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
2015
Open to Public Inspection
For calendar year 2015, or tax year beginning 06-01-2015 , and ending 05-31-2016
Name of foundation
MILLSTONE FOUNDATION
 
Number and street (or P.O. box number if mail is not delivered to street address)7733 FORSYTH BLVD NO 1525
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
ST LOUIS, MO63105
A Employer identification number

43-6027373
B Telephone number (see instructions)

(314) 450-7803
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$7,571,079J Accounting method:
 
(Part I, column (d) must be on cash basis.)
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 26,184 26,184  
4 Dividends and interest from securities... 106,009 106,009  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 309,080
b Gross sales price for all assets on line 6a 3,520,818
7 Capital gain net income (from Part IV, line 2)... 309,080
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 12,185 -5,492  
12 Total. Add lines 1 through 11........ 453,458 435,781  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 47,000 23,500   23,500
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 15,283 7,642   7,641
c Other professional fees (attach schedule).... Click to see attachment 6,172 3,086   3,086
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 8,167 2,182   2,182
19 Depreciation (attach schedule) and depletion...      
20 Occupancy.............. 20,770 10,385   10,385
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 38,703 27,957   12,279
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 136,095 74,752   59,073
25 Contributions, gifts, grants paid....... 634,286 634,286
26 Total expenses and disbursements. Add lines 24 and 25 770,381 74,752   693,359
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -316,923
b Net investment income (if negative, enter -0-) 361,029
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2015)
Form 990-PF (2015)
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............. 10,233 62,947 62,947
2 Savings and temporary cash investments......... 368,308 186,978 186,978
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   479,411 0 0
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 4,822,518 Click to see attachment4,742,709 5,577,259
c Investments—corporate bonds (attach schedule)....... 376,045 Click to see attachment224,911 245,861
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 641,560 Click to see attachment1,184,175 1,492,532
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment10,768 Click to see attachment5,502 Click to see attachment5,502
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 6,708,843 6,407,222 7,571,079
Liabilities 17 Accounts payable and accrued expenses.......... 2,523 17,825
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)......... 2,523 17,825
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted..................    
25 Temporarily restricted...............    
26 Permanently restricted...............    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds........ 0 0
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds 6,706,320 6,389,397
30 Total net assets or fund balances (see instructions)..... 6,706,320 6,389,397
31 Total liabilities and net assets/fund balances (see instructions). 6,708,843 6,407,222
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
6,706,320
2
Enter amount from Part I, line 27a .....................
2
-316,923
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
6,389,397
5
Decreases not included in line 2 (itemize) bullet
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .
6
6,389,397
Form 990-PF (2015)
Form 990-PF (2015)
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 CHARLES SCHWAB #0158 P 2015-05-31 2016-05-31
b MORGAN STANLEY #1470 P 2009-05-29 2016-05-31
c MORGAN STANLEY #1471 P 2011-05-26 2016-05-31
d MORGAN STANLEY #2531 P 2012-06-06 2016-05-31
e CAPITAL GAINS DIVIDENDS P    
(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 21,125   27,410 -6,285
b 923,043   925,258 -2,215
c 2,109,347   1,921,927 187,420
d 459,528   337,143 122,385
e 7,775     7,775
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       -6,285
b       -2,215
c       187,420
d       122,385
e       7,775
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 2 309,080
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))
2014 707,055 8,432,628 0.083848
2013 581,282 7,495,007 0.077556
2012 514,049 7,203,297 0.071363
2011 366,477 7,061,366 0.051899
2010 240,966 6,940,212 0.034720
2
Total of line 1, column (d) .....................
20.319386
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
0.063877
4
Enter the net value of noncharitable-use assets for 2015 from Part X, line 5.....
4
7,725,010
5
Multiply line 4 by line 3......................
5
493,450
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
3,610
7
Add lines 5 and 6........................
7
497,060
8
Enter qualifying distributions from Part XII, line 4.............
8
693,359
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 (2015)
Form 990-PF (2015)
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 Bullet and enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 3,610
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 0
3 Add lines 1 and 2........................... 3 3,610
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 3,610
6 Credits/Payments:
a 2015 estimated tax payments and 2014 overpayment credited to 2015 6a 7,587
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 7,587
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 3,977
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet3,977 RefundedBullet 11 0
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$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
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)
    bulletMO
    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 2015 or the taxable year beginning in 2015 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2015)
    Form 990-PF (2015)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    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 addressbulletN/A
    14
    The books are in care ofbulletROBERT D MILLSTONE Telephone no.bullet (314) 721-1932

    Located atbullet7733 FORSYTH BLVD SUITE 1525ST LOUISMO ZIP+4bullet63105
    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 2015, 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  
    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
     
     
    ........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 2015?.............
    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 2015, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2015?.............
    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 2015 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 2015.)..................
    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 2015?
    4b
     
    No
    Form 990-PF (2015)
    Form 990-PF (2015)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (Continued)
    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
     
     
    .........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 (2015)
    Form 990-PF (2015)
    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
    ROBERT D MILLSTONE PRESIDENT & DIRECTOR
    0.00     		0 0 0
    7701 FORSYTH BLVD SUITE 925
    ST LOUIS,MO63105
    COLLEEN MILLSTONE DIRECTOR
    20.00     		47,000 0 0
    7701 FORSYTH BLVD SUITE 925
    ST LOUIS,MO63105
    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 0
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1
     
    2  
    3  
    4  
    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.........................bullet0
    Form 990-PF (2015)
    Form 990-PF (2015)
    Page 8
    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
    6,105,739
    b
    Average of monthly cash balances.......................
    1b
    238,877
    c
    Fair market value of all other assets (see instructions)................
    1c
    1,498,034
    d
    Total (add lines 1a, b, and c).........................
    1d
    7,842,650
    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
    0
    3
    Subtract line 2 from line 1d.........................
    3
    7,842,650
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    117,640
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    7,725,010
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    386,251
    Part XI
    Distributable Amount bullet
    1
    Minimum investment return from Part X, line 6....................
    1
    386,251
    2a
    Tax on investment income for 2015 from Part VI, line 5......
    2a
    3,610
    b
    Income tax for 2015. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    3,610
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    382,641
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    382,641
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    382,641
    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
    693,359
    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
     
    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
    693,359
    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
    3,610
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    689,749
    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 (2015)
    Form 990-PF (2015)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2014     		(c)
    2014     		(d)
    2015
    1 Distributable amount for 2015 from Part XI, line 7 382,641
    2 Undistributed income, if any, as of the end of 2015:
    a Enter amount for 2014 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2015:
    a From 2010......  
    b From 2011...... 14,798
    c From 2012...... 157,253
    d From 2013...... 229,732
    e From 2014...... 299,814
    fTotal of lines 3a through e........ 701,597
    4Qualifying distributions for 2015 from Part
    XII, line 4: bullet$ 693,359
    a Applied to 2014, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		0
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2015 distributable amount..... 382,641
    e Remaining amount distributed out of corpus 310,718
    5 Excess distributions carryover applied to 2015. 0 0
    (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 1,012,315
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2014. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2016. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2015 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    8Excess distributions carryover from 2010 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9Excess distributions carryover to 2016.
    Subtract lines 7 and 8 from line 6a ......     		1,012,315
    10 Analysis of line 9:
    a Excess from 2011.... 14,798
    b Excess from 2012.... 157,253
    c Excess from 2013.... 229,732
    d Excess from 2014.... 299,814
    e Excess from 2015.... 310,718
    Form 990-PF (2015)
    Form 990-PF (2015)
    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 2015, 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) 2015 (b) 2014 (c) 2013 (d) 2012
             
    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 e-mail address of the person to whom applications should be addressed:
    ROBERT D MILLSTONE
    7733 FORSYTH BLVD STE 1525
    ST LOUIS,MO63105
    (314) 721-8815
    bThe form in which applications should be submitted and information and materials they should include:
    IN WRITTEN FORM WITH COMPLETE INFORMATION
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    NONE
    Form 990-PF (2015)
    Form 990-PF (2015)
    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
    ACLU OF MISSOURI FOUNDATION
    454 WHITTIER ST
    ST LOUIS,MO63108     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    AMERICAN RED CROSS - EASTERN MO REGION
    10195 CORPORATE SQUARE
    ST LOUIS,MO63132     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    ARCH GRANTS
    911 WASHINGTON AVE SUITE 415
    ST LOUIS,MO63101     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    BAIS ABRAHAM CONGREGATION
    6901 DELMAR BLVD
    ST LOUIS,MO63130     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    BEYOND HOUSING
    6810 PAGE AVE
    ST LOUIS,MO63133     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 2,500
    BIXBY MEMORIAL LIBRARY
    258 MAIN STREET
    VERGENNES,VT05491     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 2,500
    CENTER OF CREATIVE ARTS
    524 TRINITY AVENUE
    ST LOUIS,MO63130     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,000
    CENTRAL REFORM FOUNDATION
    5010 WATERMAN
    ST LOUIS,MO63108     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,500
    COLLEGE BOUND
    12 MARYLAND PLAZA
    ST LOUIS,MO63108     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    COVENANT HOUSE
    2727 N KINGSHIGHWAY BLVD
    ST LOUIS,MO63113     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    COVENANT PLACE FOUNDATION
    8 MILLSTONE CAMPUS DR SUITE 200
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    CYSTIC FIBROSIS FOUNDATION
    10801 PEAR TREE LANE
    ST ANN,MO63074     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 12,500
    FOOD OUTREACH
    3117 OLIVE ST
    ST LOUIS,MO63103     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    FRIENDS OF CROWN CENTER
    671 PROSPECT PL
    BROOKLYN,NY11216     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    GATEWAY WOMEN'S ACCESS FUND
    PO BOX 170280
    BOSTON,MA02117     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,000
    GREATER ST LOUIS AREA COUNCIL BSA
    4568 W PINE BLVD
    ST LOUIS,MO63108     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 500
    HAWTHORN LEADERSHIP SCHOOL FOR GIRLS
    1901 N KINGSHIGHWAY BLVD
    ST LOUIS,MO63113     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 25,000
    HEART OF MISSOURI CASA
    1316 OLD 63 S 104
    COLUMBIA,MO65201     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    J ASSOCIATES
    2 MILLSTONE CAMPUS DRIVE
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    JEWISH COMMUNITY CENTERS ASSOCIATION
    2 MILLSTONE CAMPUS DRIVE
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 60,486
    JEWISH COMMUNITY RELATIONS COUNCIL
    12 MILLSTONE CAMPUS DRIVE
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,750
    JEWISH FAMILY & CHILDREN'S SERVICES
    10950 SCHUETZ RD
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    JEWISH FEDERATION
    12 MILLSTONE CAMPUS DRIVE
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 90,805
    LAKE CHAMPLAIN LAND TRUST
    1 MAIN ST
    BURLINGTON,VT05401     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    MARYGROVE
    2705 MULLANPHY RD
    FLORISSANT,MO63031     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 100
    MAYOR'S CHARITY BALL
    3773 ELEM STREET
    ST CHARLES,MO63301     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    MISSOURI ASSOCIATION FOR COMMUNITY ACTION
    2014 WILLIAM ST
    JEFFERSON CITY,MO65109     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    MISSOURI CURES EDUCATION FOUNDATION
    PO BOX 16580
    ST LOUIS,MO63105     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 2,500
    NATIONAL CONFERENCE COMMUNITY JUSTICE
    1405 PINE STREET SUITE 203
    ST LOUIS,MO63103     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 9,400
    NATIONAL COUNCIL OF JEWISH WOMEN
    295 N LINDBERGH BLVD
    ST LOUIS,MO63141     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,028
    NATIONAL COUNCIL ON ALCOHOLISM - STL
    9355 OLIVE BLVD
    ST LOUIS,MO63132     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    NATIONAL WILDLIFE FEDERATION
    PO BOX 1583
    MERRIFIELD,VA22116     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 4,000
    PATHWAYS TO INDEPENDENCE
    200 SOUTH HANLEY
    ST LOUIS,MO63105     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    PEDAL THE CAUSE
    900 SPRUCE STREET STE 125
    ST LOUIS,MO63102     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    PHYSICIANS FOR REPRODUCTIVE HEALTH
    55 W 39TH ST 1001
    NEW YORK,NY10018     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 4,500
    PLANNED PARENTHOOD
    4251 FOREST PARK AVE
    ST LOUIS,MO63108     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 33,399
    REGIONAL BUSINESS COUNCIL
    7701 FORSYTH BLVD 205
    ST LOUIS,MO63105     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 9,000
    SAUL MIROWITZ JEWISH COMMUNITY SCHOOL
    348 S MASON RD
    ST LOUIS,MO63141     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 36,608
    ST LOUIS JEWISH LIGHT
    12 MILLSTONE CAMPUS DRIVE
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    ST LOUIS PUBLIC LIBRARY FOUNDATION
    1415 OLIVE ST
    ST LOUIS,MO63103     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    ST LOUIS PUBLIC RADIO
    3651 OLIVE ST
    ST LOUIS,MO63108     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 500
    ST LOUIS ZOO ASSOCIATION
    ONE GOVERNMENT DRIVE
    ST LOUIS,MO63110     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,600
    THE FOUNDATION FOR BARNES-JEWISH HOSPITAL
    HIGHLANDS PLAZA DR SUITE 140
    ST LOUIS,MO63110     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 55,250
    THE FOURTEEN FUND
    1401 CLARK AVENUE
    ST LOUIS,MO63103     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 6,500
    THE LITTLE BIT FOUNDATION
    2300 CLARK AVE
    ST LOUIS,MO63103     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 2,500
    TORAH PREP SCHOOL OF ST LOUIS
    609 NORTH AND SOUTH RD
    ST LOUIS,MO63130     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    UMV FOUNDATION
    411 MAIN STREET
    BURLINGTON,VT05401     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 131,000
    UNITED HEBREW CONGREGATION
    13788 CONWAY ROAD
    ST LOUIS,MO63141     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,460
    UNITED WAY OF GREATER ST LOUIS
    910 NORTH 11TH ST
    ST LOUIS,MO63101     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,000
    UNIVERSITY OF BUFFALO FOUNDATION
    101 SERVICE CENTER RD
    BUFFALO,NY14260     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 400
    VERMONT CHILDREN'S TRUST FOUNDATION
    19 MARBLE AVENUE
    BURLINGTON,VT05401     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 1,000
    VERMONT PARKS FOREVER
    PO BOX 815
    MONTPELIER,VT05601     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 25,000
    WASHINGTON UNIVERSITY SCHOOL OF LAW
    ONE BROOKINGS DRIVE
    ST LOUIS,MO63130     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,000
    YESHIVAT KADIMAH HIGH SCHOOL
    1142 NORTH WARSON ROAD
    ST LOUIS,MO63132     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 5,000
    Total .................................bullet 3a 634,286
    bApproved for future payment
    CENTER OF CREATIVE ARTS
    524 TRINITY AVENUE
    ST LOUIS,MO63130     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,000
    COVENANT HOUSE
    2727 N KINGSHIGHWAY BLVD
    ST LOUIS,MO63113     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 145,000
    JEWISH COMMUNITY CENTERS
    2 MILLSTONE CAMPUS DRIVE
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 300,000
    JEWISH FEDERATION-DAY SCHOOL
    2 MILLSTONE CAMPUS DRIVE
    ST LOUIS,MO63146     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 21,000
    UNITED HEBREW CONGREGATION
    13788 CONWAY RD
    ST LOUIS,MO63141     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,000
    UVM FOUNDATION
    411 MAIN STREET
    BURLINGTON,VT05401     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 135,000
    VERMONT PARKS FOREVER
    PO BOX 815
    MONTPELIER,VT05601     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 25,000
    WASHINGTON UNIVERSITY
    ONE BROOKINGS DRIVE
    ST LOUIS,MO63130     		NONE 501(C)(3) PUBLIC CHA TO FURTHER RECIPIENT'S CHARITABLE PURPOSE 10,000
    Total .................................bullet 3b 656,000
    Form 990-PF (2015)
    Form 990-PF (2015)
    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 ...........     		    01 26,184  
    4 Dividends and interest from securities....     01 106,009  
    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.....     01 12,185  
    8
    Gain or (loss) from sales of assets other than inventory ............     		    18 309,080  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 453,458 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13453,458
    (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 (2015)
    Form 990-PF (2015)
    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 organizations?
    Yes
    No
    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 name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


    		 Phone no.
    Form 990-PF (2015)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2015 AccountingFeesSchedule
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING SERVICES 15,283 7,642   7,641

    TY 2015 InvestmentsCorpBondsSchedule
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Name of Bond End of Year Book Value End of Year Fair Market Value
    BOEING CAPITAL CORP 4.7% DUE 10/27/19 50,023 55,274
    BURLINGTON 4.7% DUE 10/1/19 50,033 55,090
    FLORIDA POWER CORP 4.55% DUE 4/1/20 99,511 108,191
    HEWLETT PACKARD 5.5% DUE 3/1/18 0 0
    JP MORGAN CHASE 3.45% DUE 3/1/16 0 0
    KELLOGG 4.5% DUE 5/30/16 0 0
    PROCTOR & GAMBLE 4.7% DUE 2/15/19 25,344 27,306

    TY 2015 InvestmentsCorpStockSchedule
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Name of Stock End of Year Book Value End of Year Fair Market Value
    ABBVIE INC. 0 0
    ACTAVIS PLC 0 0
    ALPHABET INC CL A 43,088 134,793
    ALPHABET INC CL C 22,107 58,858
    AQR MANAGED FUTURES STRATEGY 21,825 21,756
    ARGENT SMALL CAP CORE 250,000 302,368
    AT&T INC. 17,643 21,141
    BAXTER INTL INC. 98,643 112,216
    BOSTON SCIENTIFIC CORP 71,344 86,298
    BRISTOL MYERS SQUIBB COMPANY 13,860 22,226
    BROADCOM CORP CLA 0 0
    CABLEVISION SYSTEMS CORP 0 0
    CBRE CLARION LONG/SHORT 16,691 17,051
    CBS CORPORATION 67,642 102,120
    CH ROBINSON WORLDWIDE 90,218 93,724
    CHESAPEAKE ENERGY CORP 0 0
    CHEVRON CORPORATION 41,870 40,905
    CIENA CORP 74,869 53,253
    COHEN STEERS INTERNATIONAL REALTY 56,064 42,527
    CONAGRA FOODS INC. 134,904 159,950
    CONOCOPHILLIPS 27,991 19,706
    DANAHER CORPORATION 48,375 122,950
    DARDEN RESTAURANTS INC. 76,375 105,137
    DODGE & COX INTERNATIONAL STOCK 120,000 108,026
    DOW CHEMICAL 114,690 125,832
    E*TRADE FINANCIAL CORP 57,665 54,386
    EATON CORP 18,151 18,489
    ELECTRONIC ARTS INC 0 0
    EMERSON ELECTRIC COMPANY 30,529 30,692
    ENDO PHARMACEUTICALS-ENDO INTL PLC 0 0
    EXPEDIA INC 0 0
    F5 NETWORKS 0 0
    FASTENAL CO 73,916 78,251
    GANNETT COMPANY 0 0
    GENERAL ELECTRIC COMPANY 30,715 37,788
    GENERAL MILLS INC. 33,195 40,807
    GOOGLE INC CL-A 0 0
    GOOGLE INC CL-C 0 0
    HAIN CELESTIAL GROUP 88,409 93,936
    INTEL CORPORATION 22,590 29,537
    ISHARES COHEN&STEERS 49,974 63,376
    ISHARES INTL SELECT DIV ETF 101,465 98,381
    ISHARES MSCI EAFE INDEX 268,269 261,310
    ISHARES MSCI EMERGING MARKETS INDEX 109,174 107,448
    ISHARES MSCI GROWTH INDEX 74,986 78,883
    ISHARES RUSSELL 2000 GROWTH INDEX 71,528 136,402
    ISHARES RUSSELL 2000 VALUE INDEX 108,884 143,174
    JOHNSON & JOHNSON 30,102 39,442
    JP MORGAN CHASE & CO 100,295 137,067
    LAS VEGAS SANDS CORPORATION 20,220 18,496
    LINCOLN NATIONAL CORP 74,692 77,945
    LINKEDIN CORP A 0 0
    LOCKHEED MARTIN CORPORATION 10,852 23,623
    LOWES COS INC. 46,935 96,156
    MALLINCKRODT PUBLIC 0 0
    MASCO CORP 102,139 122,400
    MASTERCARD INC. 16,480 76,720
    MATTEL INC 92,392 97,234
    MAXIM INTEGRATED PRODUCTS INC. 19,683 22,776
    MCDONALDS CORP 22,485 24,412
    METLIFE INC. 25,280 26,419
    MICROSOFT CORPORATION 15,335 24,380
    NEXTERA ENERGY INC. 22,793 36,637
    OAKMARK INTERNATIONAL SMALL CAP 31,810 35,786
    OCCIDENTAL PETROLEUM CORPORATION 48,506 43,001
    ON SEMICONDUCTOR CORP 99,803 80,114
    PALMER SQUARE ABSOLUTE RETURN 0 0
    PENTAIR PLC 69,848 69,276
    PEPSICO INC. 27,014 33,386
    PFIZER INC. 31,896 47,886
    POST HOLDINGS INC. 97,846 174,823
    PRINCIPAL FINANCIAL GROUP INC. 22,161 38,767
    PROCTER & GAMBLE COMPANY 85,001 91,575
    PRUDENTIAL FINANCIAL 35,572 31,700
    RED HAT INC 97,731 100,698
    SCHLUMBERGER LTD. 67,836 64,855
    SKYWORKS SOLUTIONS INC. 38,588 83,450
    SOUTHERN CO 23,358 27,192
    SPDR S&P INTER DVD 0 0
    STONE HARBOR LOCAL MARKETS 0 0
    SUNTRUST BANKS INC. 52,975 78,876
    TEMPUR-PEDIC INT'L 76,040 55,309
    TEVA PHARMACEUTICALS 55,165 51,870
    TWEEDY, BROWNE GLOBAL VALUE 257,437 243,697
    UNITED PARCEL SERVICE 28,490 30,927
    VERIZON COMMUNICATIONS INC. 19,015 20,360
    WADDELL & REED FINANCIAL INC. 27,336 12,822
    WALMART STORES INC. 21,380 21,588
    WELLS FARGO & COMPANY 21,693 29,164
    WILLIAM BLAIR INTERNATIONAL GROWTH I 178,934 171,362
    WILLIAMS CO 0 0
    WYNN RESORTS 79,942 91,371

    TY 2015 InvestmentsOtherSchedule2
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    INVESTMENT: BRIGHTSTAR PARTNERS AT COST 22,833 22,833
    INVESTMENT: LC CO-INVEST HOLDINGS, LP AT COST 500,000 677,250
    INVESTMENT: LOCKERDOME AT COST 100,000 100,000
    INVESTMENT: MEDIBEACON AT COST 229,644 360,751
    INVESTMENT: RAPID RATINGS AT COST 262,192 262,192
    INVESTMENT: ARROW ROCK AT COST 69,506 69,506

    TY 2015 OtherAssetsSchedule
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    INTEREST / DIVIDEND RECEIVABLE 3,181 1,718 1,718
    FEDERAL EXCISE TAX RECIEVABLE 7,587 3,784 3,784


    TY 2015 OtherExpensesSchedule
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT MANAGEMENT FEES 24,058 24,058   0
    OFFICE EXPENSES 4,731 2,366   2,365
    EVENTS 9,914 0   9,914
    LC CO INVEST HOLDINGS LP 0 1,533   0


    TY 2015 OtherIncomeSchedule2
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    MISCELLANEOUS 1,229 1,229 1,229
    LC CO INVEST HOLDINGS 10,956 12 10,956
    ARROW ROCK 0 167 0
    ARGENT SMALL CAP 0 -7,010 0
    LOCKERDOME 0 110 0


    TY 2015 OtherProfessionalFeesSchedule
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    IT CONSULTING SERVICES 6,172 3,086   3,086


    TY 2015 TaxesSchedule
    Name:
    MILLSTONE FOUNDATION
    EIN:
    43-6027373
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    EXCISE TAXES 3,803 0   0
    PAYROLL TAXES 4,254 2,127   2,127
    FOREIGN 110 55   55