Form990-PF
Click to see list of attachments

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
Arkay Foundation
 

Number and street (or P.O. box number if mail is not delivered to street address)127 University Avenue   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Berkeley, CA94710
A Employer identification number

77-0404924
B Telephone number (see instructions)

(510) 841-4025
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$24,552,692J Accounting method:
 
(Part I, column (d) must be on cash basis.)
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach
schedule)..............  
2 Check bullet
Sch. B ...............
3 Interest on savings and temporary cash investments 18 18  
4 Dividends and interest from securities...... 440,164 440,164  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 4,152,537
b Gross sales price for all assets on line 6a 28,434,909
7 Capital gain net income (from Part IV, line 2)... 4,152,537
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 39,612 39,612  
12 Total. Add lines 1 through 11........ 4,632,331 4,632,331  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc.        
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 165      
b Accounting fees (attach schedule)....... Click to see attachment 15,450      
c Other professional fees (attach schedule).... Click to see attachment 316,995 146,957   147,621
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 44,260      
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 55,525     43,863
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see list of attachments 7,979     8,000
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 440,374 146,957   199,484
25 Contributions, gifts, grants paid........ 1,538,000 1,538,000
26 Total expenses and disbursements. Add lines 24 and 25 1,978,374 146,957   1,737,484
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 2,653,957
b Net investment income (if negative, enter -0-) 4,485,374
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 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............... 108,995 168,564 168,564
2 Savings and temporary cash investments.......... 2,023,991 1,132,042 1,132,042
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........... 47,330 10,357 10,357
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)........   Click to see attachment15,239,088 15,239,088
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 23,200,590 Click to see attachment7,986,365 7,986,365
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)   Click to see attachment16,276 Click to see attachment16,276
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 25,380,906 24,552,692 24,552,692
Liabilities 17 Accounts payable and accrued expenses.......... 13,495 22,191
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).......... 13,495 22,191
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted................... 25,367,411 24,530,501
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see instructions)...... 25,367,411 24,530,501
31 Total liabilities and net assets/fund balances (see instructions).. 25,380,906 24,552,692
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 25,367,411
2 Enter amount from Part I, line 27a..................... 2 2,653,957
3 Other increases not included in line 2 (itemize) bullet 3  
4 Add lines 1, 2, and 3.......................... 4 28,021,368
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 3,490,867
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 24,530,501
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.)
1a
b
c
d
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a
b
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (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
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 4,152,537
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 1,325,493 24,511,870 0.05408
2012 1,303,386 23,157,537 0.05628
2011 671,751 9,661,815 0.06953
2010 15,911 6,556,405 0.00243
2009 796,268 5,938,777 0.13408
2 Total of line 1, column (d) ...................... 2 0.31639
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 0.06328
4 Enter the net value of noncharitable-use assets for 2014 from Part X, line 5..... 4 25,264,862
5 Multiply line 4 by line 3....................... 5 1,598,710
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 44,854
7 Add lines 5 and 6......................... 7 1,643,564
8 Enter qualifying distributions from Part XII, line 4.............. 8 1,737,484
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 44,854
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 44,854
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 44,854
6 Credits/Payments:
a 2014 estimated tax payments and 2013 overpayment credited to 2014 6a 55,357
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 5,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 60,357
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. Click to see attachment 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 15,503
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet15,503 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
 
No
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)
    bulletCA
    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
    Yes
     
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletwww.ArkayFoundation.org
    14
    The books are in care ofbulletLeventhal Kline Management Inc Telephone no.bullet (510) 841-4123
    Located atbullet127 University AvenueBerkeleyCA ZIP+4bullet947101616
    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
     
    No
    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
     
    No
    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
     
    No
    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
    David Goldschmidt President
    10.00     		0    
    127 University Avenue
    Berkeley,CA94710
    Laura Flanagan Secretary
    2.50     		0    
    127 University Avenue
    Berkeley,CA94710
    Susan Clark Treasurer
    3.00     		0    
    127 University Avenue
    Berkeley,CA94710
    Marian Penn Director
    2.50     		0    
    127 University Avenue
    Berkeley,CA94710
    Karen Kahn Director
    2.50     		0    
    127 University Avenue
    Berkeley,CA94710
    Michael Kieschnick Director
    25.00     		0    
    127 University Avenue
    Berkeley,CA94710
    William Soskin Director
    2.50     		0    
    127 University Avenue
    Berkeley,CA94710
    Cecelia Hurwich Director
    2.50     		0    
    127 University Avenue
    Berkeley,CA94710
    Harald Leventhal NOT A DIR CFO
    2.50     		0    
    127 University Avenue
    Berkeley,CA94710
    Benita Kline NOT A DIR Ass't Sect'y
    2.50     		0    
    127 University Avenue
    Berkeley,CA94710
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    NONE
    Total number of other employees paid over $50,000...................bullet  
    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
    Leventhal Kline Management Inc Management Services 160,994
    127 University Avenue
    Berkeley,CA94710
    Baker Street Advisors Investment Mgmt 130,858
    455 Market Street 23rd Floor
    San Francisco,CA94105
    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
    23,573,650
    b
    Average of monthly cash balances.......................
    1b
    2,075,956
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    25,649,606
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
    25,649,606
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    384,744
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    25,264,862
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    1,263,243
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    1,263,243
    2a
    Tax on investment income for 2014 from Part VI, line 5......
    2a
    44,854
    b
    Income tax for 2014. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    44,854
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,218,389
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    1,218,389
    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
    1,218,389
    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
    1,737,484
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    1,737,484
    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
    44,854
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    1,692,630
    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 1,218,389
    2 Undistributed income, if any, as of the end of 2014:
    a Enter amount for 2013 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2014:
    a From 2009....... 500,034
    b From 2010.......  
    c From 2011....... 213,903
    d From 2012....... 156,487
    e From 2013....... 105,872
    fTotal of lines 3a through e......... 976,296
    4Qualifying distributions for 2014 from Part
    XII, line 4: bullet$ 1,737,484
    a Applied to 2013, but not more than line 2a  
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		0
    d Applied to 2014 distributable amount..... 1,218,389
    e Remaining amount distributed out of corpus 519,095
    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 1,495,391
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		 
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		 
    e Undistributed income for 2013. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2014. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2015 ..........     		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) ...     		500,034
    9Excess distributions carryover to 2015.
    Subtract lines 7 and 8 from line 6a ......     		995,357
    10 Analysis of line 9:
    a Excess from 2010....  
    b Excess from 2011.... 213,903
    c Excess from 2012.... 156,487
    d Excess from 2013.... 105,872
    e Excess from 2014.... 519,095
    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).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number 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)
    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
    Poor People's Radio
    PO Box 156650
    San Francisco,CA94115     		N/A PC General Support 1,000
    Center on Budget and Policy Priorit
    820 1st Street NE Suite 510
    Washington,DC20005     		N/A PC General Support 1,000
    William J Brennan Jr Center for Jus
    161 Avenue of the Americas 12th Fl
    New York,NY10013     		N/A PC General Support 50,000
    Project Vote
    805 15th Street NW Suite 250
    Washington,DC20005     		N/A PC General Support 50,000
    Voter Participation Center
    1707 L Street NW
    Washington,DC20036     		N/A PC General Support 50,000
    Proteus Fund
    15 Research Drive B
    Amherst,MA01002     		N/A PC General Support for Piper Fund 50,000
    Free Speech for People
    505 West 38th Street Unit A4
    Austin,TX78705     		N/A PC Legal Advocacy Program 25,000
    Rock the Vote
    1001 Connecticut Avenue NW
    Washington,DC20036     		N/A PC General Support 50,000
    Common Cause Education Fund
    1133 19th Str NW 9th Fl
    Washington,DC20036     		N/A PC Democratic Reform in the States 29,000
    MAPLight
    2223 Shattuck Avenue
    Berkeley,CA94704     		N/A PC General Support 26,000
    Media Matters for America
    455 Massachusetts Ave NW 6th Fl
    Washington,DC20001     		N/A PC Climate & Energy Initiative 30,000
    Public Campaign
    1211 Connecticut Avenue NW Ste 600
    Washington,DC20036     		N/A PC General Support 26,000
    State Voices
    1625 Massachusetts Ave NW Ste 308
    Washington,DC20036     		N/A PC General Support 20,000
    Sierra Club Foundation
    85 2nd Street Suite 750
    San Francisco,CA94105     		N/A PC Democracy Program 75,000
    350org
    20 Jay Street Suite 1010
    Brooklyn,NY11201     		N/A PC Fossil Fuel Divestment Program 75,000
    Greenpeace Fund Inc
    702 H St Ste 300
    Washington,DC20001     		N/A PC Defending Democracy Program 125,000
    League of Conservation Voters Educ
    1920 L Street Suite 800
    Washington,DC20036     		N/A PC Democracy Project 75,000
    Vanguard Charitable
    PO Box 3075
    Southeastern,PA19398     		N/A PC To fund DAF 375,000
    Heyday
    PO Box 9145
    Berkeley,CA94709     		N/A PC To Support the Heyday Future Fund 5,000
    International Forum on Globalizatio
    1009 General Kennedy Ave Ste 2
    San Francisco,CA94129     		N/A PC General Support 5,000
    Great Old Broads for Wilderness
    PO Box 2924
    Durango,CO81302     		N/A PC General Support 1,000
    Global Fund For Women
    222 Sutter Street Suite 500
    San Francisco,CA94108     		N/A PC General Support 1,000
    Misssey
    436 14th St Suite 150
    Oakland,CA94612     		N/A PC General Support 5,000
    Yosemite Conservancy
    101 Montgomery Street Suite 1700
    San Francisco,CA94104     		N/A PC For the Mariposa Grove & Jr. Ranger Program 5,000
    Earthjustice
    50 California Street Ste 500
    San Francisco,CA94111     		N/A PC Citizens' Access to Courts & Climate Energy Policy Programs 5,000
    Caura Futures Inc
    805 Folger Avenue
    Berkeley,CA94710     		N/A PC General Support 1,000
    UC Berkeley Library Fund
    131 Doe Library
    Berkeley,CA94720     		N/A PC General Support 2,000
    Berkeley Public Library Foundation
    2090 Kittredge Street
    Berkeley,CA94704     		N/A PC General Support 2,000
    Ploughshares Fund
    1808 Wedemeyer Street Suite 200
    San Francisco,CA94129     		N/A PC General Support 1,000
    CG Jung Institute
    2040 Gough Street
    San Francisco,CA94109     		N/A PC For the James Whitney Clinic 1,000
    Ecology Center
    2530 San Pablo Avenue
    Berkeley,CA94702     		N/A PC General Support 1,000
    David Brower Center
    2150 Allston Way
    Berkeley,CA94704     		N/A PC General Support 1,000
    Sierra Club Foundation
    85 2nd Street Suite 750
    San Francisco,CA94105     		N/A PC For the Climate Action Program 5,000
    Green Science Policy InstituteSEE
    PO Box 5455
    Berkeley,CA94705     		N/A PC General Support 1,000
    CG Jung Institute
    2040 Gough Street
    San Francisco,CA94109     		N/A PC For Friends of the C.G. Jung Institute 1,000
    Lifelong Medical Care
    2330 Durant Avenue
    Berkeley,CA94704     		N/A PC General Support 5,000
    Legal Assistance for Seniors Inc
    1970 Broadway Ste 300
    Oakland,CA94612     		N/A PC General Support 1,000
    Southern Poverty Law Center
    400 Washington Ave
    Montgomery,AL36104     		N/A PC General Support 1,000
    Wildlife Conservation Network
    209 Mississippi Street
    San Francisco,CA94107     		N/A PC Ewaso Lions Program 5,000
    Mathematical Science Research Insti
    17 Gauss Way
    Berkeley,CA94720     		N/A PC General Support 5,000
    William J Brennan Jr Center for Jus
    161 Avenue of the Americas 12th Fl
    New York,NY10013     		N/A PC Research Program of the Democracy Project 25,000
    Reed College
    3203 SE Woodstock Blvd
    Portland,OR97202     		N/A PC Alumni Fund 5,000
    Youth Engagement Fund
    1201 Connecticut Avenue NW Suite 30
    Washington,DC20036     		N/A PC General Support 10,000
    SMPACSemillas para el Futuro
    45 East Monterey Way
    Phoenix,AZ85012     		N/A PC General Support 2,000
    Women Donors Network
    565 Commercial Street 3rd Floor
    San Francisco,CA94111     		N/A PC General Support 2,900
    Earth Rights Institute
    1127 18th Street 4
    Santa Monica,CA90403     		N/A PC General Support 35,000
    Santa Barbara Master Chorale
    PO Box 30803
    Santa Barbara,CA93130     		N/A PC General Support 2,000
    Transition House
    425 East Cota Street
    Santa Barbara,CA93101     		N/A PC General Support 2,000
    Int'l Society of Women Airline Pilo
    2250 E Tropicana Avenue Ste 19-395
    Las Vegas,NV89119     		N/A PC ISA Scholarship Fund 1,100
    A Different Point of View
    PO Box 6562
    Santa Barbara,CA93160     		N/A PC General Support 2,000
    Verde Valley School
    3511 Verde Valley School Road
    Sedona,AZ86351     		N/A PC General Support 1,000
    Unity Shoppe
    1219 State Street
    Santa Barbara,CA93101     		N/A PC General Support 1,000
    AOPA Air Safety Foundation
    421 Aviation Way
    Frederick,MD21701     		N/A PC General Support 1,000
    Open Fist Theatre Company
    6209 Santa Monica Boulevard
    Hollywood,CA90038     		N/A PC General Support 2,000
    Performance Zone Inc
    75 Maiden Lane Suite 906
    New York,NY10038     		N/A PC For The Secret City 2,000
    Women's Project And Productions Inc
    55 West End Avenue
    New York,NY10023     		N/A PC General Support 2,000
    Clubbed Thumb Inc
    440 Lafayette Street 4th Floor
    New York,NY10003     		N/A PC General Support 4,000
    Ensemble Theater Company
    137 North Larchmont Blvd Suite 134
    Los Angeles,CA90004     		N/A PC General Support 2,000
    Homeboy Industries
    130 West Bruno Street
    Los Angeles,CA90012     		N/A PC General Support 5,000
    Central American Resources Center L
    2845 W 7th Street
    Los Angeles,CA90005     		N/A PC General Support 4,000
    Reading Opens Minds
    9415 Culver Blvd
    Culver City,CA90232     		N/A PC General Support 5,000
    Advancement Project
    1220 L Street NW Suite 850
    Washington,DC20005     		N/A PC General Support 9,000
    Los Angeles Food Bank
    1734 East 41st Street
    Los Angeles,CA90068     		N/A PC General Support 5,000
    Movement Strategy Center
    436 14th Street Suite 500
    Oakland,CA94612     		N/A PC For Movement Generation Justice & Ecology Program 5,000
    As You Sow
    1611 Telegraph Avenue Suite 1450
    Oakland,CA94612     		N/A PC General Support 5,000
    dZi Foundation
    PO Box 632
    Rideway,CO81432     		N/A PC General Support 1,000
    St Mary's of the Sea Episcopal Chur
    146 Twelfth Steet
    Pacific Grove,CA93950     		N/A PC Administrative Support of the Fund for Homeless Women 7,000
    Community Foundation for Monterey C
    2354 Garden Road
    Monterey,CA93940     		N/A PC For the Homeless Women's Fund 5,000
    Monterey Inst of International Stud
    460 Pierce Street
    Monterey,CA93940     		N/A PC The WIP 2,500
    California Poets in Schools
    1333 Balboa Street Suite 3
    San Francisco,CA94118     		N/A PC General Support 1,000
    Interim Inc
    PO Box 3222
    Monterey,CA93942     		N/A PC General Support 1,000
    Wellbody Alliance
    2 Atlantic Avenue 4th Floor
    Boston,MA02110     		N/A PC Children's Hospital in Sierra Leone 5,000
    Agenda Project Education Fund
    1010 Wisconsin Avenue NW 705B
    Washington,DC20007     		N/A PC General Support 10,000
    Restaurant Opportunities United
    350 Seventh Avenue
    New York,NY10001     		N/A PC General Support 7,500
    Compassion Choices
    P O Box 101810
    Denver,CO80250     		N/A PC Services in Monterey County 4,000
    Equality Now
    PO Box 20646 Columbus Cir Station
    New York,NY10023     		N/A PC For Adolescent Girls Legal Defense Fund 5,000
    SEVA Foundation
    1786 5th Street
    Berkeley,CA94710     		N/A PC Aids Eye Initiative 3,000
    Center on Budget and Policy Priorit
    820 1st Street NE Suite 510
    Washington,DC20024     		N/A PC General Support 2,000
    Environmental Working Group
    1436 U Street NW Suite 100
    Washington,DC20009     		N/A PC Food Database Project 2,500
    Immaculate Conception Academy
    3625-24th Street
    San Francisco,CA94110     		N/A PC Scholarships for Low-Income Girls 5,000
    Corporate Accountability Internatio
    10 Milk Street Suite 610
    Boston,MA02108     		N/A PC Real Food Media Project 10,000
    Ecological Farming Association
    2901 Park Ave Suite D-2
    Soquel,CA95073     		N/A PC To host El Salvador delegation to Eco Farm 2015 15,000
    Mill Valley Philharmonic
    42 Miller Avenue
    Mill Valley,CA94941     		N/A PC General Support 1,000
    Oakland Institute
    PO Box 18978
    Oakland,CA94619     		N/A PC Research & Public Education 6,500
    Up On Top
    1187 Franklin Street
    San Francisco,CA94109     		N/A PC School Program For Vulnerable Children 5,000
    Upstream Policy Institute Inc
    205 Three Oaks Drive
    Athens,GA30607     		N/A PC Make It, Take It campaign 5,000
    Grand Canyon Trust Inc
    2601 N Fort Valley Road
    Flagstaff,AZ86001     		N/A PC Preservation of the Grand Canyon 10,000
    Community Foundation for Monterey C
    2354 Garden Road
    Monterey,CA93940     		N/A PC For the Homeless Women's Fund 8,000
    National Alopecia Areata Foundation
    14 Mitchell Boulevard
    San Rafael,CA94903     		N/A PC General Support 1,000
    Big Sur Land Trust
    PO Box 221864
    Carmel,CA93922     		N/A PC For the Youth Program 10,000
    Food Bank for Monterey County
    815 W Market St Ste 5
    Salinas,CA93901     		N/A PC General Support 2,000
    Franciscan Workers of Junipero Serr
    PO Box 2027
    Salinas,CA93902     		N/A PC For Dorothy's Kitchen 2,000
    Innocence Project
    40 Worth St Ste 701
    New York,NY10013     		N/A PC General Support 1,000
    Legal Services for Seniors
    915 Hilby Avenue 2
    Seaside,CA93955     		N/A PC General Support 3,000
    Planned Parenthood Mar Monte Inc
    1746 The Alameda
    San Jose,CA95126     		N/A PC General Support 1,000
    Safe Ground Sacramento
    PO Box 1644
    Sacramento,CA93955     		N/A PC General Support 2,000
    Southern Poverty Law Center
    400 Washington Ave
    Montgomery,AL36104     		N/A PC General Support 1,000
    Ventana Wilderness Alliance
    PO Box 506
    Santa Cruz,CA95061     		N/A PC For the Youth in the Widerness Program 5,000
    Stanford Law School
    559 Nathan Abbott Way
    Stanford,CA94305     		N/A PC For the Supreme Court Litigation Clinic 10,000
    Justice At Stake
    717 D Street Suite 203
    Washington,DC20004     		N/A PC General Support 5,000
    Faith in Public Life
    1111 14th Street NW 9th Floor
    Washington,DC20005     		N/A PC General Support 5,000
    The Beatitudes Society
    950 Dena Way
    Santa Barbara,CA93111     		N/A PC General Support 5,000
    Center for Constitutional Rights
    666 Broadway 7th Floor
    New York,NY10012     		N/A PC General Support 5,000
    Appalachian Voices
    171 Grand Blvd
    Boone,NC28607     		N/A PC To support "I Love Mountains.Org" 5,000
    Ecumenical Hunger Program
    2411 Pulgas Avenue
    Palo Alto,CA94303     		N/A PC General Support 2,500
    Democracy Now Productions
    207 West 25th Street 11th Floor
    New York,NY10001     		N/A PC General Support 2,500
    Northern CA Community Loan Fund
    870 Market Street Suite 677
    San Francisco,CA94102     		N/A PC General Support 2,500
    National Eating Disorders Associati
    165 W 46th Street Suite 402
    New York,NY10036     		N/A PC General Support 2,500
    Color of Changeorg Education Fund I
    1714 Franklin Street Suite 100-136
    Oakland,CA94612     		N/A PC General Support 2,500
    J Street Education Fund
    PO Box 66073
    Washington,DC20035     		N/A PC General Support 2,500
    Jewish Community Center of the East
    1414 Walnut Street
    Berkeley,CA94707     		N/A PC General Support 1,000
    Berkeley East Bay Humane Society
    2700 Ninth Street
    Berkeley,CA94710     		N/A PC General Support 500
    Sierra Watch
    408 Broad Street Suite 12
    Nevada City,CA95959     		N/A PC General Support 500
    Art and Remembrance Inc
    5614 Connecticut Avenue 131
    Washington,DC20015     		N/A PC For Art Conservation 2,500
    Cal Alumni Association
    1 Alumni House
    Berkeley,CA94720     		N/A PC General Support 500
    Total .................................bullet 3a 1,538,000
    bApproved for future payment
    Total .................................bullet 3b  
    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 18  
    4 Dividends and interest from securities....     14 440,164  
    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 4,152,537  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: aOther Investment Income     14 39,612  
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e)..   4,632,331  
    13Total. Add line 12, columns (b), (d), and (e)..................
    134,632,331
    (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: 14000265
    Software Version: 2014v5.0


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2014 AccountingFeesSchedule
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Accounting and Audit Fees 15,450 0 0 0

    TY 2014 GeneralExplanationAttachment
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Identifier Return Reference Explanation
      General Explanation Supplemental Information for Form 990-PF Statement 14Supplemental InformationForm 990-PF, Part VII-B, Lines 1a(3) and 1a(4)Statement Regarding Activities for Which Form 4720 May Be RequiredHarald Leventhal and Benita Kline, as individuals, received no payment for serving as officers (but not as directors) of the Organization. However, both are the owners of Leventhal Kline Management, Inc., which provides a full range of management and administrative services to the Organization, including accounting, financial reporting, tax preparation, governance support, general administrative support, and grant management and administration. This information is reported annually on the Foundation's 990PF and RRF-1 filings. The Organization's directors approved payments of $160,994 to Leventhal Kline Management, Inc. for services during 2014.

    TY 2014 InvestmentsCorpStockSchedule
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Name of Stock End of Year Book Value End of Year Fair Market Value
    See Schedule Attached 15,239,088 15,239,088

    TY 2014 InvestmentsOtherSchedule2
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    SJF Ventures II LP FMV 187,902 187,902
    Conservation Forestry Cap III FMV 410,962 410,962
    MicroVest Short Duration Fd LP FMV 511,887 511,887
    Parnassus Fixed Inc, 395,551.855 Sh FMV 6,589,894 6,589,894
    American Capital Agency, 506 Sh FMV 11,046 11,046
    American Tower Corp, 135 Sh FMV 13,345 13,345
    AvalonBay Cmntys Inc, 85 Sh FMV 13,888 13,888
    Boston Properties Inc, 101 Sh FMV 12,998 12,998
    Crown Castle Intl Corp, 162 Sh FMV 12,749 12,749
    Equity Residential, 193 Sh FMV 13,865 13,865
    Essex Property Trust Inc, 65 Sh FMV 13,429 13,429
    Federal Rlty Invt Tr SBI, 99 Sh FMV 13,212 13,212
    HCP Inc, 291 Sh FMV 12,813 12,813
    Health Care REIT Inc, 189 Sh FMV 14,302 14,302
    Host Hotels & Resorts, 536 Sh FMV 12,741 12,741
    Kimco Realty Corp, 510 Sh FMV 12,821 12,821
    Macerich Company, 179 Sh FMV 14,930 14,930
    Prologis Inc New, 291 Sh FMV 12,522 12,522
    Public Storage, 70 Sh FMV 12,940 12,940
    Realty Income Corp, 267 Sh FMV 12,739 12,739
    SL Green Realty Corp, 108 Sh FMV 12,854 12,854
    Simon Ppty Group New, 121 Sh FMV 22,035 22,035
    Ventas Inc, 186 Sh FMV 13,336 13,336
    Vornado Realty Trust, 113 Sh FMV 13,301 13,301
    Weyerhaeuser Co, 386 Sh FMV 13,854 13,854

    TY 2014 LegalFeesSchedule
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Legal Fees 165 0 0 0


    TY 2014 OtherAssetsSchedule
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    Accrued Income - Aperio   16,276 16,276


    TY 2014 OtherExpensesSchedule
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Dues, Subs & Pubs 6,331     6,331
    Filing Fees 85     85
    Insurance Expense 1,250     1,250
    Office Expenses 31     31
    Postage & Delivery 88     142
    Telephone & Connectivity 182     149
    Webhosting Fees 12     12


    TY 2014 OtherIncomeSchedule2
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    Other Investment Income 39,612 39,612  


    TY 2014 OtherProfessionalFeesSchedule
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Board Meeting Contract Work 5,073 0 0 2,656
    Consulting Fees 20,000 0 0 0
    Investment Management Fees 130,858 130,858 0 0
    Management Fees 160,994 16,099 0 144,895
    Web Design Fees 70 0 0 70


    TY 2014 TaxesSchedule
    Name:
    Arkay Foundation
    EIN: 77-0404924
    Software ID:14000265
    Software Version:2014v5.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Excise Tax 40,995      
    Foreign Tax 3,265