Form990-PF
Click to see attachment

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.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0052
2019
Open to Public Inspection
For calendar year 2019, or tax year beginning 07-01-2017 , and ending 06-30-2018
Name of foundation
THE ALLEMALL FOUNDATION INC
 
Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 25
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
LIBERTYTOWN, MD21762
A Employer identification number

20-0514500
B Telephone number (see instructions)

(301) 694-8444
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ... 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$25,875,583J Accounting method:
MODIFIED CASH
(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) 385,559
2 Check bullet.............
3 Interest on savings and temporary cash investments 5,998 5,998 5,998
4 Dividends and interest from securities... 1,515 1,515 1,515
5a Gross rents............ 618,402 618,402 618,402
b Net rental income or (loss) 262,518
6a Net gain or (loss) from sale of assets not on line 10 1,289
b Gross sales price for all assets on line 6a 125,970
7 Capital gain net income (from Part IV, line 2)... 1,289
8 Net short-term capital gain......... 1,289
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 235,602    
12 Total. Add lines 1 through 11........ 1,248,365 627,204 627,204
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc.        
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 10,450     10,450
c Other professional fees (attach schedule).... Click to see attachment 10,000     10,000
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 7,422 5,053   2,369
19 Depreciation (attach schedule) and depletion... Click to see attachment 130,735 91,235  
20 Occupancy..............        
21 Travel, conferences, and meetings....... 150     150
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see list of attachments 306,862 271,572   22,860
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 465,619 367,860   45,829
25 Contributions, gifts, grants paid....... 164,700 164,700
26 Total expenses and disbursements. Add lines 24 and 25 630,319 367,860   210,529
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 618,046
b Net investment income (if negative, enter -0-) 259,344
c Adjusted net income (if negative, enter -0-)... 627,204
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2019)
Form 990-PF (2019)
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............. 465,953 1,336,939 1,329,839
2 Savings and temporary cash investments......... 1,490,420 560,027 560,027
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) bullet301,435
Less: allowance for doubtful accounts bullet   215,396 Click to see attachment301,435 301,435
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges.......... 704 704 704
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 94,677 Click to see attachment235,639 249,170
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis bullet6,922,152
Less: accumulated depreciation (attach schedule) bullet1,486,175 5,541,395 Click to see attachment5,435,977 12,298,968
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 117,192 Click to see attachment294,498 10,605,562
14 Land, buildings, and equipment: basis bullet648,464
Less: accumulated depreciation (attach schedule) bullet135,907 534,369 Click to see attachment512,557 512,557
15 Other assets (describe bullet) Click to see attachment18,914 Click to see attachment17,321 Click to see attachment17,321
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 8,479,020 8,695,097 25,875,583
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)...... 4,924,096 Click to see attachment4,522,128
22 Other liabilities (describe bullet) Click to see attachment37,654 Click to see attachment37,653
23 Total liabilities (add lines 17 through 22)......... 4,961,750 4,559,781
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions...........    
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds 3,517,270 4,135,316
29 Total net assets or fund balances (see instructions)..... 3,517,270 4,135,316
30 Total liabilities and net assets/fund balances (see instructions). 8,479,020 8,695,097
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 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
3,517,270
2
Enter amount from Part I, line 27a .....................
2
618,046
3
Other increases not included in line 2 (itemize) bullet
3
 
4
Add lines 1, 2, and 3 ..........................
4
4,135,316
5
Decreases not included in line 2 (itemize) bullet
5
 
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
4,135,316
Form 990-PF (2019)
Form 990-PF (2019)
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 200 SHS ANADARKO PETE CORP P 2017-05-08 2017-08-11
b 300 SHS APACHE OIL P 2017-05-08 2017-08-11
c 2000 SHS CHESAPEAKE ENERGY CORP P 2017-05-08 2017-08-11
d 500 SHS PRICE T ROW GROUP P 2017-04-05 2017-08-11
e 5000 SHS RITE AID CORP P 2017-08-02 2017-08-11
300 SHS STARBUCKS CORP P 2017-08-02 2017-08-11
1000 SHS TWITTER INC P 2017-08-02 2017-08-11
500 SHS UNDER ARMOUR INC P 2017-05-08 2017-08-11
(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 8,837   10,303 -1,466
b 13,215   14,637 -1,422
c 8,720   11,098 -2,378
d 41,575   34,033 7,542
e 11,575   11,495 80
16,321   16,170 151
16,105   16,720 -615
9,622   10,225 -603
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       -1,466
b       -1,422
c       -2,378
d       7,542
e       80
      151
      -615
      -603
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 1,289
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 1,289
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))
2018 1,296,430 14,162,566 0.09154
2017 178,455 9,162,371 0.01948
2016 382,389 6,562,483 0.05827
2015 343,557 7,107,117 0.04834
2014 142,753 2,955,085 0.04831
2
Total of line 1, column (d) .....................
2
0.265933
3
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 ......
3
0.053187
4
Enter the net value of noncharitable-use assets for 2019 from Part X, line 5......
4
20,350,839
5
Multiply line 4 by line 3......................
5
1,082,400
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
2,593
7
Add lines 5 and 6........................
7
1,084,993
8
Enter qualifying distributions from Part XII, line 4,.............
8
210,529
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 (2019)
Form 990-PF (2019)
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 Bullet and enter “N/A" on line 1. Bracket includes lines 1a and 1b
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 5,187
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  
3 Add lines 1 and 2........................... 3 5,187
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 5,187
6 Credits/Payments:
a 2019 estimated tax payments and 2018 overpayment credited to 2019 6a 5,248
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 5,248
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 61
11 Enter the amount of line 10 to be: Credited to 2020 estimated taxBullet61 RefundedBullet 11  
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$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
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
 
No
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)
    bulletMD
    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 2019 or the taxable year beginning in 2019? See the 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 (2019)
    Form 990-PF (2019)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement. See instructions.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletN/A
    14
    The books are in care ofbulletEDWARD D SCOTT EXEC DIR Telephone no.bullet (301) 694-8444

    Located atbullet117 W PATRICK STREETFREDERICKMD ZIP+4bullet21701
    15
    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
    15
     
    16 At any time during calendar year 2019, 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
    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 2019?.............
    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 2019, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2019?.............
    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
     
    No
    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 2019 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 2019.)..................
    3b
     
    No
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2019?
    4b
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    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:
    Yes
    No
    (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
     
    No
    .........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
     
    No
    8
    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? .................
    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
    EDWARD D SCOTT Chairman
    5.00     		0    
    6224 NEW LONDON ROAD
    NEW MARKET,MD21774
    CATHERINE D SCOTT Secretary
    2.00     		0    
    3010 S KANNER HIGHWAY
    STUART,FL34994
    JULIA SOISTMAN President
    5.00     		0    
    8798 SE RIVERFRONT TERRACE
    TEQUESTA,FL33469
    KRISTEN PROCTER Director
    0.00     		0    
    950 BLACK POINT CLOSE
    SEA RANCH,CA95497
    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  
    Form 990-PF (2019)
    Form 990-PF (2019)
    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 WATER TO TABLE/WILLIAMS AQUAPONICS PROJECT -- ACTIVELY BUILDING AND MAINTAINING AQUAPONIC FACILITIES, AS WELL AS ORGANIC FARMING; USED AS TEACHING RESOURCES FOR AG STUDENTS CURRENTLY. 22,686
    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 (2019)
    Form 990-PF (2019)
    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
    81,463
    b
    Average of monthly cash balances.......................
    1b
    1,895,450
    c
    Fair market value of all other assets (see instructions)................
    1c
    23,205,965
    d
    Total (add lines 1a, b, and c).........................
    1d
    25,182,878
    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
    4,522,128
    3
    Subtract line 2 from line 1d.........................
    3
    20,660,750
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    309,911
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    20,350,839
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    1,017,542
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    1,017,542
    2a
    Tax on investment income for 2019 from Part VI, line 5......
    2a
    5,187
    b
    Income tax for 2019. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    5,187
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,012,355
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    1,012,355
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    1,012,355
    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
    210,529
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    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
    210,529
    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
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    210,529
    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 (2019)
    Form 990-PF (2019)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2018     		(c)
    2018     		(d)
    2019
    1 Distributable amount for 2019 from Part XI, line 7 1,012,355
    2 Undistributed income, if any, as of the end of 2019:
    a Enter amount for 2018 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2019:
    a From 2014......  
    b From 2015......  
    c From 2016......  
    d From 2017......  
    e From 2018...... 373,691
    fTotal of lines 3a through e........ 373,691
    4Qualifying distributions for 2019 from Part
    XII, line 4: bullet$ 210,529
    a Applied to 2018, but not more than line 2a  
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2019 distributable amount..... 210,529
    e Remaining amount distributed out of corpus  
    5 Excess distributions carryover applied to 2019. 373,691 373,691
    (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  
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		 
    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......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		 
    e Undistributed income for 2018. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2019. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2020 ..........     		428,135
    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) .......     		 
    8 Excess distributions carryover from 2014 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2020.
    Subtract lines 7 and 8 from line 6a ......     		 
    10 Analysis of line 9:
    a Excess from 2015....  
    b Excess from 2016....  
    c Excess from 2017....  
    d Excess from 2018....  
    e Excess from 2019....  
    Form 990-PF (2019)
    Form 990-PF (2019)
    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 2019, 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) 2019 (b) 2018 (c) 2017 (d) 2016
             
    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).)
    EDWARD D SCOTT
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or email address of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2019)
    Form 990-PF (2019)
    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
    WIDECAST LAST
    1348 RUSTICVIEW DRIVE
    BALLWIN,MO63011     		NONE PC GRANT 12,000
    FONKOZE USA
    1718 CONNECTICUT AVENUE NW STE 201
    WASHINGTON,DC20009     		NONE PC GRANT 3,000
    PARTNERS IN HEALTH
    888 COMMONWEALTH AVENUE 3RD FLOOR
    BOSTON,MA02215     		NONE PC GRANT 3,000
    VILLAGE OF HOPE INC
    300 EAST YAMATO ROAD
    BOCA RATON,FL33431     		NONE PC GRANT 15,000
    VERONICA EWING
    2701 RECORD ROAD
    KINGSVILLE,MD21128     		NONE I SCHOLARSHIP 2,000
    CORYNN BRICKER
    306 UPLANDS WAY
    SOUTH LAKE TAHOE,CA96150     		NONE I SCHOLARSHIP 3,000
    ANDREW FISHER
    4536 ILLICIUM DRIVE
    PALM BEACH GARDENS,FL33418     		NONE I SCHOLARSHIP 4,000
    LEXI WATSON
    5663 HEATHERFIELD PLACE
    NEW MARKET,MD21774     		NONE I SCHOLARSHIP 5,000
    NATALIE GAUDET
    8802 SE RIVERFRONT TERRACE
    TEQUESTA,FL33469     		NONE I SCHOLARSHIP 2,000
    AUDREY VOGEL
    2732 NICODEMUS ROAD
    WESTMINSTER,MD21157     		NONE I SCHOLARSHIP 3,000
    ASHLEY LUKE
    5000 FRAN PLACE 301
    ALEXANDRIA,VA22312     		NONE I SCHOLARSHIP 7,000
    ROBERT DAILEY
    11239 COUNTRY CLUB ROAD
    NEW MARKET,MD21774     		NONE I SCHOLARSHIP 4,000
    THOMAS WISWELL
    14 TURTLE DOVE DRIVE
    REHOBOTH BEACH,DE19971     		NONE I SCHOLARSHIP 7,500
    ASSOCIATION ANAI INC
    1120 MEADOWS ROAD
    FRANKLIN,NC28734     		NONE PC CHARITABLE 15,000
    BENJAMIN WISWELL
    14 TURTLE DOVE DRIVE
    REHOBOTH BEACH,DE19971     		NONE I SCHOLARSHIP 4,000
    WORLD VISION
    34834 WEYERHAEUSER WAY S
    FEDERAL WAY,WA98001     		NONE PC GRANT 3,000
    NYAKISHENYI AFRICAN MISSION
    7203 DOGWOOD LANE
    MIDDLETOWN,MD21769     		None PC Grant 23,600
    THE TURTLE HOSPITAL
    2396 OVERSEAS HIGHWAY
    MARATHON,FL33050     		None PC Grant 1,000
    HANNAH WISWELL
    14 TURTLE DOVE DRIVE
    REHOBOTH BEACH,DE19971     		None I Scholarship 4,000
    BRETT YOUNKER
    141 FULTON STREET
    HANCOCK,MD21750     		None I Scholarship 3,000
    SAM HEGE
    130 GARDNER CIRCLE PMB 108
    JOHNS ISLAND,SC29455     		None I Scholarship 4,000
    FLORIDA KEYS WILD BIRD CENTER
    92080 OVERSEAS HIGHWAY
    TAVERNIER,FL33070     		NONE PC GRANT 3,000
    AMERICAN CONSERVATION FILM FESTIVAL
    PO BOX 889
    SHEPHERDSTOWN,WV25443     		NONE PC GRANT 5,000
    CAITLIN DALY
    7 OAK FOREST DRIVE
    CHARLESTON,SC29407     		NONE I SCHOLARSHIP 3,500
    SCOTT SHATTO
    9796 CHESTNUT OAK COURT
    FREDERICK,MD21701     		NONE I SCHOLARSHIP 4,000
    UPWELL
    99 PACIFIC STREET STE 555-A
    MONTEREY,CA93940     		NONE PC GRANT 8,000
    AMERICAN RED CROSS
    431 18TH STREET NW
    WASHINGTON,DC20006     		  PC GRANT 10,000
    BOYS AND GIRLS CLUB OF FREDERICK CO
    413 BURCK STREET
    FREDERICK,MD21701     		  PC GRANT 250
    ROTARY CLUB OF SHEPHERDSTOWN CHARIT
    PO BOX 603
    SHEPHERDSTOWN,WV25443     		  PC GRANT 2,850
    Total .................................bullet 3a 164,700
    bApproved for future payment
    Total .................................bullet 3b  
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........     		    14   5,998
    4 Dividends and interest from securities....     14   1,515
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......     35 251,970  
    bNot debt-financed property.....     16 46,051  
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....          
    8 Gain or (loss) from sales of assets other than
    inventory ............     		        1,289
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aBELLEFONTE HOLDINGS LLC     		    35 105,238  
    bBONITA SPRINGS HLDGS K-1     35 92,796  
    cNeg basis Frd Inv Grp III     35 -264,796  
    dTAYLOR PLANTATION K-1     35 273,594  
    eWESTVIEW OFFICE K-1     35 -58,663  
    12 Subtotal. Add columns (b), (d), and (e)..   446,190 8,802
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    454,992
    (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.)
    3-11 THE PRIMARY PURPOSE OF THE FOUNDATION IS TO PROVIDE EDUCATION AND HEALTH/NUTRITION ASSITANCE TO INDIGENT CHILDREN, HANDS-ON INVOLVEMENT WITH AND ASSISTANCE TO CHARITABLE ORGANIZATIONS ENGAGED IN PROMOTING SUSTAINABLE AND ENVIRONMENTALLY FRIENDLY FOOD PRODUCTION AND HOUSING ALTERNATIVES, WILDLIFE & NATURE CONSERVATION AND BALANCED ECOLOGY. ALSO THE FOUNDATION WILL PROVIDE SCHOLARSHIPS TO NEEDY CHILDREN HAVING A KEEN INTEREST IN EDUCATION RELATED TO WILDLIFE, ENVIRONMENTAL/ECOLOGICAL AND NATURE CONSERVATION.
    Form 990-PF (2019)
    Form 990-PF (2019)
    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) (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) (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 (2019)
    Additional Data


    Software ID: 17005038
    Software Version: 2017v2.2


    Form 990PF - Special Condition Description:
    Special Condition Description
    Schedule B
    (Form 990, 990-EZ,
    or 990-PF)
    Department of the Treasury
    Internal Revenue Service
    Schedule of Contributors

    Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
    Arrow Bullet Go to www.irs.gov/Form990 for the latest information.
    OMB No. 1545-0047
    2019
    Name of the organization
    THE ALLEMALL FOUNDATION INC
     
    Employer identification number

    20-0514500
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ






    Form 990-PF




    Check if your organization is covered by the General Rule or a Special Rule.  
    Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
    General Rule
    Special Rules
    ......... Arrow Bullet $  
    Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
    990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
    or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
    990-EZ, or 990-PF).
    For Paperwork Reduction Act Notice, see the Instructions
    for Form 990, 990-EZ, or 990-PF.
    Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2019)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019) Page 2
    Name of organization
    THE ALLEMALL FOUNDATION INC
          		Employer identification number
    20-0514500
    Part I
    Contributors
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    1
    DELPHIA CHARITABLE TRUST
    117 W PATRICK STREET
     
    FREDERICK, MD21701

    		$ 607,370


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    2
    THE SCOTT FAMILY TRUST
    117 W PATRICK STREET
     
    FREDERICK, MD21701

    		$ 645,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    3
    THE SCOTT FAMILY TRUST
    117 W PATRICK STREET
     
    FREDERICK, MD21701

    		$ 270,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    4
    EDWARD AND CATHERINE SCOTT
    117 W PATRICK STREET
     
    FREDERICK, MD21701

    		$ 2,020,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    5
    EDWARD D SCOTT FAMILY TRUST
    117 W PATRICK STREET
     
    FREDERICK, MD21701

    		$ 890,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    6
    DELPHIA CHARITABLE TRUST
    117 W PATRICK STREET
     
    FREDERICK, MD21701

    		$ 315,000


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019)
    Name of organization
    THE ALLEMALL FOUNDATION INC
          		Employer identification number
    20-0514500
    Part I
    Contributors
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    7
    THE SCOTT FAMILY TRUST
    117 W PATRICK STREET
     
    FREDERICK, MD21701

    		$ 1,225,000


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

    		$  


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

    		$  


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

    		$  


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

    		$  


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

    		$  


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019)
    Page 3
    Name of organization
    THE ALLEMALL FOUNDATION INC
          		Employer identification number

    20-0514500
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    1
    		 49% MEMBERSHIP INT BARABAR FRITCHIE LLP $ 428,750 2017-12-31
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    2
    		 49% MEMBERSHIP INT BALLENGER CREEK RE LLC $ 645,000 2017-12-31
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    3
    		 20% MEMBERSHIP INT ALTUS PANTOPS 250 LLC $ 270,000 2017-12-31
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    4
    		 99% MEMBERSHIP INT DAN-JAY LLC $ 2,020,000 2017-12-31
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    5
    		 25% MEMBERSHIP INT HANOVER OFFICE LLC $ 890,000 2017-12-31
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    6
    		 35% MEMBERSHIP INT HORIZON INVESTMENT CORP $ 315,000 2017-12-31
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019)
    Name of organization
    THE ALLEMALL FOUNDATION INC
          		Employer identification number

    20-0514500
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    7
    		 49% MEMBERSHIP INT IRON HORSE RE LLC $ 1,225,000 2017-12-31
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019)
    Page 4
    Name of organization
    THE ALLEMALL FOUNDATION INC
          		Employer identification number

    20-0514500
    Part III
    Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
    Use duplicate copies of Part III if additional space is needed.
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    Schedule B (Form 990, 990-EZ, or 990-PF) (2019)

    Additional Data


    Software ID: 17005038
    Software Version: 2017v2.2

    TY 2017 AccountingFeesSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING 3,000 0 0 3,000
    TAX PREPARATION 7,450 0 0 7,450

    Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

    TY 2017 AmortizationSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Description of Amortized Expenses Date Acquired, Completed, or Expended Amount Amortized Deduction for Prior Years Amortization Method Current Year Amortization Net Investment Income Adjusted Net Income Total Amount of Amortization
    LOAN COSTS - AMERISERV 2016-06-30 11,731 762 15.0000 782     1,544
    LOAN FEES - REVERE 2017-06-01 8,314 69 10.0000 831     900

    Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

    TY 2017 DepreciationSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included
    FARM HOUSE 2013-09-30 341,664 47,106 SL 3.64 % 12,423      
    STOCK 2013-09-30 1,000 375 SL 10.0000 100      
    MULE 2014-06-30 10,800 7,004 200DB 10.04 % 1,084      
    SOLAR PANEL ARRAY 2014-06-30 75,000 59,610 200DB 10.94 % 8,205      
    Building 2008-05-15 426,998 93,977 SL 2.56 % 10,948      
    RITE AID BLDG 2006-05-15 2,077,787 557,332 SL 2.56 % 53,274 53,274    
    BUILDING 2017-01-01 336,064 93,715 SL 2.56 % 8,617 8,617    
    BUILDING 2017-01-01 834,152 533,912 SL 2.56 % 21,388 21,388    
    Restaurant 2008-01-01 105,490 32,460 SL 2.56 % 2,705 2,705    
    Clubhouse renovations 2008-01-01 204,812 48,028 SL 2.56 % 5,251 5,251    
    BUILDING 2017-01-01 262,869 15,223 SL 2.56 % 6,740      

    TY 2017 GeneralExplanationAttachment
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Identifier Return Reference Explanation
      General Explanation Supplemental Information for Form 990-PF Prior period adjustment:The former preparer recorded contributions of noncash assets at fair market value and then accounted for membership interests at FMV plus or minus changes in equity from the date of contribution forward.I made the initial adjustment on the 2016 return to record investments at cost but have found that I needed to make more adjustments to tie the basis to cost at the beginning of the year. This prior period adjustment allows for proper accounting of the contribution of noncash assets and also allows for the proper accounting of assets and liabilities held by disregarded entities and to be consistent with the other investments recorded at cost held by the private foundation.The cost basis of the beginning of the year balance sheet was adjusted and the adjustments resulted in a decrease in net assets as of 7/1/17 totaling $863,257.

    TY 2017 InvestmentsCorpStockSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Name of Stock End of Year Book Value End of Year Fair Market Value
    CORPORATE STOCK 235,639 249,170

    TY 2017 InvestmentsLandSchedule2
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Category/ Item Cost/Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    Machinery and Equipment 2,605 2,605    
    Buildings 4,248,172 1,483,570 2,764,602 12,298,968
    Land 2,671,375   2,671,375  

    TY 2017 InvestmentsOtherSchedule2
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    99% OF TAYLOR PLANTATION LLC AT COST 1,178,192 1,576,382
    54% OF WESTVIEW OFFICE LLC AT COST 239,975 364,230
    47% BONITA SPRINGS HOLDINGS LLC AT COST 395,639 874,200
    49% BELLEFONTE HOLDINGS LLC AT COST 179,726 1,478,000
    35.55% FREDERIC INVESTMENT GROUP III AT COST 271,788 519,000
    25% HANOVER OFFICE AT COST 19,301 890,000
    35% HORIZON INVESTMENTS AT COST 211 315,000
    49% ALTUS PANTOPS 250 AT COST 43,591 270,000
    49% BALLENGER CREEK AT COST 42,455 645,000
    49% BARBARA FRITCHIE AT COST 26,252 428,750
    49% IRON HORSE AT COST 216,672 1,225,000
    99% DAN JAY AT COST 65,646 2,020,000

    TY 2017 LandEtcSchedule2
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    Machinery and Equipment 85,800 75,903 9,897  
    Buildings 341,664 59,529 282,135 512,557
    Land 220,000   220,000  
    Miscellaneous 1,000 475 525  


    TY 2017 MortgagesAndNotesPayableSch
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Total Mortgage Amount: 4,522,128

    Item No. 1
    Lender's Name MID ATLANTIC FARM BUREAU
    Lender's Title  
    Relationship to Insider  
    Original Amount of Loan  
    Balance Due 289,520
    Date of Note  
    Maturity Date  
    Repayment Terms  
    Interest Rate  
    Security Provided by Borrower  
    Purpose of Loan  
    Description of Lender Consideration  
    Consideration FMV  

    Item No. 2
    Lender's Name AMERISERV
    Lender's Title  
    Relationship to Insider  
    Original Amount of Loan  
    Balance Due 2,980,150
    Date of Note  
    Maturity Date  
    Repayment Terms  
    Interest Rate  
    Security Provided by Borrower  
    Purpose of Loan  
    Description of Lender Consideration  
    Consideration FMV  

    Item No. 3
    Lender's Name REVERE BANK
    Lender's Title  
    Relationship to Insider  
    Original Amount of Loan  
    Balance Due 1,252,458
    Date of Note  
    Maturity Date  
    Repayment Terms  
    Interest Rate  
    Security Provided by Borrower  
    Purpose of Loan  
    Description of Lender Consideration  
    Consideration FMV  


    TY 2017 OtherAssetsSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    Net Intangible Assets 18,914 17,321 17,321


    TY 2017 OtherExpensesSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Amortization 1,613 1,613    
    ASSET VALUE FEE 6,923 6,923    
    BANK CHARGES 43     43
    OFFICE EXPENSE 130     130
    Rental Expenses 275,466 263,036    
    WATER TO TABLE EXPS 22,687     22,687


    TY 2017 OtherIncomeSchedule2
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    BELLEFONTE HOLDINGS LLC 105,238    
    BONITA SPRINGS HLDGS K-1 92,796    
    Neg basis Frd Inv Grp III -264,796    
    Rental Income - Noninvestment Property 87,433    
    TAYLOR PLANTATION K-1 273,594    
    WESTVIEW OFFICE K-1 -58,663    


    TY 2017 OtherLiabilitiesSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Description Beginning of Year - Book Value End of Year - Book Value
    SECURITY DEPOSITS 12,000 12,000
    DUE TO WITH AN E LLC 25,653 25,653
    Rounding 1  


    TY 2017 OtherNotesLoansRcvblShortSch2
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Name of 501(c)(3) Organization Balance Due
    ICENHOWER
          		75,549
    DUE FROM KRISTIN PROCTOR TRUST
          		4,350
    DUE FROM SHOOKSTOWN RE LLC
          		60,126
    DUE FROM AFFILIATES
          		161,410
    DUE FROM DELPHIA CHARITABLE TR
          		 


    TY 2017 OtherProfessionalFeesSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ADMINISTRATOR 5,000 0 0 5,000
    MANAGEMENT 5,000 0 0 5,000


    TY 2017 TaxesSchedule
    Name:
    THE ALLEMALL FOUNDATION INC
    EIN:
    20-0514500
    Software ID:
    17005038
    Software Version:
    2017v2.2
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INCOME TAXES 5,053 5,053    
    TAXES - OTHER 2,369     2,369