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 11-01-2015 , and ending 10-31-2016
Name of foundation
CLIPPER SHIP FOUNDATION INC
 
Number and street (or P.O. box number if mail is not delivered to street address)GMA FOUNDATIONS 2 LIBERTY SQ NO 500
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BOSTON, MA02109
A Employer identification number

04-2687384
B Telephone number (see instructions)

(617) 426-7080
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$22,581,443J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet Sch. B .............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 864,293 864,293  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 963,561
b Gross sales price for all assets on line 6a 1,326,943
7 Capital gain net income (from Part IV, line 2)... 963,561
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 -7,245 -7,245  
12 Total. Add lines 1 through 11........ 1,820,609 1,820,609  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 20,000 5,000   15,000
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 1,879 0   1,879
b Accounting fees (attach schedule)....... Click to see attachment 12,875 0   12,875
c Other professional fees (attach schedule).... Click to see attachment 88,277 2,566   85,711
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 22,409 0   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 2,040 0   2,040
22 Printing and publications.......... 26 0   26
23 Other expenses (attach schedule)....... Click to see attachment 3,847 0   3,847
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 151,353 7,566   121,378
25 Contributions, gifts, grants paid....... 1,348,600 1,393,600
26 Total expenses and disbursements. Add lines 24 and 25 1,499,953 7,566   1,514,978
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 320,656
b Net investment income (if negative, enter -0-) 1,813,043
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............. 57,827 80,676 80,676
2 Savings and temporary cash investments.........      
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).......... 23,352,238 Click to see attachment22,482,046 22,482,046
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment4,761 Click to see attachment18,721 Click to see attachment18,721
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 23,414,826 22,581,443 22,581,443
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................. 45,000  
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)......... 45,000 0
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................. 23,369,826 22,581,443
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)..... 23,369,826 22,581,443
31 Total liabilities and net assets/fund balances (see instructions). 23,414,826 22,581,443
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
23,369,826
2
Enter amount from Part I, line 27a .....................
2
320,656
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
23,690,482
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
1,109,039
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .
6
22,581,443
Form 990-PF (2015)
Form 990-PF (2015)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.) 		(b) How acquired
P—Purchase
D—Donation 		(c) Date acquired
(mo., day, yr.) 		(d) Date sold
(mo., day, yr.)
1 a SALE OF PUBLICLY TRADED SECURITIES      
b FROM GMO FORESTRY FUND 8-B LP K-1      
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 1,326,943   412,678 914,265
b       49,296
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       914,265
b       49,296
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 2 963,561
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 1,635,045 25,316,188 0.064585
2013 1,615,187 26,392,521 0.061199
2012 1,621,399 25,526,360 0.063519
2011 1,565,161 24,989,689 0.062632
2010 1,700,494 25,664,627 0.066258
2
Total of line 1, column (d) .....................
20.318193
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
0.063639
4
Enter the net value of noncharitable-use assets for 2015 from Part X, line 5.....
4
22,419,051
5
Multiply line 4 by line 3......................
5
1,426,726
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
18,130
7
Add lines 5 and 6........................
7
1,444,856
8
Enter qualifying distributions from Part XII, line 4.............
8
1,514,978
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 18,130
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 18,130
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 18,130
6 Credits/Payments:
a 2015 estimated tax payments and 2014 overpayment credited to 2015 6a 36,720
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 5,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 41,720
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. Click to see attachment 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 23,590
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet23,590 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)
    bulletMA
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2015 or the taxable year beginning in 2015 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2015)
    Form 990-PF (2015)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement (see instructions).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletHTTP://CLIPPERSHIPFOUNDATION.ORG
    14
    The books are in care ofbulletCLIPPER SHIP FOUNDATION INC Telephone no.bullet (617) 426-7080

    Located atbullet2 LIBERTY SQ STE 500BOSTONMA ZIP+4bullet02109
    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
    BENJAMIN H LACY CHAIRMAN/DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    DONALD J GREENE PRESIDENT/DIRECTOR
    2.00     		0 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    GENE ALLEN MILLER TREASURER/DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    ANA PEREZ CAMAYD DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    KATHARINE LACY DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    HANNAH BLAISDELL CLERK
    2.00     		0 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    JEAN S WHITNEY DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    CELIA M GRANT DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    BRYAN SPENCE DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    KAY BERTHOLD FRISHMAN DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    JOANNE POKASKI DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    TYRA SIDBERRY DIRECTOR
    2.00     		2,000 0 0
    2 LIBERTY SQUARE STE 500
    BOSTON,MA02109
    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
    GMA FOUNDATIONS INC ADMINISTRATION 84,711
    2 LIBERTY SQ STE 500
    BOSTON,MA02109
    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
    22,670,285
    b
    Average of monthly cash balances.......................
    1b
    90,173
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    22,760,458
    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
    22,760,458
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    341,407
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    22,419,051
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    1,120,953
    Part XI
    Distributable Amount bullet
    1
    Minimum investment return from Part X, line 6....................
    1
    1,120,953
    2a
    Tax on investment income for 2015 from Part VI, line 5......
    2a
    18,130
    b
    Income tax for 2015. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    18,130
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,102,823
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    1,102,823
    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
    1,102,823
    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
    1,514,978
    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
    1,514,978
    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
    18,130
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    1,496,848
    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 1,102,823
    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...... 433,309
    b From 2011...... 333,915
    c From 2012...... 363,585
    d From 2013...... 331,625
    e From 2014...... 442,620
    fTotal of lines 3a through e........ 1,905,054
    4Qualifying distributions for 2015 from Part
    XII, line 4: bullet$ 1,514,978
    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..... 1,102,823
    e Remaining amount distributed out of corpus 412,155
    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 2,317,209
    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) ...     		433,309
    9Excess distributions carryover to 2016.
    Subtract lines 7 and 8 from line 6a ......     		1,883,900
    10 Analysis of line 9:
    a Excess from 2011.... 333,915
    b Excess from 2012.... 363,585
    c Excess from 2013.... 331,625
    d Excess from 2014.... 442,620
    e Excess from 2015.... 412,155
    Form 990-PF (2015)
    Form 990-PF (2015)
    Page 10
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2015, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2015 (b) 2014 (c) 2013 (d) 2012
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    ELIZABETH DREWRY
    C/O GMA FOUNDATIONS 2 LIBERTY SQ
    STE 500
    BOSTON,MA02109
    (617) 426-7080
    EDREWRY@GMAFOUNDATIONS.COM
    bThe form in which applications should be submitted and information and materials they should include:
    APPLICATIONS MUST BE FILED ONLINE ON THE ORGANIZATION'S WEBSITE AND MUST INCLUDE THE FOLLOWING EXHIBITS: PERSONAL RESUMES OF THE PRINCIPAL ADMINISTRATOR OR ADMINISTRATORS OF THE SUBJECT PROJECT OR PROGRAM; AN ORGANIZATION-WIDE BUDGET AS WELL AS PROJECT/PROGRAM BUDGET (MUST USE THE AGM BUDGET TEMPLATE WHICH IS AVAILABLE FOR DOWNLOAD WITHIN THE ONLINE APPLICATION); A LIST OF THE OTHER SOURCES OF SUPPORT; CURRENT BOARD MEMBERSHIP WITH RELEVANT BACKGROUND AND AFFILIATIONS; IF YOUR ORGANIZATION HAS RECEIVED FUNDING WITHIN THE PAST FIVE YEARS, THE FINAL REPORT ON THAT GRANT MUST BE SUBMITTED WITH THE NEW REQUEST, EVEN IF IT HAS ALREADY BEEN SUBMITTED; AUDITED FINANCIAL STATEMENTS FOR THE TWO MOST RECENTLY COMPLETED FISCAL YEARS (IF YOUR ORGANIZATION IS REQUIRED TO CONDUCT SUCH AUDITS) OR THE APPLICANT'S IRS FORM 990 RETURNS FOR THE TWO MOST RECENTLY COMPLETED TAX YEARS.
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    THE FOUNDATION DOES NOT FUND THE GENERAL OPERATIONS OR CORE EDUCATIONAL PROGRAMS OF PUBLIC, PRIVATE, PAROCHIAL, OR CHARTER SCHOOLS. HOWEVER, SCHOOL-BASED PROGRAMS AND SERVICES THAT ARE NOT PART OF THE SCHOOL'S CORE CURRICULUM WILL BE CONSIDERED ON A CASE-BY-CASE BASIS. ELIGIBLE ACTIVITIES MAY INCLUDE: TUTORING; SUPPLEMENTAL ART, SPORTS, MUSIC OR ACADEMIC PROGRAMS; NON-ACADEMIC NEEDS SUCH AS MENTORING, COUNSELING, LEADERSHIP DEVELOPMENT OR NUTRITION PROGRAMS. IN GENERAL, GRANTS WILL NOT BE MADE FOR THE SUPPORT OF: INDIVIDUAL SUMMER PROGRAMS INDEPENDENT OF SUMMER FUND COLLABORATIVE; INDIVIDUAL CDC-SPONSORED LOW INCOME HOUSING DEVELOPMENT INITIATIVES; LEGAL SERVICES; PROGRAMS WHOSE CENTRAL FOCUS IS ADVOCACY; RELIGIOUS PROGRAMS; HOSPITALS; HIGHER EDUCATION; RESEARCH; SCHOLARSHIPS; FELLOWSHIPS; STUDENT LOANS OR TRAVEL; WRITING OR PUBLISHING OF BOOKS OR ARTICLES; CAMPAIGNS FOR ENDOWMENT FUNDS; PRODUCTION OF MASS MEDIA; OR EXPENSES RELATED TO CONFERENCES OR CONVENTIONS.
    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
    FRIENDSHIP WORKS INC
    105 CHAUNCY STREET
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    BOSTON LANDMARKS ORCHESTRA INC
    214 LINCOLN ST 331
    BOSTON,MA02134     		N/A PC PROGRAM SUPPORT 5,000
    DEAF INC
    215 BRIGHTON AVE
    ALLSTON,MA02134     		N/A PC PROGRAM SUPPORT 10,000
    NEIGHBORS WHO CARE INC
    174 MOODY STREET
    WALTHAM,MA02453     		N/A PC PROGRAM SUPPORT 7,500
    WELLMET PROJECT INC
    675 MASSACHUSETTS AVE
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 10,000
    3-21 FOUNDATION INC
    770 MASSACHUSETTS AVE 390191
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 7,500
    ADAPTIVE SPORTS NEW ENGLAND
    89 SOUTH ST 603
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    BIKES NOT BOMBS INC
    284 AMORY STREET
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 10,000
    LAWRENCE BOYS AND GIRLS CLUB INC
    136 WATER STREET
    LAWRENCE,MA01841     		N/A PC PROGRAM SUPPORT 20,000
    CAMBRIDGE COMMUNITY SERVICES
    99 BISHOP ALLEN DR 1
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 7,000
    THE CENTER FOR TEEN EMPOWERMENT
    384 WARREN STREET
    BOSTON,MA02119     		N/A PC PROGRAM SUPPORT 10,000
    EAST BOSTON ECUMENICAL COMMUNITY COUNCIL
    50 MERIDIAN STREET
    EAST BOSTON,MA02128     		N/A PC PROGRAM SUPPORT 10,000
    ELIZABETH STONE HOUSE INC
    8 NOTRE DAME ST
    ROXBURY,MA02119     		N/A PC PROGRAM SUPPORT 10,000
    FAMILIES FIRST PARENTING PROGRAMS INC
    9 GALEN ST STE 400
    WATERTOWN,MA02472     		N/A PC PROGRAM SUPPORT 10,000
    GIRLS INCORPORATED OF LYNN
    50 HIGH STREET
    LYNN,MA01902     		N/A PC PROGRAM SUPPORT 10,000
    INNERCITY WEIGHTLIFTING INC
    PO BOX 171313
    BOSTON,MA02117     		N/A PC PROGRAM SUPPORT 5,000
    LOUIS D BROWN PEACE INSTITUTE
    15 CHRISTOPHER ST
    DORCHESTER,MA02122     		N/A PC PROGRAM SUPPORT 10,000
    MASSACHUSETTS COALITION FOR OCCUPATIONAL SAFETY AND HEALTH
    1532B DORCHESTER AVE
    DORCHESTER,MA02122     		N/A PC PROGRAM SUPPORT 7,500
    NATIVITY PREPARATORY SCHOOL OF BOSTON INC
    39 LAMARTINE ST
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 10,000
    RAW ART WORKS INC
    37 CENTRAL SQUARE 2
    LYNN,MA01901     		N/A PC PROGRAM SUPPORT 7,500
    SAVE THE HARBOR SAVE THE BAY
    212 NORTHERN AVE 304
    BOSTON,MA02210     		N/A PC PROGRAM SUPPORT 5,000
    STRONG WOMEN STRONG GIRLS
    555 AMORY ST 3R
    BOSTON,MA02130     		N/A PC PROGRAM SUPPORT 7,500
    THE URBANO PROJECT
    29 GERMANIA ST
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 10,000
    FAMILY SERVICES OF THE MERRIMACK VALLEY
    430 N CANAL ST
    LAWRENCE,MA01840     		N/A PC PROGRAM SUPPORT 4,000
    THE CITY ON A HILL FOUNDATION INC
    58 CIRCUIT ST
    BOSTON,MA02119     		N/A PC PROGRAM SUPPORT 5,000
    BALLET THEATRE OF BOSTON INC
    400 HARVARD ST
    CAMBRIDGE,MA02138     		N/A PC PROGRAM SUPPORT 7,500
    BOSTON DEBATE LEAGUE
    54 CANAL ST
    BOSTON,MA02114     		N/A PC PROGRAM SUPPORT 10,000
    COACHING FOR CHANGE INC
    75 AMORY ST 3RD FLOOR
    BOSTON,MA02119     		N/A PC PROGRAM SUPPORT 7,500
    COMPANY ONE
    539 TREMONT ST
    BOSTON,MA02116     		N/A PC PROGRAM SUPPORT 10,000
    ELLIS MEMORIAL & ELDRIDGE HOUSE INC
    58 BERKELEY ST
    BOSTON,MA02116     		N/A PC PROGRAM SUPPORT 5,000
    ESPERANZA ACADEMY INC
    198 GARDEN ST
    LAWRENCE,MA01840     		N/A PC PROGRAM SUPPORT 10,000
    THE FOOD PROJECT INC
    10 LEWIS ST
    LINCOLN,MA01773     		N/A PC PROGRAM SUPPORT 7,500
    FRIENDS OF THE CHILDREN-BOSTON INC
    555 AMORY ST
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 10,000
    THIRD SECTOR NEW ENGLAND
    89 SOUTH ST
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    HORIZONS AT DEDHAM COUNTY DAY SCHOOL
    90 SANDY VALLEY RD
    DEDHAM,MA02026     		N/A PC PROGRAM SUPPORT 7,500
    OUR RESTORATIVE JUSTICE
    175 CABOT ST 100
    LOWELL,MA01854     		N/A PC PROGRAM SUPPORT 10,000
    RAISING A READER MASSACHUSETTS
    9 HAMILTON PL
    BOSTON,MA02108     		N/A PC PROGRAM SUPPORT 10,000
    SI SE PUEDE INC
    675 ESSEX ST
    LAWRENCE,MA01841     		N/A PC PROGRAM SUPPORT 10,000
    SQUASHBUSTERS
    795 COLUMBUS AVE
    ROXBURY,MA02120     		N/A PC PROGRAM SUPPORT 10,000
    ST MARY'S CENTER FOR WOMEN AND CHILDREN
    90 CUSHING AVE
    DORCHESTER,MA02125     		N/A PC PROGRAM SUPPORT 7,500
    UP WITH MUSIC INC
    1213 SALEM ST
    NORTH ANDOVER,MA01845     		N/A PC PROGRAM SUPPORT 6,500
    WEST END HOUSE BOYS & GIRLS CLUB
    105 ALLSTON STREET
    ALLSTON,MA02134     		N/A PC PROGRAM SUPPORT 15,000
    826 BOSTON INC
    3035 WASHINGTON ST
    ROXBURY,MA02119     		N/A PC PROGRAM SUPPORT 10,000
    ASSOCIATED GRANT MAKERS INC
    133 FEDERAL ST 802
    BOSTON,MA02110     		N/A PC PROGRAM SUPPORT 60,100
    BEYOND SOCCER INC
    60 ISLAND ST
    LAWRENCE,MA01840     		N/A PC PROGRAM SUPPORT 10,000
    BOSTON AREA RAPE CRISIS CENTER INC
    99 BISHOP ALLEN DR
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 10,000
    CAMBRIDGE COMMUNITY CENTER INC
    5 CALLENDER ST
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 10,000
    CASTLE SQUARE TENANTS ORGANIZATION INC
    476 TREMONT ST
    BOSTON,MA02116     		N/A PC PROGRAM SUPPORT 7,500
    EASTON CHILDREN'S MUSEUM INC
    9 SULLIVAN AVE
    NORTH EASTON,MA02356     		N/A PC PROGRAM SUPPORT 7,000
    HOUSING FAMILIES INC
    919 EASTERN AVE
    MALDEN,MA02148     		N/A PC PROGRAM SUPPORT 7,500
    HYDE SQUARE TASK FORCE
    351 CENTRE ST
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 10,000
    SAMARITANS INC
    41 WEST ST
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    SOCIEDAD LATINA INC
    1530 TREMONT ST
    ROXBURY,MA02120     		N/A PC PROGRAM SUPPORT 10,000
    TRANSITION HOUSE INC
    136 BISHOP ALLEN DR
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 10,000
    YOUTH AND FAMILIES ENRICHMENT SERVICES
    1234 HYDE PARK AVE
    HYDE PARK,MA02136     		N/A PC PROGRAM SUPPORT 10,000
    EDVESTORS
    140 CLARENDON ST
    BOSTON,MA02116     		N/A PC PROGRAM SUPPORT 27,500
    THEATRE ESPRESSO INC
    43 BOYNTON ST
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 7,500
    ACTOR'S SHAKESPEARE PROJECT INC
    191 HIGHLAND AVE 2B
    SOMERVILLE,MA02143     		N/A PC PROGRAM SUPPORT 10,000
    THE BASE
    11 WALNUT PARK
    ROXBURY,MA02119     		N/A PC PROGRAM SUPPORT 8,000
    BOYS & GIRLS CLUB OF BROCKTON INC
    233 WARREN AVE
    BROCKTON,MA02301     		N/A PC PROGRAM SUPPORT 15,000
    BOYS & GIRLS CLUB OF LYNN INC
    25 N COMMON ST
    LYNN,MA01902     		N/A PC PROGRAM SUPPORT 5,000
    BROOKVIEW HOUSE INC
    2 BROOKVIEW ST 1
    DORCHESTER,MA02124     		N/A PC PROGRAM SUPPORT 15,000
    ELIOT SCHOOL OF FINE AND APPLIED ARTS
    24 ELIOT ST
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 10,000
    GENERATIONS INCORPORATED
    25 KINGSTON ST
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    METROLACROSSE INC
    209 GREEN ST
    JAMAICA PLAIN,MA02130     		N/A PC PROGRAM SUPPORT 5,000
    MORE THAN WORDS INC
    242 E BERKELEY ST
    BOSTON,MA02118     		N/A PC PROGRAM SUPPORT 10,000
    NEIGHBORHOOD OF AFFORDABLE HOUSING INC
    143 BORDER ST
    EAST BOSTON,MA02128     		N/A PC PROGRAM SUPPORT 12,500
    SCHOOL ON WHEELS OF MASSACHUSETTS INC
    100 LAUREL ST 121
    EAST BRIDGEWATER,MA02333     		N/A PC PROGRAM SUPPORT 10,000
    SOCCER WITHOUT BORDERS BOSTON
    9 WATERHOUSE ST
    CAMBRIDGE,MA02138     		N/A PC PROGRAM SUPPORT 10,000
    TUTORING PLUS OF CAMBRIDGE INC
    225 WINDSOR ST
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 10,000
    YOUTH DEVELOPMENT ORGANIZATION
    15 UNION ST 563
    LAWRENCE,MA01840     		N/A PC PROGRAM SUPPORT 15,000
    BREAKTHROUGH CAMBRIDGE
    459 BROADWAY
    CAMBRIDGE,MA02138     		N/A PC PROGRAM SUPPORT 15,000
    ESSEX COUNTY COMMUNITY FOUNDATION
    175 ANDOVER ST
    DANVERS,MA01923     		N/A PC PROGRAM SUPPORT 20,000
    CHELSEA COLLABORATIVE
    318 BROADWAY
    CHELSEA,MA02150     		N/A PC PROGRAM SUPPORT 15,500
    ENGLISH AT LARGE INC
    800 CUMMINGS PARK DR 5550
    WOBURN,MA01801     		N/A PC PROGRAM SUPPORT 7,500
    HULL LIFESAVING MUSEUM INC
    1117 NANTASKET AVE
    HULL,MA02045     		N/A PC PROGRAM SUPPORT 10,000
    NORTH SHORE COMMUNITY DEVELOPMENT COALITION
    96 LAFAYETTE STREET
    SALEM,MA01970     		N/A PC PROGRAM SUPPORT 7,500
    SHELTER MUSIC BOSTON
    243 SYLVIA STREET
    ARLINGTON,MA02476     		N/A PC PROGRAM SUPPORT 5,000
    LAWRENCE COMMUNITY WORKS
    168 NEWBURY ST
    LAWRENCE,MA01841     		N/A PC PROGRAM SUPPORT 10,000
    ASIAN TASK FORCE AGAINST DOMESTIC VIOLENCE
    PO BOX 120108
    BOSTON,MA02112     		N/A PC PROGRAM SUPPORT 10,000
    CAREER COLLABORATIVE INC
    77 SUMMER ST
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    COMMUNITY LEGAL SERVICES & COUNSELING CENTER INC
    1 WEST ST
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 12,500
    LAWRENCE FAMILY DEVELOPMENT & EDUCATION FUND INC
    34 WEST STREET
    LAWRENCE,MA01841     		N/A PC PROGRAM SUPPORT 12,500
    COMPASS WORKING CAPITAL INC
    89 SOUTH ST STE 804
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    MUJERES UNIDAS AVANZANDO
    54 CLAYTON ST 1
    DORCHESTER,MA02122     		N/A PC PROGRAM SUPPORT 10,000
    ASIAN AMERICAN CIVIC ASSOCIATION INC
    87 TYLER ST
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    ASIAN WOMEN FOR HEALTH INC
    83 WALLACE ST
    SOMERVILLE,MA02144     		N/A PC PROGRAM SUPPORT 7,500
    BUDGET BUDDIES INC
    114 TURNPIKE RD 2D
    CHELMSFORD,MA01824     		N/A PC PROGRAM SUPPORT 10,000
    FAMILY NURTURING CENTER OF MASSACHUSETTS
    200 BOWDOIN ST
    DORCHESTER,MA02122     		N/A PC PROGRAM SUPPORT 10,000
    HOME SPACE INC
    1030 ELLICOTT ST
    BUFFALO,NY14209     		N/A PC PROGRAM SUPPORT 10,000
    JERICHO ROAD LAWRENCE INC
    3 GREAT POND RD
    NORTH ANDOVER,MA01845     		N/A PC PROGRAM SUPPORT 8,000
    QUINCY ASIAN RESOURCES INC
    1509 HANCOCK ST 209
    QUINCY,MA02169     		N/A PC PROGRAM SUPPORT 10,000
    BRIDGE FUND OF MASSACHUSETTS
    233 NEEDHAM ST
    NEWTON,MA02464     		N/A PC PROGRAM SUPPORT 15,000
    BRIDGE OVER TROUBLED WATERS INC
    47 WEST ST
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 10,000
    CASA ESPERANZA INC
    245 EUSTIS ST
    BOSTON,MA02119     		N/A PC PROGRAM SUPPORT 15,000
    HARBORCOV INC
    148 SHAWMUT ST
    CHELSEA,MA02150     		N/A PC PROGRAM SUPPORT 12,500
    INTERFAITH SOCIAL SERVICES INC
    105 ADAMS ST
    QUINCY,MA02169     		N/A PC PROGRAM SUPPORT 10,000
    LOVIN' SPOONFULS INC
    367 WESTERN AVE
    BOSTON,MA02135     		N/A PC PROGRAM SUPPORT 10,000
    MASSACHUSETTS AFFORDABLE HOUSING ALLIANCE
    1803 DORCHESTER AVE
    DORCHESTER,MA02124     		N/A PC PROGRAM SUPPORT 10,000
    REACH BEYOND DOMESTIC VIOLENCE INC
    PO BOX 540024
    WALTHAM,MA02454     		N/A PC PROGRAM SUPPORT 10,000
    BOSTON AREA GLEANERS INC
    240 BEAVER ST
    WALTHAM,MA02452     		N/A PC PROGRAM SUPPORT 17,500
    BREAD & ROSES HOUSING INC
    15 UNION ST
    LAWRENCE,MA01840     		N/A PC PROGRAM SUPPORT 15,000
    BREAD & ROSES INC
    15 UNION ST
    LAWRENCE,MA01840     		N/A PC PROGRAM SUPPORT 10,000
    CASA MYRNA VAZQUEZ INC
    38 WAREHAM ST 2ND FL
    BOSTON,MA02118     		N/A PC PROGRAM SUPPORT 10,000
    THE CHARITY GUILD INC
    501 MAIN ST
    BROCKTON,MA02301     		N/A PC PROGRAM SUPPORT 10,000
    DOVE INC
    PO BOX 690267
    QUINCY,MA02269     		N/A PC PROGRAM SUPPORT 15,000
    EMH RECOVERY INC
    678 N MAIN ST
    BROCKTON,MA02301     		N/A PC PROGRAM SUPPORT 15,000
    MASSACHUSETTS COALITION FOR THE HOMELESS
    73 BUFFUM ST
    LYNN,MA01902     		N/A PC PROGRAM SUPPORT 7,500
    FRIENDS OF BOSTON HOMELESS INC
    12 WISE ST
    BOSTON,MA02130     		N/A PC PROGRAM SUPPORT 7,500
    ON THE RISE INC
    341 BROADWAY
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 5,000
    WOMEN'S EDUCATIONAL CENTER INC
    46 PLEASANT ST
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 5,000
    HEARTH INC
    1640 WASHINGTON ST
    BOSTON,MA02118     		N/A PC PROGRAM SUPPORT 10,000
    MISSION OF DEEDS
    6 CHAPIN AVE
    READING,MA01867     		N/A PC PROGRAM SUPPORT 15,000
    THE NEIGHBORHOOD DEVELOPERS
    4 GERRISH AVE
    CHELSEA,MA02150     		N/A PC PROGRAM SUPPORT 15,000
    LOCAL INITIATIVES SUPPORT CORPORATION
    75 KNEELAND ST
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 60,000
    COMMUNITY ARTS CENTER INC
    119 WINDSOR ST 6
    CAMBRIDGE,MA02139     		N/A PC PROGRAM SUPPORT 50,000
    EDUCATIONAL DEVELOPMENT GROUP INC
    434 MASSACHUSETTS AVE
    BOSTON,MA02118     		N/A PC PROGRAM SUPPORT 50,000
    SILVER LINING MENTORING
    727 ATLANTIC AVE
    BOSTON,MA02111     		N/A PC PROGRAM SUPPORT 36,000
    GRANADA HOUSE
    70 ADAMSON ST
    ALLSTON,MA02134     		N/A PC PROGRAM SUPPORT 500
    HALEY HOUSE INC
    23 DARTMOUTH ST
    BOSTON,MA02116     		N/A PC PROGRAM SUPPORT 500
    JUSTICE RESOURCE INSTITUTE
    160 GOULD ST STE 300
    NEEDHAM,MA02494     		N/A PC PROGRAM SUPPORT 500
    Total .................................bullet 3a 1,393,600
    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....     14 864,293  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6
    Net rental income or (loss) from personal property     		         
    7 Other investment income.....          
    8
    Gain or (loss) from sales of assets other than inventory ............     		    18 963,561  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue:
    aK-1 PASSTHROUGH FROM GMO FORESTRY FUND 8-B LP     		    14 -7,245  
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 1,820,609 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,820,609
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2015)
    Form 990-PF (2015)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If "Yes," complete the following schedule.

    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


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


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2015 AccountingFeesSchedule
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING SERVICES 12,875 0   12,875

    TY 2015 InvestmentsOtherSchedule2
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    MUTUAL FUNDS FMV 22,282,383 22,282,383
    GMO FORESTRY FUND 8-B LP AT COST 199,663 199,663

    TY 2015 LegalFeesSchedule
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL SERVICES 1,879 0   1,879


    TY 2015 OtherAssetsSchedule
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    FEDERAL EXCISE TAX RECEIVABLE 343    
    DEFERRED EXCISE TAXES ON UNREALIZED GAINS 4,418    
    PREPAID EXCISE TAXES   18,721 18,721


    TY 2015 OtherDecreasesSchedule
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Description Amount
    UNREALIZED LOSS ON INVESTMENTS 1,066,988
    BOOK/TAX REPORTING DIFFERENCES DUE TO K-1 42,051


    TY 2015 OtherExpensesSchedule
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    OFFICE SUPPLIES 1,402 0   1,402
    POSTAGE 1,885 0   1,885
    BANK CHARGES 170 0   170
    REGISTRATION AND FILING FEES 265 0   265
    WEBSITE HOSTING 125 0   125


    TY 2015 OtherIncomeSchedule2
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    K-1 PASSTHROUGH FROM GMO FORESTRY FUND 8-B LP -7,245 -7,245 -7,245


    TY 2015 OtherProfessionalFeesSchedule
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT MANAGEMENT 2,566 2,566   0
    GRANT ADMINISTRATION 84,711 0   84,711
    CONSULTANT 1,000 0   1,000


    TY 2015 TaxesSchedule
    Name:
    CLIPPER SHIP FOUNDATION INC
    EIN:
    04-2687384
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FEDERAL EXCISE TAX 22,409 0   0