowships 55,433
    Legal Aid Society of the District of Columbia
    1331 H Street NW Suite 350
    Washington,DC20005     		none PC payments for fellowships 56,217
    Legal Assistance Fndtn of Metropolitan Chicago
    120 S LaSalle Street Suite 900
    Chicago,IL60603     		none PC payments for fellowships 24,912
    Legal Services Center
    122 Boylston Street
    Jamaica Plain,MA02130     		none PC payments for fellowships 32,016
    Legal Services for Children
    1254 Market Street 3rd Floor
    San Francisco,CA94102     		none PC payments for fellowships 56,413
    Legal Services of Greater Miami
    3000 Biscayne Boulevard Suite 500
    Miami,FL33137     		none PC payments for fellowships 27,638
    Matthew Sykes
    1401 New York Avenue NW Suite 400
    Washington,DC20005     		none I payments for fellowships 3,879
    MFY Legal Services
    299 Broadway 4th Floor
    New York,NY10007     		none PC payments for fellowships 29,588
    Mid-Minnesota Legal Assistance
    430 1st Ave North Suite 300
    Minneapolis,MN55401     		none PC payments for fellowships 28,846
    Mountain State Justice
    1031 Quarrier Street
    Charleston,WV25301     		none PC payments for fellowships 52,745
    National Association of the Deaf
    8630 Fenton Street Suite 820
    Silver Spring,MD20910     		none PC payments for fellowships 30,546
    National Immigration Justice Center
    208 S La Salle Street Suite 1300
    Chicago,IL60604     		none PC payments for fellowships 28,125
    National Senior Citizens Law Center
    1444 Eye Street NW Suite 1100
    Washington,DC20005     		none PC payments for fellowships 57,847
    National Women's Law Center
    11 Dupont Circle NW Suite 800
    Washington,DC20036     		none PC payments for fellowships 55,648
    Neighborhood Legal Services of Los Angeles County
    13327 Van Nuys Blvd
    Pacoima,CA91331     		none PC payments for fellowships 55,682
    New Jersey Institute of Social Justice
    60 Park Place Suite 511
    Newark,NJ07102     		none PC payments for fellowships 64,669
    New Orleans Workers' Center for Racial Justice
    217 North Prieur Street
    New Orleans,LA70112     		none PC payments for fellowships 56,109
    New York Civil Liberties Union
    125 Broad Street 19th Floor
    New York,NY10004     		none PC payments for fellowships 88,303
    New York Legal Assistance Group
    7 Hanover Square 18th Floor
    New York,NY10004     		none PC payments for fellowships 125,299
    Northeast Legal Aid
    50 Island Street Suite 203A
    Lawrence,MA01840     		none PC payments for fellowships 28,686
    Philadelphia Legal Assistance
    42 S 15th Street Suite 500
    Philadelphia,PA19102     		none PC payments for fellowships 56,928
    Public Advocates Inc
    131 Steuart Street Suite 300
    San Francisco,CA94105     		none PC payments for fellowships 61,395
    Public Counsel
    610 South Ardmore Avenue
    Los Angeles,CA90005     		none PC payments for fellowships 26,898
    Sanctuary for Families Center for Battered Women's
    Legal Services
    PO Box 1406 Wall Street Station
    New York,NY10268     		none PC payments for fellowships 29,017
    Southeast Louisiana Legal Services
    715 Saint Ferdinad Street
    Baton Rouge,LA70802     		none PC payments for fellowships 37,386
    Southern Poverty Law Center
    400 Washington Ave
    Montgomery,AL36104     		none PC payments for fellowships 27,358
    Swords to Plowshares
    1060 Howard Street
    San Francisco,CA94103     		none PC payments for fellowships 28,628
    Texas RioGrande Legal Aid
    4920 N IH-35
    Austin,TX78751     		none PC payments for fellowships 28,593
    The Alliance for Children's Rights
    3333 Wilshire Blvd Suite 550
    Los Angeles,CA90010     		none PC payments for fellowships 83,630
    The Bronx Defenders
    860 Courtlandt Avenue
    Bronx,NY10451     		none PC payments for fellowships 54,139
    The Door
    121 Avenue of the Americas 3rd Fl
    New York,NY10013     		none PC payments for fellowships 62,426
    The Judge Bazelon Ctr for Mental Health
    1101 15th Street NorthWest 1212
    Washington,DC20005     		none PC payments for fellowships 30,457
    The Legal Aid Society
    900 Sheridan Avenue 6C-12
    Bronx,NY10451     		none PC payments for fellowships 87,357
    The Legal Aid Society Employment Law Center
    180 Momtgomery Street
    San Francisco,CA94104     		none PC payments for fellowships 27,539
    The Legal Aid Society of the DC
    1331 H Street NW Suite 350
    Washington,DC20005     		none PC payments for fellowships 16,742
    Washington Lawyers' Committee for Civil Rights and
    Urban Affairs
    11 Dupont Circle NW Suite 400
    Washington,DC20036     		none PC payments for fellowships 18,950
    Youth Advocacy Foundation
    Ten Malcolm X Boulevard
    Roxbury,MA02119     		none PC payments for fellowships 57,936
    Legal Aid Foundation of Los Angeles
    1550 W 8th Street
    Los Angeles,CA90017     		None PC payments for fellowships 5,000
    Centro De Los Derechos Del Migrante
    519 N Charles Street 260
    Baltimore,MD20201     		none PC payments for fellowships 5,000
    Legal Aid Justice Center
    1000 Preston Avenue Suite A
    Charlottesville,VA22903     		none PC payments for fellowships 10,000
    Public Interest Law Center of Philadelphia
    1709 Benjamin Franklin Parkway 2nd
    Philadelphia,PA19103     		none PC payments for fellowships 10,000
    Centre for Comparative and Public Law
    C/O MONICA YEUNG FRIENDS OF THE UN
    HONG KONG 1321 SYDNEY DRIVE
    SUNNYVALE,CA94087     		NONE PC payments for fellowships 10,000
    Community Activism Law Alliance
    332 S MICHIGAN AVE SUITE 1032-C29
    CHICAGO,IL60604     		NONE PC payments for fellowships 10,000
    National Center for Youth Law
    405 14TH STREET 15 FLOOR
    OAKLAND,CA94612     		NONE PC payments for fellowships 10,000
    Asian Americans Advancing Justice
    1145 WILSHIRE BOULEVARD 2ND FLOOR
    LOS ANGELES,CA90017     		NONE PC payments for fellowships 10,000
    Justice at Work
    192 SOUTH STREET SUITE 400
    BOSTON,MA02111     		NONE PC payments for fellowships 10,000
    Legal Services NYC-Bronx
    349 EAST 149TH STREET 10TH FLOOR
    BRONX,NY10451     		NONE PC payments for fellowships 10,000
    Legal Aid Society EMPLOYMENT LAW CENTER
    180 MONTGOMERY STREET SUITE 600
    SAN FRANCISCO,CA94104     		NONE PC payments for fellowships 10,000
    Centro Legal de la Raza
    3022 INTERNATIONAL BOULEVARD SUITE
    OAKLAND,CA94601     		NONE PC payments for fellowships 10,000
    Juvenile Law Center
    1315 WALNUT STREET SUITE 400
    PHILADELPHIA,PA19107     		NONE PC payments for fellowships 10,000
    Resilience Advocacy Project
    154 GRAND STREET
    NEW YORK,NY10013     		NONE PC payments for fellowships 10,000
    Children's Law and Policy
    1701 K STREET NW SUITE 1100
    WASHINGTON,DC20006     		NONE PC payments for fellowships 10,000
    Legal Aid Justice Center
    123 EAST BROAD STREET
    RICHMOND,VA23219     		NONE PC payments for fellowships 10,000
    Total .................................bullet 3a 3,391,752
    bApproved for future payment
    ACLU of Michigan
    2966 Woodward Avenue
    Detroit,MI48201     		NONE PC Payments for Fellowships 27,604
    Advancement Project
    1220 L Street NW Suite 850
    Washington,DC20005     		NONE PC Payments for Fellowships 28,167
    Advocates for Children of New York
    151 West 30th Street 5th Floor
    New York,NY10001     		NONE PC Payments for Fellowships 29,521
    Alliance for Children's Rights
    3333 Wilshire Boulevard Suite 550
    Los Angeles,CA90010     		NONE PC Payments for Fellowships 27,991
    Appalachian Citizens' Law Center
    317 Main Street
    Whitesburg,KY41858     		NONE PC Payments for Fellowships 28,125
    Bet Tzedek Legal Services
    3250 Wilshire Boulevard 13th Floor
    Los Angeles,CA90010     		NONE PC Payments for Fellowships 24,920
    Brooklyn Legal Services Corporation
    260 Broadway Second Floor
    Brooklyn,NY11211     		NONE PC Payments for Fellowships 32,367
    Cabrini Green Legal Aid
    740 N Milwaukee Avenue
    Chicago,IL60642     		NONE PC Payments for Fellowships 27,841
    Daniel Saver
    2117-B University Avenue
    East Palo Alto,CA94303     		NONE I Payments for Fellowships 26,108
    Disability Rights Advocates
    2001 Center Street Fourth Floor
    Berkeley,CA94704     		NONE PC Payments for Fellowships 27,363
    Disability Rights Legal Center
    800 South Figueroa Street Suite 11
    Los Angeles,CA90017     		NONE PC Payments for Fellowships 30,135
    Equal Rights Advocates (ERA)
    180 Howard Street Suite 300
    San Francisco,CA94105     		NONE PC Payments for Fellowships 26,970
    Equip for Equality
    20 N Michigan Avenue Suite 300
    Chicago,IL60602     		NONE PC Payments for Fellowships 30,321
    Greater Boston Legal Services
    197 Friend Street
    Boston,MA02114     		NONE PC Payments for Fellowships 29,698
    Legal Aid of Western Ohio Inc
    118 N Clinton Street
    Defiance,OH43512     		NONE PC Payments for Fellowships 27,717
    Legal Aid Society of the District of Columbia
    1331 H Street NW Suite 350
    Washington,DC20005     		NONE PC Payments for Fellowships 28,109
    Legal Services for Children
    1254 Market Street 3rd Floor
    San Francisco,CA94102     		NONE PC Payments for Fellowships 28,207
    Mountain State Justice
    1031 Quarrier Street
    Charleston,WV25301     		NONE PC Payments for Fellowships 26,373
    National Senior Citizens Law Center
    1444 Eye Street NW Suite 1100
    Washington,DC20005     		NONE PC Payments for Fellowships 28,834
    National Women's Law Center
    11 Dupont Circle NW 800
    Los Angeles,CA20036     		NONE PC Payments for Fellowships 27,824
    Neighborhood Legal Services of Los Angeles County
    13327 Van Nuys Blvd
    Washington,DC91331     		NONE PC Payments for Fellowships 27,841
    New Jersey Institute of Social Justice
    60 Park Place Suite 511
    Newark,NY07102     		NONE PC Payments for Fellowships 32,335
    New Orleans Workers' Center for Racial Justice
    217 North Prieur Street
    New Orleans,LA70112     		NONE PC Payments for Fellowships 28,054
    New York Civil Liberties Union
    125 Broad Street 19th Floor
    Pacoima,CA10004     		NONE PC Payments for Fellowships 29,186
    New York Legal Assistance Group
    7 Hanover Square 18th Floor
    New York,NY10004     		NONE PC Payments for Fellowships 31,414
    Public Advocates Inc
    131 Steuart Street Suite 300
    San Francisco,CA94105     		NONE PC Payments for Fellowships 30,698
    The Bronx Defenders
    860 Courtlandt Avenue
    Bronx,NY10451     		NONE PC Payments for Fellowships 27,069
    The Door
    121 Avenue of the Americas 3rd Flo
    New York,NY10013     		NONE PC Payments for Fellowships 31,213
    The Legal Aid Society
    900 Sheridan Avenue 6C-12
    Bronx,NY10451     		NONE PC Payments for Fellowships 29,693
    The Judge David L Bazelon Ctr for Mental Health
    1101 15th Street NW
    WASHINGTON,DC20005     		NONE PC Payments for Fellowships 91,370
    Advocates for Children of New York
    151 W 30th Street 5th Floor
    NEW YORK,NY10001     		NONE PC Payments for Fellowships 90,135
    Southeast Louisiana Legal Services
    1010 Common Street Suite 1400-A
    NEW ORLEANS,LA70112     		NONE PC Payments for Fellowships 112,160
    American Civil Liberties Union
    125 Broad Street 17th Floor
    NEW YORK,NY10004     		NONE PC Payments for Fellowships 89,040
    Advocates for Children of New Jersey
    35 Halsey Street 2nd Floor
    NEWARK,NJ07102     		NONE PC Payments for Fellowships 88,064
    Esperanza Immigrant Rights Project
    1530 James M Wood Boulevard
    LOS ANGELES,CA90015     		NONE PC Payments for Fellowships 75,009
    Community Legal Aid Society Inc
    20151 Office Circle
    GEORGETOWN,DE19947     		NONE PC Payments for Fellowships 84,815
    The Legal Aid Society
    199 Water Street
    NEW YORK,NY10038     		NONE PC Payments for Fellowships 75,011
    National Immigrant Justice Center
    208 South LaSalle Street Suite 130
    CHICAGO,IL60604     		NONE PC Payments for Fellowships 84,374
    New York Legal Assistance Group
    7 Hanover Square 18th Floor
    NEW YORK,NY10004     		NONE PC Payments for Fellowships 86,529
    Chicago Lawyers' Committee for Civil Rights Under
    Law
    100 N LaSalle St Suite 600
    CHICAGO,IL60602     		NONE PC Payments for Fellowships 85,590
    Mid-Minnesota Legal Assistance
    430 First Avenue North Suite 300
    MINNEAPOLIS,MN55401     		NONE PC Payments for Fellowships 86,538
    Education Law Center
    60 Park Place Suite 300
    NEWARK,NJ07102     		NONE PC Payments for Fellowships 85,050
    Juvenile Law Center
    1315 Walnut Street Suite 400
    PHILADELPHIA,PA19107     		NONE PC Payments for Fellowships 84,677
    Colorado Legal Services
    1905 Sherman Street Suite 400
    DENVER,CO80203     		NONE PC Payments for Fellowships 86,100
    American Civil Liberties Union
    125 Broad Street 18th Floor
    NEW YORK,NY10004     		NONE PC Payments for Fellowships 87,704
    Northeast Legal Aid
    50 Island Street Suite 203A
    LAWRENCE,MA01840     		NONE PC Payments for Fellowships 86,058
    New York Civil Liberties Union
    125 Broad Street 19th Floor
    NEW YORK,NY10004     		NONE PC Payments for Fellowships 89,796
    Centro Legal de la Raza
    3022 International Boulevard Suite
    OAKLAND,CA94601     		NONE PC Payments for Fellowships 80,382
    Youth Advocacy FoundationEd Law Project
    44 Bromfield Street Second Floor
    BOSTON,MA02108     		NONE PC Payments for Fellowships 85,889
    Philadelphia Legal Assistance
    718 Arch Street Suite 300N
    PHILADELPHIA,PA19106     		NONE PC Payments for Fellowships 84,479
    DNA People's Legal Services
    PO Box 306
    WINDOW ROCK,AZ86515     		NONE PC Payments for Fellowships 88,713
    Bet Tzedek Legal Services
    3250 Wilshire Boulevard 13th Floor
    LOS ANGELES,CA90010     		NONE PC Payments for Fellowships 87,189
    Domestic Violence Action Center
    PO Box 3198
    HONOLULU,HI96801     		NONE PC Payments for Fellowships 82,698
    Legal Assistance Foundation
    120 S LaSalle Street Suite 900
    CHICAGO,IL60603     		NONE PC Payments for Fellowships 82,977
    Immigrant Defense Project
    28 West 39th Street Suite 501
    NEW YORK,NY10018     		NONE PC Payments for Fellowships 97,964
    A New Way of Life Reentry Project
    PO Box 875288
    LOS ANGELES,CA90087     		NONE PC Payments for Fellowships 74,279
    Covenant House New York
    460 West 41st Street
    NEW YORK,NY10036     		NONE PC Payments for Fellowships 92,594
    Equip for Equality
    20 N Michigan Avenue Suite 300
    Chicago,IL60606     		NONE PC Payments for Fellowships 132,111
    South Brooklyn Legal Services
    105 court st
    Brooklyn,NY10451     		NONE PC Payments for Fellowships 141,237
    Neighborhood Defender Service of Harlem
    317 malcolm x blvd
    New York,NY10036     		NONE PC Payments for Fellowships 120,044
    Philadelphia Legal Assistance
    718 Arch Street Suite 300N
    Philadelphia,PA19107     		NONE PC Payments for Fellowships 125,794
    Michigan Protection & Advocacy Service
    4095 Legacy parkway 500
    Detroit,MI48911     		NONE PC Payments for Fellowships 145,578
    Urban Justice Center
    123 william st
    New York,NY10036     		NONE PC Payments for Fellowships 127,161
    Disability Rights Texas
    2222 west braker lane
    Houston,TX77001     		NONE PC Payments for Fellowships 131,220
    Community Legal Services in East Palo Alto
    2117 university ave
    East Palo Alto,CA94303     		NONE PC Payments for Fellowships 117,679
    Lambda Legal Defense and Education Fund
    105 w adams st
    Chicago,IL60603     		NONE PC Payments for Fellowships 144,187
    The Alliance for Children's Rights
    3333 Wilshire Boulevard Suite 550
    Los Angeles,CA90010     		NONE PC Payments for Fellowships 121,983
    Asian Americans Advancing Justice
    1145 wilshire boulevard
    Los Angeles,CA90010     		NONE PC Payments for Fellowships 127,791
    American Civil Liberties Union of New Jersey
    po box 32159
    Newark,NJ07102     		NONE PC Payments for Fellowships 126,761
    Business and Professional People for the Public
    Interest
    25 e washington st suite 1515
    Chicago,IL60605     		NONE PC Payments for Fellowships 123,190
    American Civil Liberties Union of San Diego and Im
    2750 5th ave 300
    San Diego,CA92101     		NONE PC Payments for Fellowships 112,491
    New York Legal Assistance Group
    7 Hanover Square 18th Floor
    New York,NY10036     		NONE PC Payments for Fellowships 128,555
    Bay Area Legal Aid
    1735 telegraph ave
    Oakland,CA94612     		NONE PC Payments for Fellowships 127,577
    The Legal Aid Society of New York
    199 Water Street
    New York,NY10036     		NONE PC Payments for Fellowships 137,278
    The Legal Aid Society of Middle Tennessee & the Cu
    300 deaderick st
    Nashville,TN37201     		NONE PC Payments for Fellowships 126,673
    Community Legal Services
    1424 chestnut st
    Philadelphia,PA19107     		NONE PC Payments for Fellowships 130,038
    ArchCity Defenders
    812 n collins st
    St Louis,MO63102     		NONE PC Payments for Fellowships 121,950
    Mental Health Advocacy Services
    3255 wilshire blvd 902
    Los Angeles,CA90010     		NONE PC Payments for Fellowships 119,271
    Asian American Legal Defense and Education Fund
    99 hudson st
    New York,NY10036     		NONE PC Payments for Fellowships 130,867
    Youth Represent
    11 park place suite 1512
    New York,NY10036     		NONE PC Payments for Fellowships 132,240
    SeniorLAW Center
    two penn center 1500 JFK blvd
    Philadelphia,PA19107     		NONE PC Payments for Fellowships 123,774
    The Legal Aid Society
    180 montgomery st 600
    San Francisco,CA94111     		NONE PC Payments for Fellowships 124,248
    Housing Works
    454 lexington ave
    Brooklyn,NY10036     		NONE PC Payments for Fellowships 134,515
    American Civil Liberties Union
    39 drumm st
    San Francisco,CA94111     		NONE PC Payments for Fellowships 127,622
    Veterans Legal Services
    885 centre st
    Newton,MA02459     		NONE PC Payments for Fellowships 125,780
    Total .................................bullet 3b 6,844,497
    Form 990-PF (2014)
    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
    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 9,729  
    4 Dividends and interest from securities....     14 159,458  
    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 18,234  
    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)..   187,421  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13187,421
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If "Yes," complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2014)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description
    Schedule B
    (Form 990, 990-EZ,
    or 990-PF)
    Department of the Treasury
    Internal Revenue Service
    Schedule of Contributors
    Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
    Arrow Bullet 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 Skadden Foundation
     
    Employer identification number

    13-3455231
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ





    Form 990-PF




    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
    Special Rules
    ......... 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 Skadden Foundation
          		Employer identification number

    13-3455231
    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
     
     

    SKADDEN ARPS SLATE MEAGHER FLO  
    FOUR TIMES SQUARE
     
    NEW YORK, NY10036

    		$2,000,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    2
     
     

    MICHAEL MITCHELL  
    161 WEST 61ST STREET APT 14E
     
    NEW YORK, NY10023

    		$5,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     

       
     
     

    		$  


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     

       
     
     

    		$  


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     

       
     
     

    		$  


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     

       
     
     

    		$  


    (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 Skadden Foundation
          		Employer identification number

    13-3455231
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Page 4
    Name of organization
    The Skadden Foundation
          		Employer identification number

    13-3455231
    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 (c) Use 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 (c) Use 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 (c) Use 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 (c) Use 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:  

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

    TY 2014 DepreciationSchedule
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included

    TY 2014 InvestmentsCorpBondsSchedule
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Name of Bond End of Year Book Value End of Year Fair Market Value
    BOND FUNDS 1,805,094 1,805,094

    TY 2014 InvestmentsCorpStockSchedule
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Name of Stock End of Year Book Value End of Year Fair Market Value
    CORPORATE STOCK 2,783,717 2,783,717

    TY 2014 InvestmentsGovtObligationsSch
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    US Government Securities - End of Year Book Value:

    268,971
    US Government Securities - End of Year Fair Market Value:

    268,971
    State & Local Government Securities - End of Year Book Value:


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


     


    TY 2014 InvestmentsOtherSchedule2
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    REAL ESTATE INVESTMENT TRUSTS   291,853 291,853
    REAL ASSET FUNDS   350,836 350,836

    TY 2014 OtherExpensesSchedule
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    OFFICE EXPENSES 1,015 0 0 1,015
    INSURANCE EXPENSE 6,574 0 0 6,574
    ADMINISTRATIVE EXPENSES 1,154 0 0 1,154
    PAYROLL PROCESSING FEES 1,050 0 0 1,050
    DUES AND MEMBERSHIP FEES 800 0 0 800
    LATE FEE 360 0 0 360
    MISCELLANEOUS 2,839 0 0 2,425


    TY 2014 OtherIncreasesSchedule
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Description Amount
       


    TY 2014 OtherProfessionalFeesSchedule
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BANK AND INVESTMENT FEES 36,651 36,651 0 0


    TY 2014 TaxesSchedule
    Name:
    The Skadden Foundation
    EIN: 13-3455231
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    PAYROLL TAXES 12,450 0 0 12,450