Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2014
Open to Public Inspection
For calendar year 2014, or tax year beginning 2014, and ending , 20
Name of foundation
TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
 

Number and street (or P.O. box number if mail is not delivered to street address)623 FIFTH AVENUE 28TH FLOOR   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
NEW YORK, NY10022
A Employer identification number

13-7385769
B Telephone number (see instructions)

(212) 546-6211
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$134,122,822J 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 5,043 4,946  
4 Dividends and interest from securities...... 2,013,152 1,992,868  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 6,756,612
b Gross sales price for all assets on line 6a 50,131,699
7 Capital gain net income (from Part IV, line 2)... 6,508,155
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 162,163 211,185  
12 Total. Add lines 1 through 11........ 8,936,970 8,717,154  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 300,000 120,000   120,000
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 42,339 0   0
b Accounting fees (attach schedule)....... Click to see attachment 100,550 75,413   31,388
c Other professional fees (attach schedule).... Click to see attachment 1,354,418 1,047,728   289,153
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 135,235 0   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 101,989 0   51,842
22 Printing and publications..........        
23 Other expenses (attach schedule).......   115,436    
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 2,034,531 1,358,577   492,383
25 Contributions, gifts, grants paid........ 6,650,519 6,367,300
26 Total expenses and disbursements. Add lines 24 and 25 8,685,050 1,358,577   6,859,683
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 251,920
b Net investment income (if negative, enter -0-) 7,358,577
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............... 251,378 308,767 308,767
2 Savings and temporary cash investments.......... 12,881,213 13,768,170 13,768,170
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........... 40,000 44,575 44,575
10a Investments—U.S. and state government obligations (attach schedule) 21,275,880 Click to see attachment23,460,655 23,460,655
b Investments—corporate stock (attach schedule)........ 70,653,213 Click to see attachment51,244,866 51,244,866
c Investments—corporate bonds (attach schedule)........ 14,886,259 Click to see attachment12,374,895 12,374,895
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 20,058,693 Click to see attachment32,405,664 32,405,664
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment1,421,782 Click to see attachment515,230 Click to see attachment515,230
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 141,468,418 134,122,822 134,122,822
Liabilities 17 Accounts payable and accrued expenses.......... 179,860 135,106
18 Grants payable.................. 3,754,511 4,037,730
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) Click to see attachment509,321 Click to see attachment349,893
23 Total liabilities (add lines 17 through 22).......... 4,443,692 4,522,729
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted................... 137,024,726 129,600,093
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)...... 137,024,726 129,600,093
31 Total liabilities and net assets/fund balances (see instructions).. 141,468,418 134,122,822
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)............... 1 137,024,726
2 Enter amount from Part I, line 27a..................... 2 251,920
3 Other increases not included in line 2 (itemize) bullet 3 0
4 Add lines 1, 2, and 3.......................... 4 137,276,646
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 7,676,553
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 129,600,093
Form 990-PF (2014)
Form 990-PF (2014)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.) 		(b) How acquired
P—Purchase
D—Donation 		(c) Date acquired
(mo., day, yr.) 		(d) Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES      
b PARTNERSHIP INCOME/LOSS P    
c CAPITAL GAINS DIVIDENDS P    
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 49,735,047   43,375,087 6,359,960
b       -248,457
c 396,652     396,652
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       6,359,960
b       -248,457
c       396,652
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 6,508,155
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 7,207,706 138,957,962 0.051870
2012 6,641,427 121,073,138 0.054855
2011 4,553,673 101,653,486 0.044796
2010 1,107,931 25,726,885 0.043065
2009 456,150 157,491 2.896356
2 Total of line 1, column (d) ...................... 2 3.090942
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 0.618188
4 Enter the net value of noncharitable-use assets for 2014 from Part X, line 5..... 4 136,737,285
5 Multiply line 4 by line 3....................... 5 84,529,349
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 73,586
7 Add lines 5 and 6......................... 7 84,602,935
8 Enter qualifying distributions from Part XII, line 4.............. 8 6,859,683
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 1 147,172
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........................... 3 147,172
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- ..... 5 147,172
6 Credits/Payments:
a 2014 estimated tax payments and 2013 overpayment credited to 2014 6a 191,747
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 20,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 211,747
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 64,575
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet64,575 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
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletOH
    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) Click to see attachment.............
    11
    Yes
     
    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 ofbulletTHE FOUNDATION Telephone no.bullet (212) 546-6211
    Located atbullet623 FIFTH AVENUE 28TH FLOORNEW YORKNY ZIP+4bullet10022
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16 At any time during calendar year 2014, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country?
    16   No
    See instructions for exceptions and filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR). If "Yes", enter the name of the foreign country bullet  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see instructions)? ........
    1b
     
    No
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2014?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2014, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2014?...............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?........................
    b
    If "Yes," did it have excess business holdings in 2014 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2014.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2014?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? (see instructions)..................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......
    5b
     
     
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.......................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation (see instructions).
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to
    employee benefit plans
    and deferred compensation     		(e) Expense account,
    other allowances
    WILLIAM S VILLAFRANCO TRUSTEE
    10.00     		100,000 0 0
    623 FIFTH AVENUE 28TH FLOOR
    NEW YORK,NY10022
    ALEXANDER C SANGER TRUSTEE
    10.00     		100,000 0 0
    IPPF 125 MAIDEN LANE 9TH FLOOR
    NEW YORK,NY10038
    KEVIN L MCDONALD TRUSTEE (TO NOVEMBER 2015)
    10.00     		100,000 0 0
    10 WEST SECOND ST 27TH FLOOR
    DAYTON,OH45402
    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
    SOUTHWIND ASSOCIATES OF NJ INC INVESTMENT MANAGEMENT SERVICES 389,033
    623 FIFTH AVENUE 28TH FLOOR
    NEW YORK,NY10022
    TCC GROUP CONSULTING SERVICES 246,485
    31 WEST 27TH STREET 4TH FLOOR
    NEW YORK,NY10001
    EAGLE CAPITAL MANAGEMENT LLC INVESTMENT MANAGEMENT SERVICES 174,811
    499 PARK AVENUE 17TH FLOOR
    NEW YORK,NY10022
    SANDS CAPITAL MANAGEMENT INVESTMENT MANAGEMENT SERVICES 173,685
    1101 WILSON BLVD SUITE 2300
    ARLINGTON,VA22209
    WASMER SCHROEDER & CO INC INVESTMENT MANAGEMENT SERVICES 140,898
    600 5TH AVE S SUITE 210
    NAPLES,FL34102
    Total number of others receiving over $50,000 for professional services.............bullet2
    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.........................bullet0
    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
    124,838,266
    b
    Average of monthly cash balances.......................
    1b
    13,981,313
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    138,819,579
    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
    138,819,579
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    2,082,294
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    136,737,285
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    6,836,864
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    6,836,864
    2a
    Tax on investment income for 2014 from Part VI, line 5......
    2a
    147,172
    b
    Income tax for 2014. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    147,172
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    6,689,692
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    6,689,692
    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
    6,689,692
    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
    6,859,683
    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
    6,859,683
    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
    0
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    6,859,683
    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 6,689,692
    2 Undistributed income, if any, as of the end of 2014:
    a Enter amount for 2013 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2014:
    a From 2009....... 448,275
    b From 2010.......  
    c From 2011.......  
    d From 2012....... 710,334
    e From 2013....... 381,935
    fTotal of lines 3a through e......... 1,540,544
    4Qualifying distributions for 2014 from Part
    XII, line 4: bullet$ 6,859,683
    a Applied to 2013, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		0
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		0
    d Applied to 2014 distributable amount..... 6,689,692
    e Remaining amount distributed out of corpus 169,991
    5 Excess distributions carryover applied to 2014. 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 1,710,535
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2013. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2014. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2015 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    8Excess distributions carryover from 2009 not
    applied on line 5 or line 7 (see instructions) ...     		448,275
    9Excess distributions carryover to 2015.
    Subtract lines 7 and 8 from line 6a ......     		1,262,260
    10 Analysis of line 9:
    a Excess from 2010....  
    b Excess from 2011....  
    c Excess from 2012.... 710,334
    d Excess from 2013.... 381,935
    e Excess from 2014.... 169,991
    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
    ALIVEANDKICKN
    320 PARK STREET
    HAWORTH,NJ07641     		  PC GENERAL OPERATING SUPPORT 15,000
    AMERICAN CONSERVATORY THEATER
    30 GRANT AVE 6TH FL
    SAN FRANCISCO,CA94108     		  PC RESEARCH AND IMPROVE THE STATUS OF WOMEN IN THE THEATER 25,000
    ASOLO THEATRE
    5555 N TAMIAMI TRAIL
    SARASOTA,FL34243     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    ASOLO THEATRE
    5555 N TAMIAMI TRAIL
    SARASOTA,FL34243     		  PC SARASOTA PERFORMING ARTS TESSITURA COLLABORATION 28,880
    ASOLO THEATRE
    5555 N TAMIAMI TRAIL
    SARASOTA,FL34243     		  PC GENERAL OPERATING SUPPORT 50,000
    BALL4LYFE
    PO BOX 16581
    WEST PALM BEACH,FL33416     		  PC GENERAL OPERATING SUPPORT 20,000
    BRIGID'S PATH
    3601 S DIXIE HWY
    KETTERING,OH45439     		  PC TO ASSIST IN THE DEVELOPMENT OF ONE NURSERY 25,000
    BROOKLYN ACADEMY OF MUSIC
    30 LAFAYETTE AVE
    BROOKLYN,NY11217     		  PC SUPPORTING FEMALE COMPOSERS IN 2015 NEXT WAVE FESTIVAL 50,000
    CASE WESTERN RESERVE UNIVERSITY
    10900 EUCLID AVE
    CLEVELAND,OH44106     		  PC 1 INT'L NURSING SCHOLARSHIP & 2 NEONATAL NURSE PRACTITIONERS SCHOLARSHIPS 175,000
    CENTER FOR CONTEMPORARY OPERA
    PO BOX 3169
    NEW YORK,NY10163     		  PC PRODUCTION OF RECORDING "IS PARIS BURNING?" 25,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC BOYS HOPE GIRLS HOPE - CLEVELAND, OH VIDEO 15,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC SUPPORT OPEN ROADS SUMMER PROGRAM 40,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC WAHTRUN RAJAU SCHOOL FOR DEVELOPMENT OF HUMANITY VIDEO 40,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC SUPPORT OPEN ROADS DIRECTOR OF STUDENT RELATIONS 12,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC "GENTLE MAN" ANIMATED VIDEO FOR NAPLES SHELTER 50,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC GENERAL OPERATING SUPPORT FOR OPEN ROADS CAMP 10,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC SUNRISE ASSOCIATION VIDEO 32,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC SUPPORT DEVELOPMENT OF OPEN ROADS ACADEMY 69,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC SEAVIEW PRIMARY SCHOOL IN JAMAICA VIDEO 15,000
    CREATIVE VISIONS FOUNDATION
    18820 PACIFIC COAST HIGHWAY
    MALIBU,CA90265     		  PC GENERAL OPERATING SUPPORT 10,000
    DAYTON CHILDREN'S HOSPITAL
    1 CHILDRENS PLAZA
    DAYTON,OH45404     		  PC CAMPUS RENEWAL AND A NEW PATIENT CARE FACILITY 200,000
    DAYTON CONTEMPORARY DANCE COMPANY
    840 GERMANTOWN STREET
    DAYTON,OH45402     		  PC GENERAL OPERATING SUPPORT 100,000
    DAYTON PERFORMING ARTS ALLIANCE
    126 NORTH MAIN STREET
    DAYTON,OH45402     		  PC GENERAL OPERATING SUPPORT 250,000
    DAYTON'S CRAYONS TO CLASSROOMS
    1511 KUNTZ ROAD
    DAYTON,OH45404     		  PC OPERATIONAL & FUND DEVELOPMENT MANAGER POSITIONS 155,000
    DUBIN BREAST CENTER
    1176 5TH AVENUE
    NEW YORK,NY10029     		  PC FAMILY PSYCHOLOGY PROGRAM & SOCIAL WORKER POSITION 250,000
    ENSEMBLE STUDIO THEATRE
    549 W 52ND ST 2ND FL
    NEW YORK,NY10019     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    FAMILY PROMISE OF GREATER CLEVELAND
    3470 EAST 152ND STREET
    CLEVELAND,OH44120     		  PC GENERAL OPERATING SUPPORT 100,000
    GIVE2ASIA
    340 PINE STREET
    SAN FRANCISCO,CA94104     		  PC THAILAND NURSING SCHOOL VAN 27,500
    GOODWILL EASTER SEALS MIAMI VALLEY
    660 S MAIN ST
    DAYTON,OH45402     		  PC SUPPORT CAPACITY NEEDS 50,000
    GOODWILL EASTER SEALS MIAMI VALLEY
    660 S MAIN ST
    DAYTON,OH45402     		  PC SUPPORT FOR MIAMI VALLEY WORKS PROGRAM 50,000
    HANOVER COLLEGE
    484 BALL DRIVE
    HANOVER,IN47243     		  PC VIRGINIA B. TOULMIN SCHOLARSHIP IN THE PERFORMING ARTS 62,500
    HERE ARTS CENTER
    145 SIXTH AVE
    NEW YORK,NY10013     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    HOSPITAL FOR SPECIAL SURGERY
    535 EAST 70TH STREET
    NEW YORK,NY10021     		  PC MEDICAL RESEARCH 100,000
    INTERNATIONAL PLANNED PARENTHOOD FEDERATION
    125 MAIDEN LN 9TH FL
    NEW YORK,NY10038     		  PC SUPPORT COMMUNICATIONS AND DEVELOPMENT CONSULTANT FOR CAPACITY BUILDING 60,000
    INTERNATIONAL PLANNED PARENTHOOD FEDERATION
    125 MAIDEN LN 9TH FL
    NEW YORK,NY10038     		  PC SUPPORT THE CARMEN BARROSO FELLOWSHIP FOR YOUTH PROGRAM 10,000
    JUILLIARD SCHOOL
    60 LINCOLN CENTER PLAZA
    NEW YORK,NY10031     		  PC SCHOLARSHIPS FOR TOULMIN SCHOLARS IN THE VOCAL ARTS 200,000
    JUILLIARD SCHOOL
    60 LINCOLN CENTER PLAZA
    NEW YORK,NY10031     		  PC MARKET COMPOSITION DEPT. TO FEMALE STUDENTS & PARTIAL SCHOLARSHIPS 25,000
    LEAGUE OF AMERICAN ORCHESTRAS
    33 W 60TH ST 5TH FL
    NEW YORK,NY10023     		  PC COMMISSIONING 6 WOMEN COMPOSERS AND SUPPORT 4 ORCHESTRAL READING SESSIONS 100,000
    LEAGUE OF AMERICAN ORCHESTRAS
    33 W 60TH ST 5TH FL
    NEW YORK,NY10023     		  PC PROVIDING ONE ADDITIONAL COMMISSION TO A FEMALE COMPOSER 30,000
    LINCOLN CENTER THEATER
    150 WEST 65TH STREET
    NEW YORK,NY10023     		  PC COMMISSIONING FEMALE WRITERS 100,000
    LYNNE MITCHELL FOUNDATION
    18510 SW 39TH STREET
    MIAMI,FL33029     		  PC GENERAL OPERATING EXPENSES FOR SEAVIEW PRIMARY SCHOOL 25,000
    LYNNE MITCHELL FOUNDATION
    18510 SW 39TH STREET
    MIAMI,FL33029     		  PC SEAVIEW PRIMARY SCHOOL GENERAL OPERATIONS & SCHOLARSHIP PROGRAM 40,000
    MA-YI THEATER COMPANY
    520 8TH AVE
    NEW YORK,NY10018     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    MCCARTER THEATRE
    91 UNIVERSITY PL
    PRINCETON,NJ08540     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    MS CENTER OF SOUTHWEST FLORIDA
    2647 PROFESSIONAL CIRCLE SUITE 1205
    NAPLES,FL34119     		  PC $50,000 GENERAL OPERATING SUPPORT & $25,000 EXPANDING MENTAL HEALTH SERVICES 75,000
    MYFACE
    330 MADISON AVENUE
    NEW YORK,NY10017     		  PC NEWMAN FAMILY SUPPORT CENTER 145,000
    MYFACE
    330 MADISON AVENUE
    NEW YORK,NY10017     		  PC EXPANSION OF FAMILY SUPPORT GROUPS VIA NEWMAN FAMILY SUPPORT CENTER 30,000
    NAMI OF COLLIER COUNTY
    6216 TRAIL BLVD BLDG C
    NAPLES,FL34108     		  PC GENERAL OPERATING SUPPORT 15,000
    NAPLES EQUESTRIAN CHALLENGE
    206 RIDGE DRIVE
    NAPLES,FL34108     		  PC SUPPORT PATH ADVANCE INSTRUCTOR AND GENERAL OPERATING SUPPORT 75,000
    NEW YORK CITY CENTER
    130 W 56TH ST
    NEW YORK,NY10019     		  PC FOR ORGANIZATIONAL CAPACITY BUILDING 100,000
    NEW YORK CITY CENTER
    130 W 56TH ST
    NEW YORK,NY10019     		  PC DANCE COMMISSIONS IN 2015-2016 & FALL FOR DANCE FESTIVAL 100,000
    NEW YORK CITY CENTER
    130 W 56TH ST
    NEW YORK,NY10019     		  PC FEMALE CHOREOGRAPHER COMMISSION 25,000
    NEW YORK COMMUNITY TRUST
    909 THIRD AVE 22ND FL
    NEW YORK,NY10022     		  PC SUPPORT ARTS AND CULTURAL, SOCIAL SERVICES, AND OTHER CHARITABLE ORGANIZATIONS 100,000
    NORTH HAVEN ARTS AND ENRICHMENT
    PO BOX 526
    NORTH HAVEN,ME04853     		  PC WATERMAN'S COMMUNITY CENTER SUMMER 2016 PRODUCTION BY A FEMALE PLAYWRIGHT 37,500
    NYU - WOMEN BALLET CHOREOGRAPHERS
    20 COOPER SQUARE 2ND FLOOR
    NEW YORK,NY10003     		  PC TOULMIN FELLOWSHIP FOR WOMEN CHOREOGRAPHERS 50,000
    OPEN CENTER NYC
    22 EAST 30TH STREET
    NEW YORK,NY10016     		  PC GENERAL OPERATING SUPPORT 15,000
    OPERA AMERICA
    330 7TH AVE
    NEW YORK,NY10001     		  PC COMMISSIONING OF WOMEN OPERA COMPOSERS 150,000
    OPERA AMERICA
    330 7TH AVE
    NEW YORK,NY10001     		  PC OPERA GRANTS FOR FEMALE COMPOSERS 150,000
    PLANNED PARENTHOOD OF SW AND CENTRAL FLORIDA
    736 CENTRAL AVENUE
    SARASOTA,FL34236     		  PC GENERAL OPERATING SUPPORT 20,000
    PRACTICE MAKES PERFECT
    25 BROADWAY 12TH FL
    NEW YORK,NY10004     		  PC GENERAL OPERATING SUPPORT 15,000
    RIVERDALE MENTAL HEALTH ASSOCIATION
    5676 RIVERDALE AVENUE
    BRONX,NY10471     		  PC SUPPORT THE CHANCES FOR CHILDREN INSTITUTE 60,000
    ROYAL FAMILY PRODUCTIONS
    145 WEST 46TH ST 3RD FL
    NEW YORK,NY10036     		  PC GENERAL OPERATING SUPPORT 20,000
    SARASOTA OPERA ASSOCIATION
    50 CENTRAL AVENUE
    SARASOTA,FL34236     		  PC SARASOTA PERFORMING ARTS TESSITURA COLLABORATION 25,229
    SARASOTA OPERA ASSOCIATION
    50 CENTRAL AVENUE
    SARASOTA,FL34236     		  PC GENERAL OPERATING SUPPORT 150,000
    SARASOTA ORCHESTRA
    709 N TAMIAMI TRAIL
    SARASOTA,FL34236     		  PC SARASOTA PERFORMING ARTS TESSITURA COLLABORATION 30,191
    SARASOTA ORCHESTRA
    709 N TAMIAMI TRAIL
    SARASOTA,FL34236     		  PC GENERAL OPERATING SUPPORT 200,000
    SCHOOL OF AMERICAN BALLET
    70 LINCOLN CENTER PLAZA
    NEW YORK,NY10023     		  PC SUPPORT PROGRAM FOR FEMALE STUDENT CHOREOGRAPHERS 50,000
    SHELTER FOR ABUSED WOMEN AND CHILDREN
    674 PALM CIRCLE
    NAPLES,FL34101     		  PC COMMUNITY EDUCATION, TRAINING, & HEALING ARTS PROGRAMS 112,500
    SILVER HILL HOSPITAL
    208 VALLEY RD
    NEW CANAAN,CT06840     		  PC GENERAL OPERATING SUPPORT 10,000
    SOHO REPERTORY THEATRE
    401 BROADWAY SUITE 300
    NEW YORK,NY10013     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    ST ARMANDS KEY LUTHERAN CHURCH
    40 N ADAMS DRIVE
    SARASOTA,FL34236     		  PC GENERAL OPERATING SUPPORT 25,000
    ST BONAVENTURE UNIVERSITY
    3261 WEST STATE ROAD
    ST BONAVENTURE,NY14778     		  PC UNIVERSITY MINISTRIES BONA BUDDIES YOUTH MENTORS 10,000
    SUNRISE ASSOCIATION
    15 NEIL COURT
    OCEANSIDE,NY11572     		  PC SCHOLARSHIPS & GENERAL OPERATING SUPPORT 90,000
    THE DAYTON FOUNDATION
    40 N MAIN ST 500
    DAYTON,OH45423     		  PC SUPPORT ARTS AND CULTURAL, SOCIAL SERVICES, AND OTHER CHARITABLE ORGANIZATIONS IN DAYTON, OHIO 325,000
    THE FIRST TEE OF METROPOLITAN NY
    3545 JEROME AVENUE
    BRONX,NY10467     		  PC ENHANCING DIVERSITY AND FEMALE PARTICIPATION 100,000
    THE HUMAN RACE THEATRE COMPANY
    126 NORTH MAIN STREET
    DAYTON,OH45402     		  PC CAMPAIGN FOR DEVELOPMENT OF NEW WORKS 50,000
    THE INTERNATIONAL GROUP FOR HISTORIC AIRCRAFT RECOVERY
    2366 HICKORY HILL RD
    OXFORD,PA19363     		  PC SUPPORT FOR EARHART PROJECT 100,000
    THE PAINTED TURTLE
    1300 4TH STREET
    SANTA MONICA,CA90401     		  PC NURSING STABILITY AND HEALTHCARE SCHOLARSHIP 200,000
    VICTORIA THEATRE ASSOCIATION
    138 N MAIN ST
    DAYTON,OH45402     		  PC SUPPORT FOR THE NEXT STAGE CAMPAIGN 250,000
    VICTORY GARDENS THEATER
    2433 N LINCOLN AVE
    CHICAGO,IL60614     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    WATSON INSTITUTE FOR INT'L STUDIES - BROWN UNIVERSITY
    111 THAYER STREET
    PROVIDENCE,RI02912     		  PC JOINT VENTURE BETWEEN WATSON INSTITUTE - BROWN UNIVERSITY AND IPPF/WHR TO PLAN A HEALTH CARE CONFERENCE 30,000
    WATSON INSTITUTE FOR INT'L STUDIES - BROWN UNIVERSITY
    111 THAYER STREET
    PROVIDENCE,RI02912     		  PC JOINT VENTURE BETWEEN WATSON INSTITUTE - BROWN UNIVERSITY AND IPPF/WHR TO CONDUCT A HEALTH CARE CONFERENCE 250,000
    WELLESLEY-NIOST
    106 CENTRAL ST CHEEVER HOUSE
    WELLESLEY,MA02481     		  PC EXPANSION OF APT VALIDATION STUDY II 50,000
    WILMA THEATER
    265 S BROAD ST
    PHILADELPHIA,PA19107     		  PC WOMEN PLAYWRIGHTS COMMISSIONING PROGRAM 25,000
    WRIGHT STATE UNIVERSITY
    3640 COLONEL GLENN HWY
    DAYTON,OH45435     		  PC DISTINGUISHED VISITING ARTIST PROGRAM 25,000
    WRIGHT STATE UNIVERSITY
    3640 COLONEL GLENN HWY
    DAYTON,OH45435     		  PC NATIONAL DISASTER HEALTH CONSORTIUM 125,000
    YORK STREET PROJECT
    89 YORK STREET
    JERSEY CITY,NJ07302     		  PC GENERAL OPERATING SUPPORT 10,000
    YOUTH HAVEN
    5867 WHITAKER ROAD
    NAPLES,FL34112     		  PC STAFFING OF SHELTER EXPANSION FOR HOMELESS & RUNAWAY TEENS 125,000
    Total .................................bullet 3a 6,367,300
    bApproved for future payment
    AMERICAN CONSERVATORY THEATER
    30 GRANT AVE 6TH FL
    SAN FRANCISCO,CA94108     		  PC RESEARCH AND IMPROVE THE STATUS OF WOMEN IN THE THEATER 75,000
    CASE WESTERN RESERVE UNIVERSITY
    10900 EUCLID AVE
    CLEVELAND,OH44106     		  PC 1 INT'L NURSING SCHOLARSHIP & 2 NEONATAL NURSE PRACTITIONERS SCHOLARSHIPS 175,000
    DAYTON CHILDREN'S HOSPITAL
    1 CHILDRENS PLAZA
    DAYTON,OH45404     		  PC CAMPUS RENEWAL AND A NEW PATIENT CARE FACILITY 600,000
    DAYTON PERFORMING ARTS ALLIANCE
    126 NORTH MAIN STREET
    DAYTON,OH45402     		  PC GENERAL OPERATING SUPPORT 500,000
    DAYTON'S CRAYONS TO CLASSROOMS
    1511 KUNTZ ROAD
    DAYTON,OH45404     		  PC OPERATIONAL & FUND DEVELOPMENT MANAGER POSITIONS 195,000
    DUBIN BREAST CENTER
    1176 5TH AVENUE
    NEW YORK,NY10029     		  PC FAMILY PSYCHOLOGY PROGRAM & SOCIAL WORKER POSITION 250,000
    GOODWILL EASTER SEALS MIAMI VALLEY
    660 S MAIN ST
    DAYTON,OH45402     		  PC SUPPORT CAPACITY NEEDS 25,000
    GOODWILL EASTER SEALS MIAMI VALLEY
    660 S MAIN ST
    DAYTON,OH45402     		  PC SUPPORT FOR MIAMI VALLEY WORKS PROGRAM 150,000
    HANOVER COLLEGE
    484 BALL DRIVE
    HANOVER,IN47243     		  PC VIRGINIA B. TOULMIN SCHOLARSHIP IN THE PERFORMING ARTS 62,500
    INTERNATIONAL PLANNED PARENTHOOD FEDERATION
    125 MAIDEN LN 9TH FL
    NEW YORK,NY10038     		  PC SUPPORT IPPF/WHR MEMBER ASSOCIATIONS SUSTAINABILITY PROJECT 750,000
    JUILLIARD SCHOOL
    60 LINCOLN CENTER PLAZA
    NEW YORK,NY10031     		  PC SCHOLARSHIPS FOR TOULMIN SCHOLARS IN THE VOCAL ARTS 100,000
    NEW YORK CITY CENTER
    130 W 56TH ST
    NEW YORK,NY10019     		  PC FOR ORGANIZATIONAL CAPACITY BUILDING 75,000
    NYU - WOMEN BALLET CHOREOGRAPHERS
    20 COOPER SQUARE 2ND FLOOR
    NEW YORK,NY10003     		  PC TOULMIN FELLOWSHIP FOR WOMEN CHOREOGRAPHERS 100,000
    OPEN ROADS
    1223 WILSHIRE BLVD SUITE 351
    SANTA MONICA,CA90403     		  PC GENERAL OPERATING SUPPORT 30,000
    OPERA AMERICA
    330 7TH AVE
    NEW YORK,NY10001     		  PC OPERA GRANTS FOR FEMALE COMPOSERS 150,000
    PACIFIC NORTHWEST BALLET
    301 MERCER STREET
    SEATTLE,WA98109     		  PC COMMISSION AND PREMIERE A NEW WORK BY CHOREOGRAPHER JESSICA LANG 50,000
    ST BONAVENTURE UNIVERSITY
    3261 WEST STATE ROAD
    ST BONAVENTURE,NY14778     		  PC UNIVERSITY MINISTRIES BONA BUDDIES YOUTH MENTORS 20,000
    SUNRISE ASSOCIATION
    15 NEIL COURT
    OCEANSIDE,NY11572     		  PC SCHOLARSHIPS & GENERAL OPERATING SUPPORT 90,000
    THE HUMAN RACE THEATRE COMPANY
    126 NORTH MAIN STREET
    DAYTON,OH45402     		  PC CAMPAIGN FOR DEVELOPMENT OF NEW WORKS 50,000
    VICTORIA THEATRE ASSOCIATION
    138 N MAIN ST
    DAYTON,OH45402     		  PC SUPPORT FOR THE NEXT STAGE CAMPAIGN 500,000
    WRIGHT STATE UNIVERSITY
    3640 COLONEL GLENN HWY
    DAYTON,OH45435     		  PC DISTINGUISHED VISITING ARTIST PROGRAM 50,000
    WRIGHT STATE UNIVERSITY
    3640 COLONEL GLENN HWY
    DAYTON,OH45435     		  PC NATIONAL DISASTER HEALTH CONSORTIUM 75,000
    Total .................................bullet 3b 4,072,500
    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 5,043  
    4 Dividends and interest from securities....     14 2,013,152  
    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.....     14 162,163  
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 6,756,612  
    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 8,936,970 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    138,936,970
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If "Yes," complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







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


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2014 AccountingFeesSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 100,550 75,413   31,388

    TY 2014 InvestmentsCorpBondsSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Name of Bond End of Year Book Value End of Year Fair Market Value
    CORPORATE BONDS 12,374,895 12,374,895

    TY 2014 InvestmentsCorpStockSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Name of Stock End of Year Book Value End of Year Fair Market Value
    EQUITIES 51,244,866 51,244,866

    TY 2014 InvestmentsGovtObligationsSch
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    US Government Securities - End of Year Book Value:

    8,624,726
    US Government Securities - End of Year Fair Market Value:

    8,624,726
    State & Local Government Securities - End of Year Book Value:


    14,835,929
    State & Local Government Securities - End of Year Fair Market Value:


    14,835,929


    TY 2014 InvestmentsOtherSchedule2
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    GLOBAL LONG/SHORT FUND FMV 9,508,855 9,508,855
    LIMITED PARTNERSHIP INTEREST FMV 4,489,569 4,489,569
    OVERSEAS FUND FMV 4,362,207 4,362,207
    REAL ESTATE INVESTMENT TRUST FMV 149,921 149,921
    EXCHANGE TRADED FUNDS FMV 2,307,496 2,307,496
    MUTUAL FUND FMV 11,587,616 11,587,616

    TY 2014 LegalFeesSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES 42,339 0   0


    TY 2014 OtherAssetsSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    ACCRUED INTEREST RECEIVABLE 256,489 275,740 275,740
    CONTRIBUTION RECEIVABLE 1,165,293 214,490 214,490
    OTHER RECEIVABLE   25,000 25,000


    TY 2014 OtherDecreasesSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Description Amount
       
       


    TY 2014 OtherIncomeSchedule2
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    PARTNERSHIP INCOME   208,450  
    CLASS ACTION SETTLEMENTS 2,735 2,735 2,735
    DEFERRED FEDERAL EXCISE TAX 159,428 0 159,428


    TY 2014 OtherLiabilitiesSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Description Beginning of Year - Book Value End of Year - Book Value
    DEFERRED FEDERAL EXCISE TAX 509,321 349,893


    TY 2014 OtherProfessionalFeesSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT MANAGEMENT FEES 1,047,728 1,047,728   0
    CONSULTANTS 306,690 0   289,153


    TY 2014 TaxesSchedule
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FEDERAL EXCISE TAX 135,235 0   0


    TY 2014 TransfersFrmControlledEntities
    Name:
    TOULMIN VIRGINIA B CHARITABLE FOUNDATION III
    EIN: 13-7385769
    Name US /
    Foreign Address    		 EIN Description Amount
      10 WEST SECOND STREET 26TH FLOOR
    DAYTON,OH45402     		61-6399748 CASH TRANSFERS OF CONTRIBUTION RECEIVABLE FROM TRUST DURING THE YEAR 478,269
    Total     478,269