TY 2018 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Trust Treated as Private Foundation

Do not enter social security numbers on this form as it may be made public.
bullet

Go to www.irs.gov/Form990PF for instructions and the latest information.

OMB No. 1545-0052

2018

Open to Public Inspection

For calendar year 2018, or tax year beginning 01-01-2018 , and ending 12-31-2018

Name of foundation
THOMAS H & BARBARA W GALE FNDTN

Number and street (or P.O. box number if mail is not delivered to street address)1111 SUPERIOR AVE RM/STE 700
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
CLEVELAND, OH44114

A Employer identification number

34-1813012

B Telephone number (see instructions)

(216) 363-6489

C If exemption application is pending, check here bullet

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address change Name change

D 1. Foreign organizations, check here............. bullet

2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet

E If private foundation status was terminated
under section 507(b)(1)(A), check here ....... bullet

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trust Other taxable private foundation

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ....... bullet

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) bullet

$8,576,125J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

	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	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check .............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities...	187,852		187,852
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		36,372
b	Gross sales price for all assets on line 6a 760,337
7	Capital gain net income (from Part IV, line 2)...			36,372
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).......
12	Total. Add lines 1 through 11........	224,224		224,224
13	Compensation of officers, directors, trustees, etc.	0		0	0
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		9,650	0	9,650
c	Other professional fees (attach schedule)....		40,609	39,000	1,609
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		3,763	61	0
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		2,293	2,093	200
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	56,315		41,154	11,459
25	Contributions, gifts, grants paid.......	456,150			456,150
26	Total expenses and disbursements. Add lines 24 and 25	512,465		41,154	467,609
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-288,241
b	Net investment income (if negative, enter -0-)			183,070
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2018)

Form 990-PF (2018)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............	445	2,132	2,132
	2	Savings and temporary cash investments.........	109,388	191,589	191,589
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	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)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)	126,789	221,172	221,424
	b	Investments—corporate stock (attach schedule).......	4,742,105	4,540,452	7,597,070
	c	Investments—corporate bonds (attach schedule).......	398,499	327,370	320,058
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	437,976	244,100	243,852
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	5,815,202	5,526,815	8,576,125
	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 )
	23	Total liabilities (add lines 17 through 22).........	0	0
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted..................
	25	Temporarily restricted...............
	26	Permanently restricted...............
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds........	4,377,912	4,377,912
	28	Paid-in or capital surplus, or land, bldg., and equipment fund	0	0
	29	Retained earnings, accumulated income, endowment, or other funds	1,437,290	1,148,903
	30	Total net assets or fund balances (see instructions).....	5,815,202	5,526,815
	31	Total liabilities and net assets/fund balances (see instructions).	5,815,202	5,526,815

Part III

Analysis of Changes in Net Assets or Fund Balances

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) ...............

5,815,202

Enter amount from Part I, line 27a .....................

-288,241

Other increases not included in line 2 (itemize) bullet

Add lines 1, 2, and 3 ..........................

5,526,961

Decreases not included in line 2 (itemize) bullet

146

Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .

5,526,815

Form 990-PF (2018)

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	(d) Date sold (mo., day, yr.)
1 a	US TRUST #8683-SEE ATTACHED STMT 11		2018-12-31
b	US BANK #3700-SEE ATTACHED STMT 12		2018-12-31
c	US BANK #3700-SEE ATTACHED STMT 13		2018-12-31
d	SECURITIES LITIGATION SETTLEMENT		2018-12-31
e	CAPITAL GAINS DIVIDENDS	P

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	191,789	193,876	-2,087
b	216,335	244,017	-27,682
c	347,563	286,072	61,491
d	411		411
e	4,239		4,239

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			-2,087
b			-27,682
c			61,491
d			411
e			4,239

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	36,372
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 ...................		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? Yes No

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))
2017	425,856	8,732,471	0.048767
2016	414,432	8,042,299	0.051532
2015	425,477	8,424,806	0.050503
2014	396,785	8,399,806	0.047237
2013	334,915	7,731,314	0.043319

Total of line 1, column (d) .....................

0.241358

Average distribution ratio for the 5-year base period—divide the total on line 2 by 5.0, or by the number of years the foundation has been in existence if less than 5 years ......

0.048272

Enter the net value of noncharitable-use assets for 2018 from Part X, line 5......

9,325,705

Multiply line 4 by line 3......................

450,170

Enter 1% of net investment income (1% of Part I, line 27b)...........

1,831

Add lines 5 and 6........................

452,001

Enter qualifying distributions from Part XII, line 4,.............

467,609

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 (2018)

Page 4

Part VI

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Domestic foundations that meet the section 4940(e) requirements in Part V, check	1	1,831
	hereand 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	1,831
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	1,831
6	Credits/Payments:

a	2018 estimated tax payments and 2017 overpayment credited to 2018	6a	2,478
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c	1,200
d	Backup withholding erroneously withheld ...........	6d	0

7	Total credits and payments. Add lines 6a through 6d..............		7	3,678
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	0
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	1,847
11	Enter the amount of line 10 to be: Credited to 2019 estimated tax1,847	Refunded	11	0

Part VII-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions

for definition).................................

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.

Did the foundation file Form 1120-POL for this year?.....................

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

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. bullet

$ 0

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

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....

Did the foundation have unrelated business gross income of $1,000 or more during the year?........

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

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?................

Yes

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..................................

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

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 . Click to see attachment

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 2018 or the taxable year beginning in 2018? See the instructions for Part XIV.

If "Yes," complete Part XIV .............................

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

Form 990-PF (2018)

Page 5

Part VII-A

Statements Regarding Activities (continued)

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 .............

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.................

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address bullet

N/A

The books are in care of bullet

JOSEPH P KOVALCHECK JR Telephone no. bullet

(216) 363-6489

Located at bullet

1111 SUPERIOR AVE 700CLEVELANDOH ZIP+4 bullet

44114

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here ......... bullet

and enter the amount of tax-exempt interest received or accrued during the year ........ bullet

16 At any time during calendar year 2018, 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 the instructions for exceptions and filing requirements for FinCEN Form 114. 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

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? YesNo

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person?......................YesNo

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? YesNo

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? YesNo

(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)?...............YesNo

(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.).......YesNo

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 ........

Organizations relying on a current notice regarding disaster assistance check here........ bullet

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 2018?.............

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)):

At the end of tax year 2018, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2018?.............YesNo

If "Yes," list the years bullet

20, 20, 20, 20

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.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year?......................YesNo

If "Yes," did it have excess business holdings in 2018 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 2018.)..................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

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 2018?

Form 990-PF (2018)

Page 6

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required (continued)

During the year did the foundation pay or incur any amount to:

Yes

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? YesNo

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive?.............YesNo

(3) Provide a grant to an individual for travel, study, or other similar purposes? YesNo

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 4945(d)(4)(A)? See instructions................YesNo

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals?.....YesNo

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 ......

Organizations relying on a current notice regarding disaster assistance check here......... bullet

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?..........YesNo

If "Yes," attach the statement required by Regulations section 53.4945–5(d).

Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on

a personal benefit contract?.....................YesNo

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....

If "Yes" to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? YesNo

If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....

Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or

excess parachute payment during the year? .................YesNo

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
BARBARA W GALE	PRESIDENT 1.00	0	0	0
1111 SUPERIOR AVE STE 700 CLEVELAND,OH44114	PRESIDENT 1.00	0	0	0
THOMAS H GALE	VICE-PRES. 1.00	0	0	0
1111 SUPERIOR AVE STE 700 CLEVELAND,OH44114	VICE-PRES. 1.00	0	0	0
ALICIA W GALE	VICE-PRES #2 0.10	0	0	0
1111 SUPERIOR AVE STE 700 CLEVELAND,OH44114	VICE-PRES #2 0.10	0	0	0
ELIZABETH A GALE	TREASURER 0.10	0	0	0
1111 SUPERIOR AVE STE 700 CLEVELAND,OH44114	TREASURER 0.10	0	0	0
JENNIFER G MANTZARIS	SECRETARY 0.10	0	0	0
1111 SUPERIOR AVE STE 700 CLEVELAND,OH44114	SECRETARY 0.10	0	0	0

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...................				0

Form 990-PF (2018)

Page 7

Part VIII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors (continued)

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
NONE

Total number of others receiving over $50,000 for professional services............. bullet

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.	Expenses
1


2


3


4

Part IX-B

Summary of Program-Related Investments (see instructions)

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.	Amount
1


2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... bullet

Form 990-PF (2018)

Page 8

Part X

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,see instructions.)

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

9,246,300

Average of monthly cash balances.......................

221,421

Fair market value of all other assets (see instructions)................

Total (add lines 1a, b, and c).........................

9,467,721

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

9,467,721

Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see

instructions) .............................

142,016

Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4

9,325,705

Minimum investment return. Enter 5% of line 5..................

466,285

Part XI

Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here bullet

and do not complete this part.)

Minimum investment return from Part X, line 6....................

466,285

Tax on investment income for 2018 from Part VI, line 5......

1,831

Income tax for 2018. (This does not include the tax from Part VI.)...

Add lines 2a and 2b............................

1,831

Distributable amount before adjustments. Subtract line 2c from line 1............

464,454

Recoveries of amounts treated as qualifying distributions................

Add lines 3 and 4............................

464,454

Deduction from distributable amount (see instructions).................

Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...

464,454

Part XII

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

467,609

Program-related investments—total from Part IX-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4

467,609

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.................

1,831

Adjusted qualifying distributions. Subtract line 5 from line 4..............

465,778

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 (2018)

Page 9

Part XIII

Undistributed Income (see instructions)

	(a) Corpus	(b) Years prior to 2017	(c) 2017	(d) 2018
1 Distributable amount for 2018 from Part XI, line 7				464,454
2 Undistributed income, if any, as of the end of 2018:
a Enter amount for 2017 only.......			374,591
b Total for prior years:20, 20, 20		0
3 Excess distributions carryover, if any, to 2018:
a From 2013......
b From 2014......
c From 2015......
d From 2016......
e From 2017......
fTotal of lines 3a through e........	0
4Qualifying distributions for 2018 from Part
XII, line 4: $ 467,609
a Applied to 2017, but not more than line 2a			374,591
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 2018 distributable amount.....				93,018
e Remaining amount distributed out of corpus	0
5 Excess distributions carryover applied to 2018.	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	0
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 2017. Subtract line 4a from line 2a. Taxable amount—see instructions .............			0
f Undistributed income for 2018. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2019 ..........				371,436
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
8 Excess distributions carryover from 2013 not applied on line 5 or line 7 (see instructions) ...	0
9Excess distributions carryover to 2019. Subtract lines 7 and 8 from line 6a ......	0
10 Analysis of line 9:
a Excess from 2014....
b Excess from 2015....
c Excess from 2016....
d Excess from 2017....
e Excess from 2018....

Form 990-PF (2018)

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 2018, enter the date of the ruling....... bullet

b Check box to indicate whether the organization is a private operating foundation described in section4942(j)(3) or4942(j)(5)

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) 2018	(b) 2017	(c) 2016	(d) 2015	(e) Total

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 foundation 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

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions

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 (2018)

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)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
SEE ATTACHED STMT 14 SEE SCHEDULE SEE SCHEDULE,OH44114	N/A	PUBLIC	SEE SCHEDULE	456,150
Total ................................. 3a				456,150

bApproved for future payment

Total ................................. 3b				0

Form 990-PF (2018)

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	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments....
3 Interest on savings and temporary cash investments ...........			14
4 Dividends and interest from securities....			14	187,852
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	36,372
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..		0		224,224	0

13Total. Add line 12, columns (b), (d), and (e)..................

224,224

(See worksheet in line 13 instructions to verify calculations.)

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	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 (2018)

Page 13

Part XVII

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?

Yes

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash...................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements...........................

1b(4)

(5) Loans or loan guarantees.............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

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

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........Yes No

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.
				May the IRS discuss this return with the preparer shown below (see instr.)? Yes No
	Signature of officer or trustee	Date	Title

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name				Firm's EIN
	Firm's address				Phone no.

Form 990-PF (2018)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2018 AccountingFeesSchedule

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
M+N ADVISORY SERVICES LLC	9,650	0		9,650

- TIN:

TY 2018 ExplnOfNonFilingWithAGStmt

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Statement:

THE OHIO ATTORNEY GENERAL REQUESTS THAT OHIO FOUNDATIONS FILE AN ANNUAL REPORT ONLINE WITH THE ATTORNEY GENERAL'S OFFICE IN LIEU OF SENDING A COPY OF THE FEDERAL TAX RETURN, FORM 990-PF. THE THOMAS H. & BARBARA W. GALE FOUNDATION HAS COMPLIED WITH THIS REQUEST.

- TIN:

TY 2018 InvestmentsCorpBondsSchedule

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Name of Bond	End of Year Book Value	End of Year Fair Market Value
BANK OF AMERICA CORP 4.0% 4-1-24	21,138	20,111
BANK OF MONTREAL 1.4% 4-10-18	19,977	19,990
BANK OF NOVA SCOTIA 2.45% 9-19-22	21,711	21,241
BOSTON PROPERTIES LP	11,957	12,269
COMCAST CORP 3.6% 3-1-24	20,734	20,048
GILEAD SCIENCES 2.55% DUE 9/1/20	21,908	21,822
HSBC HOLDINGS PLC 4.0% 3-30-22	20,843	20,261
INTERCONTINENTAL EXCH 3.75% 12-1-25	20,832	20,124
JP MORGAN CHASE 4.4% 7-22-20	20,763	20,362
MEDTRONIC GLOBAL HOLDINGS 1.7% DUE 3/28/19	20,878	20,946
ORACLE CORP 2.625% 2-15-23	21,932	21,457
SIMON PPTY GROUP 3.375% 12-1-27	21,799	21,054
UNITED HEALTH GROUP, INC. 3.75% 7-15-25	20,914	20,245
US BANCORP 3.1% 4-27-26	20,784	19,885
WELLS FARGO CO 3.5% 3-8-22	20,638	19,933
WESTPAC BANKING CORP 4.875% 11-19-19	20,562	20,310

- TIN:

TY 2018 InvestmentsCorpStockSchedule

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Name of Stock	End of Year Book Value	End of Year Fair Market Value
3M CO.	87,060	190,540
3M CO.	28,904	66,689
ACCENTURE PLC, CLASS A	16,857	38,778
ADOBE SYS INC	24,278	45,248
ALPHABET INC CLASS A	37,081	125,395
ALPHABET INC CLASS A	7,640	15,674
ALPHABET INC CLASS C	7,595	15,534
ALPHABET INC CLASS C	36,846	124,273
AMAZON COM INC	29,151	45,059
AMERICAN WATER WORKS CO., INC.	18,023	47,654
ANALOG DEVICES INC	20,600	28,324
APPLE, INC.	43,147	83,602
AUTOMATIC DATA PROCESSING, INC.	69,750	183,568
BANK OF AMERICA CORP.	30,325	49,280
BECTON DICKINSON & CO.	45,157	45,064
BECTON DICKINSON & CO.	91,802	270,384
BOSTON SCIENTIFIC CORP	33,024	41,525
BROADCAM CORP., CLASS A	23,761	57,213
CELGENE CORP.	54,549	44,863
CERNER CORP.	84,548	115,368
CHEVRON CORP.	92,923	93,015
CHUBB LIMITED	38,681	45,213
CHURCH & DWIGHT, INC.	98,643	197,280
CINTAS CORP	20,429	29,398
CISCO SYSTEMS INC	121,627	190,652
CISCO SYSTEMS INC	26,866	49,830
CME GROUP INC	48,553	56,436
CONOCOPHILLIPS	127,385	112,230
COSTCO WHOLESALE CORP	28,885	40,742
COSTCO WHOLESALE CORP.	101,418	193,524
CROWN CASTLE INTL. CORP.	23,044	43,452
CVS HEALTH CORP	26,753	34,398
DANAHER CORP.	20,032	48,982
DISCOVER FINL SVCS	44,441	39,811
DISNEY, WALT CO.	57,640	133,773
DOVER CORP.	60,375	127,710
DU PONT E.I. DE NEMOURS & CO.	23,454	32,516
ECOLAB, INC.	107,930	176,820
EOG RESOURCES INC	19,987	15,262
EXXON MOBIL CORP.	33,957	30,685
FACEBOOK INC CL A	18,528	18,353
FORTIVE CORP	15,778	28,755
GENERAL DYNAMICS CORP.	77,140	172,931
HOME DEPOT, INC.	144,708	184,707
HOME DEPOT, INC.	38,974	85,910
HONEYWELL INTL INC	36,474	33,030
ILLINOIS TOOL WORKS, INC.	19,592	50,676
INTUIT	32,057	59,055
J.P. MORGAN CHASE & CO.	38,758	87,858
JOHNSON & JOHNSON	89,817	193,575
JOHNSON & JOHNSON	26,647	54,846
KINDER MORGAN INC	100,417	41,526
KRAFT HEINZ CORP	122,858	73,168
LAUDER, ESTEE CO INC CL A	27,559	58,545
LOCKHEED MARTIN CORP.	98,307	222,564
MCDONALDS CORP.	116,675	213,084
MICROCHIP TECHNOLOGY, INC.	69,771	186,992
MICROSOFT CORP.	18,203	68,560
MICROSOFT CORP.	139,432	233,611
NESTLE SA SPNSRD. ADR	92,690	114,558
NESTLE SA SPNSRD. ADR	21,510	28,336
NEXTERA ENERGY INC	25,492	26,073
NOVARTIS AG SPNSRD. ADR	103,113	154,458
PEPSICO, INC.	107,485	171,244
PFIZER, INC.	19,635	43,650
PFIZER, INC.	86,086	187,695
PROCTER & GAMBLE CO.	81,719	110,304
PROLOGIS INC	39,295	44,040
ROCHE HLDG. LTD. SPNSRD. ADR	39,474	63,403
ROYAL DUTCH SCHELL PLC	17,454	18,938
SALESFORCE COM INC	29,538	44,515
SCHLUMBERGER LTD.	121,372	61,336
STARBUCKS CORP.	84,714	180,320
SUNTRUST BKS	43,760	46,657
T ROWE PRICE GROUP INC	18,055	20,772
TELEFLEX INC	24,166	25,848
TJX COS., INC.	24,631	49,214
UNION PACIFIC CORP.	22,549	55,292
UNION PACIFIC CORP.	83,597	221,168
UNITED HEALTH GROUP, INC.	20,262	99,648
UNITED TECHNOLOGIES CORP.	21,152	23,958
UNITED TECHNOLOGIES CORP.	92,850	122,452
VERTEX PHARMACEUTICALS. INC.	58,973	149,139
VISA, INC. CLASS A	18,575	52,776
WEYERHAEUSER CO.	81,787	63,394
APERGY CORP	15,702	24,372

- TIN:

TY 2018 InvestmentsGovtObligationsSch

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

US Government Securities - End of Year Book Value:

221,172

US Government Securities - End of Year Fair Market Value:

221,424

State & Local Government Securities - End of Year Book Value:

State & Local Government Securities - End of Year Fair Market Value:

- TIN:

TY 2018 InvestmentsOtherSchedule2

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
COLUMBIA ST BOND FUND	AT COST	244,100	243,852

- TIN:

TY 2018 OtherDecreasesSchedule

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Description	Amount
MISC ADJ TO CAPITAL	146

- TIN:

TY 2018 OtherExpensesSchedule

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
FOREIGN DIVD. INV. FEES	2,093	2,093		0
OHIO FILING FEE	200	0		200

- TIN:

TY 2018 OtherProfessionalFeesSchedule

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Category	Amount	Net Investment Income	Disbursements for Charitable Purposes
HORN, DANIEL L.	6,062	4,453	1,609
1919 INVESTMENT COUNSEL - INV. MGMT FEE	20,051	20,051	0
U.S. TRUST - INV. MGMT. FEE	11,249	11,249	0
U.S. BANK-INV. MGMT. FEE	3,247	3,247	0

- TIN:

TY 2018 TaxesSchedule

Name:

THOMAS H & BARBARA W GALE FNDTN

EIN:

34-1813012

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
EXCISE TAXES	3,702	0		0
FOREIGN DIVIDEND TAXES	61	61		0