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 01-01-2015 , and ending 12-31-2015
Name of foundation
BERNARD E & ALBA WITKIN CHARITABLE
FOUNDATION
Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 7190
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BERKELEY, CA94707
A Employer identification number

73-1661679
B Telephone number (see instructions)

(510) 845-3416
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$17,710,956J 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) 19,355,985
2 Check bullet Sch. B .............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 37 37  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10  
b Gross sales price for all assets on line 6a  
7 Capital gain net income (from Part IV, line 2)... 0
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 2,234,600 2,234,600  
12 Total. Add lines 1 through 11........ 21,590,622 2,234,637  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 162,041 81,021   81,020
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 30,733 24,586   6,147
b Accounting fees (attach schedule)....... Click to see attachment 18,430 13,823   4,608
c Other professional fees (attach schedule).... Click to see attachment 12,290 12,290   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 10,015 5,050   4,965
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 4,249 1,568   2,681
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 1,577,672 1,573,563   4,109
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,815,430 1,711,901   103,530
25 Contributions, gifts, grants paid....... 1,430,373 1,430,373
26 Total expenses and disbursements. Add lines 24 and 25 3,245,803 1,711,901   1,533,903
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 18,344,819
b Net investment income (if negative, enter -0-) 522,736
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.............   86,000 86,000
2 Savings and temporary cash investments......... 25,247 224,956 224,956
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule).......      
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule)..........      
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment0 Click to see attachment18,059,067 Click to see attachment17,400,000
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 25,247 18,370,023 17,710,956
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable..................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)......... 0 0
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 25,247 18,370,023
30 Total net assets or fund balances (see instructions)..... 25,247 18,370,023
31 Total liabilities and net assets/fund balances (see instructions). 25,247 18,370,023
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year’s return) ...............
1
25,247
2
Enter amount from Part I, line 27a .....................
2
18,344,819
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
18,370,066
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
43
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .
6
18,370,023
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.)
1a
b
c
d
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a
b
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l) Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i) F.M.V. as of 12/31/69 (j) Adjusted basis
as of 12/31/69 		(k) Excess of col. (i)
over col. (j), if any
a
b
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2  
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 373,135 73,444 5.080538
2013 400,215 64,403 6.214229
2012 401,416 55,118 7.282848
2011 398,052 55,854 7.126652
2010 390,500 49,636 7.867274
2
Total of line 1, column (d) .....................
233.571541
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
6.714308
4
Enter the net value of noncharitable-use assets for 2015 from Part X, line 5.....
4
18,449,819
5
Multiply line 4 by line 3......................
5
123,877,767
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
5,227
7
Add lines 5 and 6........................
7
123,882,994
8
Enter qualifying distributions from Part XII, line 4.............
8
1,533,903
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 10,455
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 10,455
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 10,455
6 Credits/Payments:
a 2015 estimated tax payments and 2014 overpayment credited to 2015 6a  
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 15,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 15,000
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8 249
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 4,296
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet4,296 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)
    bulletCA
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 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. Click to see attachment...............................
    10
    Yes
     
    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 ofbulletKENNETH KUCHMAN Telephone no.bullet (510) 845-3416

    Located atbulletPO BOX 7190BERKELEYCA ZIP+4bullet94707
    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
     
    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 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
     
     
    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
    MARY FRIEDMAN SECRETARY
    0.50     		0 0 0
    2841 RUSSELL STREET
    BERKELEY,CA94705
    KENNETH KUCHMAN DIRECTOR
    50.00     		161,280 0 0
    396 NORTH ALMENAR DRIVE
    GREENBRAE,CA94904
    TROY L NUNLEY BOARD MEMBER
    0.50     		0 0 0
    501 I STREET SUITE 15-200
    SACRAMENTO,CA95814
    LISA KARPLUS TREASURER
    0.50     		0 0 0
    2326 NE 18TH AVE
    PORTLAND,OR97212
    BRENDA HARBIN-FORTE VICE PRESIDENT
    0.50     		0 0 0
    24405 AMADOR STREET
    HAYWARD,CA94544
    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
    WINSLOW O SMALL BUSINESS ADVISOR 175,000
    67 GRAND VIEW AVE
    SAN FRANCISCO,CA94114
    NORMAN L EPSTEIN CRIM. LAW TREATISE 89,384
    C/O WITKIN FOUNDATION POBOX 7190
    BERKELEY,CA94707
    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
    0
    b
    Average of monthly cash balances.......................
    1b
    356,281
    c
    Fair market value of all other assets (see instructions)................
    1c
    18,374,500
    d
    Total (add lines 1a, b, and c).........................
    1d
    18,730,781
    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
    18,730,781
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    280,962
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    18,449,819
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    922,491
    Part XI
    Distributable Amount bullet
    1
    Minimum investment return from Part X, line 6....................
    1
    922,491
    2a
    Tax on investment income for 2015 from Part VI, line 5......
    2a
    10,455
    b
    Income tax for 2015. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    10,455
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    912,036
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    912,036
    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
    912,036
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    1,533,903
    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
    1,533,903
    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
    1,533,903
    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 7 912,036
    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...... 388,019
    b From 2011...... 395,259
    c From 2012...... 398,660
    d From 2013...... 396,995
    e From 2014...... 369,463
    fTotal of lines 3a through e........ 1,948,396
    4Qualifying distributions for 2015 from Part
    XII, line 4: bullet$ 1,533,903
    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..... 912,036
    e Remaining amount distributed out of corpus 621,867
    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 2,570,263
    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) ...     		388,019
    9Excess distributions carryover to 2016.
    Subtract lines 7 and 8 from line 6a ......     		2,182,244
    10 Analysis of line 9:
    a Excess from 2011.... 395,259
    b Excess from 2012.... 398,660
    c Excess from 2013.... 396,995
    d Excess from 2014.... 369,463
    e Excess from 2015.... 621,867
    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 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 (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
    A BETTER WAY
    3200 ADELINE STREET
    BERKELEY,CA94703     		NONE PC FOSTER CHILDREN PROGRAMS 10,000
    ADVOKIDS
    5643 PARADISE DRIVE SUITE 12-B
    CORTE MADERA,CA94925     		NONE PC FOSTER CHILDREN PROGRAMS 20,000
    ALAMEDA COUNTY BAR ASSOCIATION
    1000 BROADWAY SUITE 480
    OAKLAND,CA94607     		NONE   LEGAL ASSISTANCE PROGRAMS 5,000
    ALAMEDA COUNTY COMMUNITY FOOD BANK
    PO BOX 2599
    OAKLAND,CA94614     		NONE PC CHILDREN'S BACKPACK FOOD DISTRIBUTION PROGRAM 10,000
    AMERICAN FRIENDS SERVICE COMMITTEE
    1501 CHERRY STREET
    PHILADELPHIA,PA19102     		NONE   OTHER PROGRAMS 50,000
    ANN MARTIN CENTER
    1375 55TH ST
    EMERYVILLE,CA94608     		NONE PC MENTAL HEALTH THERAPEUTIC PROGRAMS FOR CHILDREN 15,000
    BAHIA INC
    1000 CAMELIA STREET
    BERKELEY,CA94710     		NONE PC CHILDCARE PROGRAMS 15,000
    BAY AREA CHILDREN'S THEATRE
    6114 LA SALLE AVE SUITE 431
    OAKLAND,CA94611     		NONE PC OTHER PROGRAMS 5,000
    BAY AREA COMMUNITY RESOURCES
    3219 PIERCE STREET
    RICHMOND,CA94804     		NONE PC MENTAL HEALTH PROGRAMS 20,000
    BAY AREA LEGAL AID
    1735 TELEGRAPH AVE
    OAKLAND,CA94612     		NONE PC AB 12 OUTREACH PROGRAM FOR OLDER FOSTER YOUTH 10,000
    BE A MENTOR
    24301 SOUTHLAND DRIVE SUITE 504
    HAYWARD,CA94541     		NONE PC OTHER PROGRAMS 10,000
    BE WITKIN ALAMEDA COUNTY LAW LIBRARY
    125 12TH STREET
    OAKLAND,CA94607     		NONE   OTHER PROGRAMS 348
    BERKELEY FOOD AND HOUSING PROJECT
    2362 BANCROFT WAY
    BERKELEY,CA94704     		NONE PC OTHER PROGRAMS 5,000
    BERKELEY PUBLIC SCHOOLS FUND
    PO BOX 2066
    BERKELEY,CA94702     		NONE PC BUSD PUBLIC SCHOOL ENRICHMENT 10,000
    BERKELEY SYMPHONY
    1942 UNIVERSITY AVENUE SUITE 207
    BERKELEY,CA94704     		NONE PC MUSIC PROGRAMS 10,000
    BERKELEY USD - MALCOLM X
    1731 PRINCE STREET
    BERKELEY,CA94703     		NONE PC LITERACY PROGRAMS 10,000
    BEYOND EMANCIPATION
    675 HEGENBERGER ROAD SUITE 100
    OAKLAND,CA94621     		NONE PC FOSTER CHILDREN PROGRAMS 20,000
    BLUESKIES FOR CHILDREN
    3021 BROOKDALE AVE
    OAKLAND,CA94602     		NONE   CHILDCARE PROGRAMS 75,000
    BUILDING FUTURES WITH WOMEN AND CHILDREN
    1395 BANCROFT AVE
    SAN LEANDRO,CA94577     		NONE PC CHILDCARE PROGRAMS 5,000
    BUILDING OPPORTUNITIES SELF-SUFFICIENCY
    2065 KITTRIDGE STREET SUITE E
    BERKELEY,CA94704     		NONE PC CHILDCARE PROGRAMS 5,000
    TIDES CENTER BOOST WEST OAKLAND (LAFAYETTE ELEMENTARY SCHOOL)
    1700 MARKET STREET
    OAKLAND,CA94607     		NONE PC MENTORING AND TUTORING PROGRAM 5,000
    CALICO CENTER
    524 ESTUDILLO AVE
    SAN LEANDRO,CA94577     		NONE PC LEGAL ASSISTANCE PROGRAMS 10,000
    CALIFORNIA JUDGES FOUNDATION
    2520 VENTURE OAKS WAY SUITE 150
    SACRAMENTO,CA95833     		NONE PC LEGAL ASSISTANCE PROGRAMS 500
    CASA OF ALAMEDA COUNTY
    1000 SAN LEANDRO BLVD SUITE 300
    SAN LEANDRO,CA94577     		NONE PC LEGAL ASSISTANCE PROGRAMS 10,000
    CASA OF MARIN COUNTY
    30 N SAN PEDRO RD STE 275
    SAN RAFAEL,CA94903     		NONE PC LEGAL ASSISTANCE PROGRAMS 5,000
    CASA OF SONOMA COUNTY
    PO BOX 1418
    KENWOOD,CA95452     		NONE PC LEGAL ASSISTANCE PROGRAMS 10,000
    CATHOLIC CHARITIES OF THE EAST BAY
    433 JEFFERSON STREET
    OAKLAND,CA94607     		NONE PC LITERACY PROGRAMS 15,000
    CAZADERO PERFORMING ARTS CAMP
    PO BOX 7908
    BERKELEY,CA94707     		NONE PC MUSIC PROGRAMS 5,000
    CENTER FOR EARLY INTERVENTION ON DEAFNESS
    1035 GRAYSON STREET
    BERKELEY,CA94710     		NONE   CHILDCARE PROGRAMS 10,000
    CENTER FOR YOUTH DEVELOPMENT THROUGH LAW
    2120 UNIVERSITY AVENUE
    BERKELEY,CA94704     		NONE   OTHER PROGRAMS 10,000
    CENTRO LEGAL DE LA RAZA
    3022 INTERNATIONAL BLVD SUITE 410
    OAKLAND,CA94601     		NONE PC LEGAL ASSISTANCE PROGRAMS 5,000
    CHILD ABUSE PREVENTION COUNCIL OF CCC
    2120 DIAMOND BLVD SUITE 120
    CONCORD,CA94520     		NONE PC OTHER PROGRAMS 2,000
    CHILD CARE LAW CENTER
    445 CHURCH STREET
    SAN FRANCISCO,CA94114     		NONE PC LEGAL ASSISTANCE PROGRAMS 10,000
    CHILDREN'S HOSPITAL & RESEARCH CENTER FOUNDATION
    2201 BROADWAY SUITE 600
    OAKLAND,CA94612     		NONE PC CHILDCARE PROGRAMS 10,000
    CHILDRENS' VISION FIRST
    1007 GENERAL KENNEDY AVE SUITE 210
    SAN FRANCISCO,CA94129     		NONE PC OTHER PROGRAMS 7,500
    CHILDREN NOW
    1404 FRANKLIN STREET SUITE 700
    OAKLAND,CA94612     		NONE PC OTHER PROGRAMS 1,000
    CIVICORPS SCHOOLS
    101 MYRTLE STREET
    OAKLAND,CA94607     		NONE PC CIVICORP HIGH SCHOOL 10,000
    COMMUNITY ALLIANCE FOR LEARNING
    PO BOX 6846
    ALBANY,CA94706     		NONE PC LITERACY PROGRAMS 10,000
    COMMUNITY INITIATIVES
    354 PINE STREET SUITE 700
    SAN FRANCISCO,CA94104     		NONE PC FISCAL SPONSOR FOR EARLY CHILDHOOD FUNDERS ORGANIZATION 1,000
    COMMUNITY RESOURCES FOR SCIENCE
    1611 SAN PABLO AVE SUITE 10B
    BERKELEY,CA94702     		NONE PC OTHER PROGRAMS 2,500
    COMPASS FAMILY SERVICES
    49 POWELL STREET 3RD FLOOR
    SAN FRANCISCO,CA94102     		NONE PC OTHER PROGRAMS 7,500
    CONNECTING AUTHORS
    PO BOX 1350
    BELMONT,CA94002     		NONE   LITERACY PROGRAMS 7,500
    CONTRA COSTA YOUTH COUNCIL
    3411 MCELLEN COURT
    LAFAYETTE,CA94549     		NONE PC FISCAL SPONSOR FOR READ TO LIVE PROGRAM AT ORIN ALLEN CORRECTIONAL FACILITY 7,500
    CASA OF CONTRA COSTA COUNTY
    2020 NORTH BROADWAY SUITE 204
    WALNUT CREEK,CA94596     		NONE PC CONTRA COSTA COUNTY CASA 15,000
    DESTINY ARTS CENTER
    970 GRACE AVENUE
    OAKLAND,CA94608     		NONE PC OTHER PROGRAMS 5,000
    EAST BAY AGENCY FOR CHILDREN
    303 VAN BUREN AVENUE
    OAKLAND,CA94610     		NONE PC CHILDREN'S THERAPEUTIC NURSERY SCHOOL 20,000
    EAST BAY CENTER FOR THE PERFORMING ARTS
    339 11TH STREET
    RICHMOND,CA94801     		NONE PC ART PROGRAMS 10,000
    EAST BAY CHILDREN'S LAW OFFICES
    7700 EDGEWATER DRIVE SUITE 210
    OAKLAND,CA94621     		NONE PC LEGAL ASSITANCE PROGRAMS 25,000
    EAST BAY COMMUNITY LAW CENTER
    2921 ADELINE STREET
    BERKELEY,CA94703     		NONE PC LEGAL ASSISTANCE PROGRAMS 5,000
    FAMILY BUILDERS BY ADOPTION
    401 GRAND AVENUE SUITE 400
    OAKLAND,CA94610     		NONE PC FOSTER CHILDREN PROGRAMS 7,500
    FAMILY PATHS
    1727 MARTIN LUTHER KING JR WAY
    SUITE 109
    OAKLAND,CA94612     		NONE PC FAMILY SUPPORT SERVICES 7,500
    FAMILY SUPPORT SERVICES OF THE BAY AREA
    401 GRAND AVENUE SUITE 500
    SAN FRANCISCO,CA94610     		NONE PC KINSHIP YOUTH PROGRAM 10,000
    FAMILY VIOLENCE APPELLATE PROJECT
    1814 FRANKLIN STREET SUITE 805
    OAKLAND,CA94612     		NONE PC LEGAL ASSISTANCE PROGRAMS 10,000
    FAMILY VIOLENCE LAW CENTER
    470 27TH STREET
    OAKLAND,CA94612     		NONE PC LEGAL ASSISTANCE PROGRAMS 7,500
    FRED FINCH YOUTH CENTER
    3800 COOLIDGE AVENUE
    OAKLAND,CA94602     		NONE PC TURNING POINT HOUSE FOR FOSTER YOUTH 10,000
    GIRLS INC
    510 16TH STREET
    OAKLAND,CA94618     		NONE PC GIRLSTART LITERACY PROGRAM 15,000
    GIRL VENTURES
    3543 18TH STREET 18
    SAN FRANCISCO,CA94110     		NONE PC ACTIVITY PROGRAMS FOR EAST BAY GIRLS 5,000
    GREAT OAKLAND PUBLIC SCHOOLS
    54 WASHINGTON STREET
    OAKLAND,CA94607     		NONE PC OTHER PROGRAMS 1,000
    HABITOT
    2065 KITTRIDGE STREET
    BERKELEY,CA94704     		NONE PC OTHER PROGRAMS 5,000
    KALA INSTITUTE
    1060 HEINZ AVENUE
    BERKELEY,CA94710     		NONE PC ARTISTS IN THE SCHOOLS PROGRAM 7,500
    LA CLINICA
    PO BOX 22210
    OAKLAND,CA94623     		NONE PC (1) HAWTHORNE MEDICAL CLINIC FOR CHILDREN, AND (2) ORAL HEALTH INITIATIVE 20,000
    LAW CENTER TO PREVENT GUN VIOLENCE
    268 BUSH STREET
    SAN FRANCISCO,CA94104     		NONE PC ORGANIZATION TO REDUCE THREAT OF GUN VIOLENCE 10,000
    LEGAL AID SOCIETY - EMPLOYMENT LAW CENTER
    180 MONTGOMERY ST SUITE 600
    SAN FRANCISCO,CA94104     		NONE PC LEGAL ASSISTANCE PROGRAMS 5,000
    LEGAL ASSISTANCE FOR SENIORS
    1970 BROADWAY SUITE 300
    OAKLAND,CA94612     		NONE PC LEGAL ASSISTANCE PROGRAMS 10,000
    LEGAL SERVICES FOR CHILDREN
    1254 MARKET STREET 3RD FLOOR
    SAN FRANCISCO,CA94102     		NONE PC LEGAL ASSISTANCE PROGRAMS 70,000
    LINCOLN CHILD CENTER
    1266 14TH STREET
    OAKLAND,CA94607     		NONE PC MENTAL HEALTH PROGRAMS 10,000
    LOTUS BLOOM CHILD & FAMILY RESOURCE CENTER
    2008 PARK BLVD
    OAKLAND,CA94606     		NONE PC CHILDCARE PROGRAMS 15,000
    LUNA DANCE INSTITUTE
    605 ADDISON STREET
    BERKELEY,CA94710     		NONE PC OTHER PROGRAMS 5,000
    LUTHERAN SOCIAL SERVICES NO CALIFORNIA
    1465 CIVIC COURT STE D
    CONCORD,CA94520     		NONE PC FOSTER CHILDREN PROGRAMS 1,000
    MOSAIC PROJECT
    580 GRAND AVE SUITE 303
    OAKLAND,CA94610     		NONE PC CONFLICT RESOLUTION AND RESTORATIVE JUSTICE PROGRAMS 5,000
    MILLS COLLEGE
    5000 MACARTHUR BLVD
    OAKLAND,CA94613     		NONE   CHILDCARE PROGRAMS 65,000
    MT DIABLO PEACE AND JUSTICE CENTER
    55 ECKLEY LANE
    WALNUT CREEK,CA94596     		NONE PC OTHER PROGRAMS 12,500
    NATIONAL CENTER FOR YOUTH LAW
    405 14TH STREET 15TH FLOOR
    OAKLAND,CA94612     		NONE PC LEGAL ASSISTANCE PROGRAMS 10,000
    NEPAL YOUTH FOUNDATION
    3030 BRIDGEWAY SUITE 202
    SAUSALITO,CA94965     		NONE PC OTHER PROGRAMS 10,000
    NEXT STEP LEARNING
    2222 CURTIS ST
    OAKLAND,CA94607     		NONE PC GED AND TUTORING PROGRAMS 10,000
    NIA HOUSE
    2234 9TH ST
    BERKELEY,CA94710     		NONE PC CHILDREN'S EARLY LEARNING PROGRAM 5,000
    OAKLAND EAST BAY SYMPHONY
    2201 BROADWAY SUITE 300
    OAKLAND,CA94612     		NONE PC MUSIC PROGRAMS 5,000
    OAKLAND LEAF
    7700 EDGEWATER DRIVE SUITE 818
    OAKLAND,CA94621     		NONE PC QUALITY AFTERSCHOOL PROGRAMS IN OUSD 10,000
    OAKLAND YOUTH CHORUS
    685 14TH STREET
    OAKLAND,CA94612     		NONE PC OAKLAND CHILDREN'S CHORAL PROGRAM 1,000
    OAKLAND PARENTS TOGETHER
    440 SANTA CLARA AVE
    OAKLAND,CA94610     		NONE PC LITERACY PROGRAMS 10,000
    OAKLAND PUBLIC EDUCATION FUND
    PO BOX 27148
    OAKLAND,CA94620     		NONE PC LITERACY PROGRAMS 45,000
    ONE JUSTICE
    433 CALIFORNIA STREET STE 815
    SAN FRANCISCO,CA94101     		NONE PC LEGAL ASSISTANCE PROGRAMS 7,500
    PARTNERS IN OAKLAND EDUCATION
    2501 CHESTNUT STREET
    OAKLAND,CA94607     		NONE   LITERACY PROGRAMS 10,000
    PEGASUS PROJECT (PEGASUS VOYAGES)
    1554 SONOMA AVENUE
    ALBANY,CA94706     		NONE PC SAILING PROGRAM FOR DISADVANTAGED YOUTH 17,500
    PLAYWORKS OAKLAND EAST BAY
    155 FILBERT ST STE 234
    OAKLAND,CA94607     		NONE PC OTHER PROGRAMS 5,000
    PLOUGHSHARES FUND
    1808 WEDEMEYER STREET SUITE 200
    SAN FRANCISCO,CA94129     		NONE PC ORGANIZATION TO REDUCE THREAT OF NUCLEAR WAR 10,000
    PROJECT AVARY
    385 BEL MARIN KEYS BOULEVARD SUITE
    G
    NOVATO,CA94949     		NONE PC SUPPORT FOR YOUTH WITH INCARCERATED PARENT(S) 5,000
    PROJECT RE-CONNECT
    2577 MACARTHUR BLVD
    OAKLAND,CA94602     		NONE PC OTHER PROGRAMS 5,000
    RAISING A READER
    470 THIRD STREET SUITE 102
    SAN FRANCISCO,CA94107     		NONE PC PRE-SCHOOL LITERACY PROGRAM 8,000
    READ ALOUD VOLUNTEER PROGRAM
    5 ALVARADO SQUARE
    SAN PABLO,CA94806     		NONE PC READING PROGRAM IN ELEMENTARY SCHOOLS 6,000
    REGENTS OF THE UNIVERSITY OF CALIFORNIA
    1000 SAN LEANDRO BLVD STE 100
    SAN LEANDRO,CA94577     		NONE   OTHER PROGRAMS 40,000
    SAN DOMENICO SCHOOL
    1500 BUTTERFIELD RD
    SAN ANSELMO,CA94960     		NONE   OTHER PROGRAMS 4,000
    SAN FRANCISCO CHAMBER ORCHESTRA
    PO BOX 191564
    SAN FRANCISCO,CA94119     		NONE PC OTHER PROGRAMS 1,000
    SENECA FAMILY OF AGENCIES
    6925 CHABOT ROAD
    OAKLAND,CA94618     		NONE PC BUILDING BLOCKS THERAPEUTIC NURSERY SCHOOL 17,500
    SHELTER INC OF CONTRA COSTA COUNTY
    1333 WILLOW PASS RD STE 206
    CONCORD,CA94520     		NONE PC OTHER PROGRAMS 15,000
    ST MARY'S CENTER
    925 BROCKHURST ST
    OAKLAND,CA94608     		NONE PC CHILDCARE PROGRAMS 15,000
    ST VINCENT'S DAY HOME
    1086 8TH STREET
    OAKLAND,CA94607     		NONE PC CHILDCARE PROGRAMS 75,000
    ST VINCENT DE PAUL SOCIETY OF SF
    1237 VAN NESS AVE STE 200
    SAN FRANCISCO,CA94109     		NONE PC OTHER PROGRAMS 10,000
    STEP ONE SCHOOL
    499 SPRUCE ST
    BERKELEY,CA94708     		NONE PC CHILDREN'S EARLY LEARNING PROGRAM 8,500
    STAND FOR FAMILIES
    1410 DANZIG PLAZA
    CONCORD,CA94520     		NONE PC EMERGENCY SHELTER AND FAMILY SUPPORT SERVICES 10,000
    STILES HALL
    2400 BANCROFT WAY
    BERKELEY,CA94709     		NONE PC LITERACY PROGRAMS 5,000
    SUNNY HILLS SERVICES
    300 SUNNY HILLS DR
    SAN ANSELMO,CA94960     		NONE PC FOSTER CHILDREN PROGRAMS 10,000
    SUPER STARS LITERACY
    333 HEGENBERGER RD STE 503
    OAKLAND,CA94621     		NONE PC LITERACY PROGRAMS 10,000
    SUPPORT OPPORTUNITITES AND RAPPORT (SOAR)
    PO BOX 1291
    BERKELEY,CA94701     		NONE PC ENRICHMENT PROGRAMS FOR FOSTER YOUTH 20,000
    THE BERKELEY BABY BOOK PROJECT
    1925 HOPKINS ST
    BERKELEY,CA94707     		NONE   LITERACY PROGRAMS 1,500
    THE DELTA LEARNING CENTER
    275 WEST TREGALLIS ROAD
    ANTIOCH,CA94509     		NONE PC TUTORING PROGRAM FOR CHILDREN 5,000
    THE WOMEN'S BUILDING
    3543 18TH STREET
    SAN FRANCISCO,CA94110     		NONE PC OTHER PROGRAMS 5,000
    CASA OF SAN FRANCISCO
    2535 MISSION STREET
    SAN FRANCISCO,CA94110     		NONE PC SF CASA 5,000
    TRI-VALLEY HAVEN
    3663 PACIFIC AVE
    LIVERMORE,CA94550     		NONE PC OTHER PROGRAMS 2,000
    TWIN VALLEY LEARNING CENTER
    1040 FLORENCE RD ROOM 18
    LIVERMORE,CA94550     		NONE PC TUTORING PROGRAM FOR CHILDREN 1,000
    UC BERKELEY BOTANICAL GARDEN
    200 CENTENNIAL DR
    BERKELEY,CA94720     		NONE   OTHER PROGRAMS 25
    UNIVERSITY OF THE PACIFIC - MCG SCHOOL OF LAW
    3200 FIFTH AVENUE
    SACRAMENTO,CA95817     		NONE   OTHER PROGRAMS 500
    VOLUNTEERING FOR OAKLAND
    PO BOX 24708
    OAKLAND,CA94623     		NONE PC THIRD GRADE DICTIONARY DISTRIBUTION IN OUSD 2,500
    WE CARE SERVICES FOR CHILDREN
    2191 KIRKER PASS RD
    CONCORD,CA94521     		NONE PC CHILDCARE PROGRAMS 10,000
    WEST COAST CHILDREN'S CLINIC
    3301 E 12TH STREET SUITE 259
    OAKLAND,CA94601     		NONE PC MENTAL HEALTH AND CSEC PROGRAM SUPPORT 25,000
    WEST CONTRA COSTA PUBLIC EDUCATION FUND
    217C W RICHMOND AVE
    POINT RICHMOND,CA94801     		NONE PC OTHER PROGRAMS 10,000
    YEAR UP INC
    80 SUTTER ST
    SAN FRANCISCO,CA94104     		NONE PC ENRICHMENT PROGRAMS POST HIGH SCHOOL 10,000
    YMCA OF THE CENTRAL BAY AREA
    2111 MARTIN LUTHER KING JR WAY
    BERKELEY,CA94704     		NONE PC OTHER PROGRAMS 10,000
    YMCA OF THE EAST BAY
    263 S 20TH ST
    RICHMOND,CA94804     		NONE PC FISCAL SPONSOR FOR MINDFUL YOUTH PROJECT IN RICHMOND 7,500
    YOUNG MUSICIANS CHORAL ORCHESTRA
    2020 MILVIA ST STE 420
    BERKELEY,CA94704     		NONE PC MUSIC PROGRAMS 10,000
    YOUNG PEOPLE'S SYMPHONY ORCHESTRA
    PO BOX 5593
    BERKELEY,CA94705     		NONE PC MUSIC PROGRAMS 5,000
    YOUTH ALIVE
    3300 ELM STREET
    OAKLAND,CA94609     		NONE PC PEACE AND NON-VIOLENCE EDUCATION 10,000
    YOUTH ENRICHMENT STRATEGIES
    3029 MACDONALD AVE
    RICHMOND,CA94804     		NONE PC OTHER PROGRAMS 7,500
    YOUTH LAW CENTER
    200 PINE ST STE 300
    SAN FRANCISCO,CA94104     		NONE PC LEGAL ASSISTANCE PROGRAMS 5,000
    YOUTH SPIRIT ARTWORKS
    1740 ALCATRAZ AVE
    BERKELEY,CA94703     		NONE PC OTHER PROGRAMS 10,000
    Total .................................bullet 3a 1,430,373
    bApproved for future payment
    Total .................................bullet 3b 0
    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 ...........     		         
    4 Dividends and interest from securities....     14 37  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6
    Net rental income or (loss) from personal property     		         
    7 Other investment income.....          
    8
    Gain or (loss) from sales of assets other than inventory ............     		         
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue:
    aWITKIN WORKS ROYALTIES     		    15 2,234,600  
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 2,234,637 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    132,234,637
    (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
    Schedule B
    (Form 990, 990-EZ,
    or 990-PF)
    Department of the Treasury
    Internal Revenue Service
    Schedule of Contributors
    Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
    Arrow Bullet Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.
    OMB No. 1545-0047
    2015
    Name of the organization
    BERNARD E & ALBA WITKIN CHARITABLE
    FOUNDATION
    Employer identification number

    73-1661679
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ





    Form 990-PF




    Check if your organization is covered by the General Rule or a Special Rule.  
    Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
    General Rule
    Special Rules
    ......... Arrow Bullet $  
    Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
    990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
    Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
    990-EZ, or 990-PF).
    For Paperwork Reduction Act Notice, see the Instructions
    for Form 990, 990-EZ, or 990-PF.
    Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2015)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2015) Page 2
    Name of organization
    BERNARD E & ALBA WITKIN CHARITABLE
    FOUNDATION         		Employer identification number
    73-1661679
    Part I
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    1
     
     

    ESTATE OF ALBA WITKIN  
    2740 SHASTA ROAD
     
    BERKELEY, CA94708

    		$ 19,349,000


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

    BEBE MCRAE  
    1505 HAWTHORNE TERRACE
     
    BERKELEY, CA94708

    		$ 5,000


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

       
     
     

    		$  


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

       
     
     

    		$  


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

       
     
     

    		$  


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

       
     
     

    		$  


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2015)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2015)
    Page 3
    Name of organization
    BERNARD E & ALBA WITKIN CHARITABLE
    FOUNDATION         		Employer identification number

    73-1661679
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a)
    No.from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
    1
    		 WITKIN WORKS COPYRIGHT $ 19,349,000 2015-01-02
    (a)
    No.from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a)
    No.from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a)
    No.from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a)
    No.from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a)
    No.from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990, 990-EZ, or 990-PF) (2015)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2015)
    Page 4
    Name of organization
    BERNARD E & ALBA WITKIN CHARITABLE
    FOUNDATION         		Employer identification number

    73-1661679
    Part III
    Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
    Use duplicate copies of Part III if additional space is needed.
    (a)
    No.from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No.from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No.from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No.from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    Schedule B (Form 990, 990-EZ, or 990-PF) (2015)

    Additional Data


    Software ID:  
    Software Version:  

    TY 2015 AccountingFeesSchedule
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING 18,430 13,823   4,608

    TY 2015 LegalFeesSchedule
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL 30,733 24,586   6,147


    TY 2015 OtherAssetsSchedule
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    WITKIN WORKS COPYRIGHT 0 18,059,067 17,400,000


    TY 2015 OtherDecreasesSchedule
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Description Amount
    UNREALIZED GAIN/LOSS 43


    TY 2015 OtherExpensesSchedule
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INSURANCE 2,788 1,394   1,394
    ADDITIONAL PAYROLL EXPENSE 1,160 580   580
    OFFICE EXPENSES 4,270 2,135   2,135
    WITKIN LIBRARY CONTRACT SERVICES 190,000 190,000   0
    EPSTEIN ROYALTY PAYMENTS 89,384 89,384   0
    BANK FEES 137 137   0
    AMORTIZATION 1,289,933 1,289,933   0


    TY 2015 OtherIncomeSchedule2
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    WITKIN WORKS ROYALTIES 2,234,600 2,234,600 2,234,600


    TY 2015 OtherProfessionalFeesSchedule
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    APPRAISAL FEES 12,290 12,290   0


    TY 2015 SubstantialContributorsSch
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Name Address
    ALBA WITKIN 2740 SHASTA ROAD
    BERKELEY,CA94708


    TY 2015 TaxesSchedule
    Name:
    BERNARD E & ALBA WITKIN CHARITABLE
     
    FOUNDATION
    EIN:
    73-1661679
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    PAYROLL TAXES 9,930 4,965   4,965
    FTB STATE EXCISE PAYMENT 10 10   0
    ATTORNEY GENERAL RRF-1 75 75   0