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
2018
Open to Public Inspection
For calendar year 2018, or tax year beginning 01-01-2018 , and ending 12-31-2018
Name of foundation
DOROTHY RICHARD STARLING FOUNDATION
 
Number and street (or P.O. box number if mail is not delivered to street address)2727 ALLEN PARKWAY SUITE 1700
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
HOUSTON, TX770192125
A Employer identification number

74-6121656
B Telephone number (see instructions)

(713) 739-7007
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$29,251,611J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 698,810 698,810  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 806,197
b Gross sales price for all assets on line 6a 1,176,462
7 Capital gain net income (from Part IV, line 2)... 806,197
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 153,258 153,258  
12 Total. Add lines 1 through 11........ 1,658,265 1,658,265  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 100,000 25,000   75,000
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 4,000 3,200   800
c Other professional fees (attach schedule).... Click to see attachment 49,685 49,685   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 54,154 23,304   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 2,229 0   2,229
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 22,174 16,526   5,648
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 232,242 117,715   83,677
25 Contributions, gifts, grants paid....... 1,596,623 1,584,300
26 Total expenses and disbursements. Add lines 24 and 25 1,828,865 117,715   1,667,977
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -170,600
b Net investment income (if negative, enter -0-) 1,540,550
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 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.............      
2 Savings and temporary cash investments......... 8,283,510 3,792,488 3,792,488
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 9,830,218 Click to see attachment10,626,851 18,052,631
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 4,777,015 Click to see attachment8,343,728 7,406,492
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 22,890,743 22,763,067 29,251,611
Liabilities 17 Accounts payable and accrued expenses.......... -80,702 -50,101
18 Grants payable................. 1,429,010 1,441,333
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)......... 1,348,308 1,391,232
Net Assets or Fund Balances Foundations that follow SFAS 117, check here bullet
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 bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds........ 45,301,603 46,092,801
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds -23,759,168 -24,720,966
30 Total net assets or fund balances (see instructions)..... 21,542,435 21,371,835
31 Total liabilities and net assets/fund balances (see instructions). 22,890,743 22,763,067
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year’s return) ...............
1
21,542,435
2
Enter amount from Part I, line 27a .....................
2
-170,600
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
21,371,835
5
Decreases not included in line 2 (itemize) bullet
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .
6
21,371,835
Form 990-PF (2018)
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 		(c)
Date acquired
(mo., day, yr.) 		(d)
Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES      
b
c
d
e
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 1,176,462   370,265 806,197
b
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69 		(j)
Adjusted basis
as of 12/31/69 		(k)
Excess of col. (i)
over col. (j), if any
a       806,197
b
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 806,197
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 ................... 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2017 1,624,374 33,722,431 0.048169
2016 1,475,422 31,560,376 0.046749
2015 1,974,078 32,448,819 0.060837
2014 2,118,682 36,555,181 0.057958
2013 1,417,936 34,732,992 0.040824
2
Total of line 1, column (d) .....................
2
0.254537
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
0.050907
4
Enter the net value of noncharitable-use assets for 2018 from Part X, line 5......
4
33,178,725
5
Multiply line 4 by line 3......................
5
1,689,029
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
15,406
7
Add lines 5 and 6........................
7
1,704,435
8
Enter qualifying distributions from Part XII, line 4,.............
8
1,667,977
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)
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 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 30,811
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-) Click to see attachment 2 122
3 Add lines 1 and 2........................... 3 30,933
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 30,933
6 Credits/Payments:
a 2018 estimated tax payments and 2017 overpayment credited to 2018 6a 81,635
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 0
d Backup withholding erroneously withheld ........... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 81,635
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.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 50,702
11 Enter the amount of line 10 to be: Credited to 2019 estimated taxBullet50,702 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions
for definition).................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
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)
    bulletTX
    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 2018 or the taxable year beginning in 2018? 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 (2018)
    Form 990-PF (2018)
    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 ofbulletMELINDA M KACAL Telephone no.bullet (713) 739-7007

    Located atbullet2727 ALLEN PARKWAY 1700HOUSTONTX ZIP+4bullet77019
    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
    0
    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
    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 2018?.............
    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 2018, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2018?.............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?......................
    b
    If "Yes," did it have excess business holdings in 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.)..................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2018?
    4b
     
    No
    Form 990-PF (2018)
    Form 990-PF (2018)
    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
     
     
    .........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
     
     
    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
    DUNHAM F JEWETT TRUSTEE
    11.00     		50,000 0 460
    2727 ALLEN PARKWAY SUITE 1700
    HOUSTON,TX77019
    MELINDA M KACAL TRUSTEE
    12.00     		50,000 0 1,769
    2727 ALLEN PARKWAY SUITE 1700
    HOUSTON,TX77019
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    NONE
    Total number of other employees paid over $50,000...................bullet 0
    Form 990-PF (2018)
    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.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1 THE SHEPHARD SCHOOL OF MUSIC - SUPPORT FOR VIOLIN INSTRUCTION AND SCHOLARSHIP PROGRAM 210,000
    2 UNIVERSITY OF COLORADO AT BOULDER - SUPPORT FOR VIOLIN INSTRUCTION AND SCHOLARSHIP PROGRAM 140,000
    3 ASPEN MUSIC SCHOOL FESTIVAL - SUPPORT FOR VIOLIN INSTRUCTION AND SCHOLARSHIP PROGRAM 120,000
    4 THE COLBURN SCHOOL - SUPPORT FOR VIOLIN INSTRUCTION AND SCHOLARSHIP PROGRAM 120,000
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    Form 990-PF (2018)
    Form 990-PF (2018)
    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
    29,551,859
    b
    Average of monthly cash balances.......................
    1b
    4,132,126
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    33,683,985
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    33,683,985
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    505,260
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    33,178,725
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    1,658,936
    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.)
    1
    Minimum investment return from Part X, line 6....................
    1
    1,658,936
    2a
    Tax on investment income for 2018 from Part VI, line 5......
    2a
    30,933
    b
    Income tax for 2018. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    30,933
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,628,003
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    1,628,003
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    1,628,003
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    1,667,977
    b
    Program-related investments—total from Part IX-B..................
    1b
    0
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    1,667,977
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b. See instructions.................
    5
    0
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    1,667,977
    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)
    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 1,628,003
    2 Undistributed income, if any, as of the end of 2018:
    a Enter amount for 2017 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2018:
    a From 2013......  
    b From 2014...... 325,443
    c From 2015...... 375,683
    d From 2016......  
    e From 2017......  
    fTotal of lines 3a through e........ 701,126
    4Qualifying distributions for 2018 from Part
    XII, line 4: bullet$ 1,667,977
    a Applied to 2017, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		0
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2018 distributable amount..... 1,628,003
    e Remaining amount distributed out of corpus 39,974
    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 5 741,100
    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 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    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 ......     		741,100
    10 Analysis of line 9:
    a Excess from 2014.... 325,443
    b Excess from 2015.... 375,683
    c Excess from 2016....  
    d Excess from 2017....  
    e Excess from 2018.... 39,974
    Form 990-PF (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 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) 2018 (b) 2017 (c) 2016 (d) 2015
             
    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
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    DUNHAM F JEWETT - DOROTHY R STARLIN
    2727 ALLEN PARKWAY SUITE 1700
    HOUSTON,TX770192125
    (713) 739-7007
    bThe form in which applications should be submitted and information and materials they should include:
    ESSAY FORM (1) NAME/ADDRESS OF GRANTEE (2) QUAL AS 501(C)(3) ORG (3) PURPOSE FOR GRANT (4) % OF SUPPORT MONEY USED FOR PURPOSE
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    LIMITS THE USAGE OF ITS FUNDS TO PURPOSES DIRECTLY CONNECTED WITH CLASSICAL VIOLIN PERFORMANCE AND STUDY ARTS.
    Form 990-PF (2018)
    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)
    aPaid during the year
    ASPEN MUSIC FESTIVAL AND SCHOOL
    2 MUSIC SCHOOL RD
    ASPEN,CO81611     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 120,000
    BOWDOIN COLLEGE
    6300 COLLEGE STATION
    BRUNSWICK,ME04011     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 35,000
    CENTER STAGE STRINGS
    PO BOX 1203
    THREE RIVERS,CA93271     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 10,000
    CLEVELAND INSTITUTE OF MUSIC
    11021 EAST BLVD
    CLEVELAND,OH44106     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 68,000
    COLEMAN VIOLIN STUDIO
    9502 4TH AVE NW
    SEATTLE,WA98117     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 40,000
    COLLEGE CONSERVATORY OF MUSIC
    UNIVERSITY OF CINCINNATI
    CINCINNATI,OH45221     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 97,000
    CURTIS INSTITUTE OF MUSIC
    1726 LOCUST ST
    PHILADELPHIA,PA19103     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 80,000
    ENCORE CHAMBER MUSIC INSTITUTE
    PO BOX 181
    GATES MILLS,OH44080     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 6,000
    HEIFETZ INSTITUTE
    107 E BEVERLY STREET
    STAUNTON,VA24401     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 41,300
    KNEISAL HALL
    PO BOX 648
    BLUE HILL,ME04614     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 35,000
    MADELINE ISLAND MUSIC CAMP
    118 EAST 26TH STREET
    MINNEAPOLIS,MN55404     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 30,000
    MUSIC ACADEMY OF THE WEST
    1070 FAIRWAY ROAD
    SANTA BARBARA,CA93108     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 90,000
    NEW ENGLAND CONSERVATORY
    290 HUNTINGTON AVE
    BOSTON,MA02115     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 85,000
    OTTAWA SUZUKI STRINGS INC
    PO BOX 99
    OTTAWA,KS66067     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 75,000
    SALT LAKE MUSIC SCHOOL FOUNDATION DBA GIFTED MUSIC SCHOOL
    PO BOX 9841
    SALT LAKE CITY,UT84109     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 73,500
    STARLING PROJECT FOUNDATION
    549 HOWELL AVENUE
    CINCINNATI,OH45220     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 30,000
    STEANS MUSIC INSTITUTE
    418 SHERIDAN ROAD
    HIGHLAND PARK,IL60035     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 45,000
    THE COLBURN SCHOOL
    200 SOUTH GRANDE AVENUE
    LOS ANGELES,CA90012     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 120,000
    THE SHEPHARD SCHOOL OF MUSIC - RICE UNIVERSITY
    6100 MAIN
    HOUSTON,TX77005     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 210,000
    UNIVERSITY OF COLORADO AT BOULDER
    UCB
    BOULDER,CO80309     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 140,000
    UNIVERSITY OF MICHIGAN
    500 S STATE ST
    ANN ARBOR,MI48109     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 16,000
    UNIVERSITY OF TEXAS AT AUSTIN
    MUSIC BUILDING EAST
    AUSTIN,TX78712     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 102,500
    YELLOW BARN MUSIC SCHOOL & FESTIVAL
    91 OLD ROUTE 5
    PUTNEY,VT05346     		NONE PC ADVANCEMENT OF VIOLIN STUDIES 35,000
    Total .................................bullet 3a 1,584,300
    bApproved for future payment
    ASPEN MUSIC FESTIVAL AND SCHOOL
    2 MUSIC SCHOOL RD
    ASPEN,CO81611     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 120,000
    BOWDOIN COLLEGE
    6300 COLLEGE STATION
    BRUNSWICK,ME04011     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 35,000
    CENTER STAGE STRINGS
    PO BOX 1203
    THREE RIVERS,CA93271     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 6,000
    COLEMAN VIOLIN STUDIO
    9502 4TH AVE NW
    SEATTLE,WA98117     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 40,000
    COLLEGE CONSERVATORY OF MUSIC
    UNIVERSITY OF CINCINNATI
    CINCINNATI,OH45221     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 50,000
    KNEISAL HALL
    PO BOX 648
    BLUE HILL,ME04614     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 35,000
    MUSIC ACADEMY OF THE WEST
    1070 FAIRWAY ROAD
    SANTA BARBARA,CA93108     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 90,000
    NEW ENGLAND CONSERVATORY
    290 HUNTINGTON AVE
    BOSTON,MA02115     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 85,000
    OTTAWA SUZUKI STRINGS INC
    PO BOX 99
    OTTAWA,KS66067     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 75,000
    SALT LAKE MUSIC SCHOOL FESTIVAL
    PO BOX 9841
    SALT LAKE CITY,NV84109     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 73,500
    STARLING PROJECT FOUNDATION
    549 HOWELL AVENUE
    CINCINNATI,OH45220     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 30,000
    STEANS MUSIC INSTITUTE
    418 SHERIDAN ROAD
    HIGHLAND PARK,IL60035     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 45,000
    THE COLBURN SCHOOL
    200 SOUTH GRANDE AVENUE
    LOS ANGELES,CA90012     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 120,000
    THE SHEPHARD SCHOOL OF MUSIC - RICE UNIVERSITY
    6100 MAIN
    HOUSTON,TX77005     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 210,000
    UNIVERSITY OF COLORADO AT BOULDER
    UCB
    BOULDER,CO80309     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 273,333
    UNIVERSITY OF MICHIGAN
    500 S STATE ST
    ANN ARBOR,MI48109     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 16,000
    UNIVERSITY OF TEXAS AT AUSTIN
    1 UNIVERSITY STATION
    AUSTIN,TX78713     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 102,500
    YELLOW BARN MUSIC SCHOOL & FESTIVAL
    91 OLD ROUTE 5
    PUTNEY,VT05346     		NONE PC ADVANCEMENT OF VIOLIN STUDIES, SEE STATEMENT 10 35,000
    Total .................................bullet 3b 1,441,333
    Form 990-PF (2018)
    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
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........     		         
    4 Dividends and interest from securities....     14 698,810  
    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..... 525990 3,554 14 149,704  
    8 Gain or (loss) from sales of assets other than
    inventory ............     		    18 806,197  
    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).. 3,554 1,654,711 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    1,658,265
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2018)
    Form 990-PF (2018)
    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 (2018)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2018 AccountingFeesSchedule
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    TAX PREPARATION SERVICES 4,000 3,200   800

    TY 2018 GeneralExplanationAttachment
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Identifier Return Reference Explanation
    3. GRANTS AND CONTRIBUTIONS APPROVED FOR FUTURE PAYMENT FORM 990-PF, PART XV, SUPPLEMENTARY INFORMATION NOTE: THE AMOUNTS ON FORM 990-PF PART XV, "3. GRANTS AND CONTRIBUTIONS APPROVED FOR FUTURE PAYMENT" REPRESENT ESTIMATES OF THE FUTURE GRANTS AND CONTRIBUTIONS AND ARE SUBJECT TO CHANGE. ACTUAL PAYMENTS TO RECIPIENTS WILL BE DEPENDENT UPON FUTURE CONDITIONS.

    TY 2018 InvestmentsCorpStockSchedule
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Name of Stock End of Year Book Value End of Year Fair Market Value
    ABB LTD 8,552 7,604
    BARRICK GOLD CORP 22,464 13,540
    BHP BILLITON PLC 26,885 25,134
    BOEING CO 36,819 96,750
    CANADIAN NATURAL RESOURCES LTD 7,889 7,239
    COEUR MINING INC 14,257 6,258
    DIAMOND OFFSHORE DRILLING 49,980 9,440
    FREEPORT-MCMORAN COPPER & GOLD 70,954 20,620
    GENERAL ELECTRIC 126,103 37,850
    GILEAD SCIENCES INC 26,016 25,020
    GOLDCORP INC 4,706 980
    ISHARES SILVER TRUST 6,705 4,356
    KRAFT HEINZ CO 40,870 25,824
    LYNAS CORP 1,095 55
    NATIONAL OILWELL VARCO INC 27,400 12,850
    NEWMONT MINING 5,233 3,465
    OCCIDENTAL PETROLEUM CORP 67,743 49,104
    OCEANEERING INTL INC 58,114 12,100
    ROYAL DUTCH SHELL PLC B 53,327 47,952
    ROYAL DUTCH SHELL PLC A 51,047 46,616
    SANOFI ADR 22,660 21,705
    SCHLUMBERGER LTD COM 88,261 48,997
    TECK RESOURCES 25,783 21,540
    THE MOSAIC CO 10,387 14,605
    TOURMALIE OIL CORP 19,747 12,440
    VANECK VECTORS GOLD MINERS ETF 6,038 4,218
    XYLEM INC 16,909 33,360
    AEGON N.V. 19,441 17,242
    ALCOA INC 12,211 8,851
    ALLSTATE CORP 27,701 330,520
    ARCONIC INCORPORATED 33,284 16,860
    BANK OF NEW YORK MELLON CORP 16,918 197,694
    BOEING CO 105,260 645,000
    BRISTOL MYERS SQUIBB CO 11,358 415,840
    BUNGE LTD PFD 80,800 97,000
    CAMECO CORP CAD COM 278,961 90,736
    CANADIAN NATURAL RESOURCES 509,086 313,768
    CHEVRON CORP 23,753 543,950
    CHUBB CORP 601,395 699,768
    DREAM UNLIMTED 260,800 100,220
    DUNDEE BANCORP INCCL 334,457 18,740
    ELI LILLY & CO 57,394 347,160
    ENBRIDGE INC 56,601 435,050
    EXXON MOBIL CORP 60,938 1,704,750
    FREEPORT MCMORAN COPPER & GOLD COM 165,727 51,550
    GENERAL ELEC CO 230,200 75,700
    GRAINGER W W INC 76,710 564,720
    IMPERIAL OIL LTD CAD 78,998 430,865
    INGREDION INC 142,525 457,000
    JP MORGAN CHASE & CO COM 81,224 488,100
    KEYERA FACILITIES INCOME FD TR 232,514 707,158
    KINDER MORGAN HOLD CO LLC 128,614 65,073
    LINCOLN NATL CORP 55,417 153,930
    LINDE PLC 653,800 634,140
    PRIRIESKY RTY LIMITED 4,886 3,366
    ROYAL DUTCH SHELL PLC 178,455 179,820
    SUEZ ENVIRONMENT CO S A ADR 93,400 65,900
    SUNCOR ENERGY INCORPORATED NEW 497,176 391,146
    TOUCHSTONE EXPL INC 3,150 495
    TOURMALINE OIL CORP 185,705 62,205
    GLENCORE PLC SHS 249,389 113,247
    WATERLOO INVESTMENT HOLDINGS 4,000 0
    ADVANSIX INC 97 389
    AMC NETWORKS INC 10,193 19,208
    AMERICAN EXPRESS COMPANY 23,432 57,192
    ARCHER-DANIELS MIDLAND CO 18,596 24,582
    AT&T INC 26,742 47,062
    BANK NEW YORK MELLON 16,380 14,121
    BULGARI HOLDINGS INC CL A 4,771 3,526
    BULGARI HOLDINGS INC CL B 9,544 6,815
    BLACKSTONE GROUP LP 26,793 41,734
    BOYD GAMING CORP 1,016 4,156
    C T S CORPORATION 6,347 12,945
    CAMPBELL SOUP COMPANY 10,476 9,897
    CBS CORP 11,245 26,310
    CIRCOR INTL INC 6,976 4,260
    CNH INDUSTRIAL NV 17,156 13,815
    COCA-COLA COMPANY 11,936 18,940
    COTT CORPORATION 2,805 2,788
    DIEBOLD INCORPORATED 54,405 6,225
    DISCOVERY COMMUNICATIONS INC 13,150 9,896
    DISH NETWORK CORP 11,251 22,473
    DONALDSON COMPANY INC 8,175 17,356
    ECHOSTAR COMMUNICATIONS 2,310 2,203
    EVERGY INC 26,986 52,115
    FERRO CORP 4,252 7,840
    GARRETT MOTION INC 197 494
    GATX CORP 11,063 21,243
    GCP APPLIED TECHNOLOGIES 17,936 14,730
    GRIFFON CORP 7,061 8,360
    GRUPO TELEVIS SA 12,497 6,290
    HALLIBURTON COMPANY 23,636 21,264
    HEWLETT PACKARD ENTERPRISE CO 22,290 19,815
    HONEYWELL INTERNATIONAL INC 17,547 52,848
    INTERPUBLIC GRP CO 8,968 10,315
    ITT CORP 6,774 14,481
    JOHNSON & JOHNSON 12,968 25,810
    KAMAN CORPORATION 23,395 56,090
    KEURIG DR PEPPER INC 15,540 17,948
    KINNEVIK AB SHS B 23,031 14,190
    LENNAR CORP CL B 19,090 12,783
    LIBERTY BROADBAND CORP COM SER C 2,834 13,614
    LIBERTY BROADBAND CAP SERIES A 513 5,170
    LIBERTY MEDIA CLASS A BRAVES GROUP 25,178 24,940
    LIBERTY MEDIA CLASS C BRAVES GROUP 3,104 4,978
    LIBERTY MEDIA COM SER C SIRIUSXM GROUP LSXMK 2,362 21,301
    LIBERTY MEDIA COM SER A SIRIUSXM GROUP LSXMA 1,221 10,599
    LIBERTY MEDIA GRP CLASS C 439 4,421
    LIBERTY MEDIA GRP COM SER A MEDIA GROUP 227 2,140
    MADISON SQUARE GARDEN INC CLASS A 5,656 31,053
    MGM RESORTS INTERNATIONAL 14,937 12,130
    MILLICOM INTL CELLULAR 28,790 25,464
    MODINE MANUFACTURING CO 13,447 10,810
    MONDELENZ INTL INC 9,421 20,015
    MSG NETWORK INC CLASS A 1,947 8,246
    MUELLER INDUSTRIES INC 14,722 11,680
    MUELLAR WATER PRODUCTS 11,957 9,100
    NATIONAL BEVERAGE CORP 6,987 10,765
    NATIONAL FUEL GAS CO 13,738 15,354
    NORTHERN TRUST CORP 28,358 50,154
    PACCAR INC 25,579 22,856
    PERNOD RICARD 22,320 33,154
    PJT PARTNERS INC 133 1,357
    RESIDEO TECHNOLOGIES 522 1,356
    ROLLS ROYCE PLC 29,418 42,240
    ROWAN COMPANIES INC 7,642 2,517
    RYMAN HOSPITALITY PPTYS 22,041 90,565
    SCRIPPS E W CO OHIO CLASS A NEW 1,011 8,132
    SONY CORP 8,987 24,140
    SPRINT NEXTEL CORP 10,933 3,044
    STATE STR CORP 23,312 31,535
    STERLING BANCORP 11,479 16,675
    TELEPHONE & DATA SYS INC NEW 28,835 30,132
    TEXTRON INC 21,958 18,396
    TRIBUNE MEDIA COMPANY CLASS A 26,710 31,766
    UNITED STATES CELLULAR 69,711 77,955
    VALVOLINE INC 11,095 9,675
    WEATHERFORD INTERNATIONAL LTD 13,895 1,118
    XYLEM INC 45,355 106,752
    ALCOA INC 16,049 14,752
    ARCONIC 43,734 28,089
    BANK NEW YORK INC 34,093 225,936
    CHEVRON CORP 23,753 543,950
    EXXON MOBIL CORP 48,750 1,363,800
    J.P. MORGAN CHASE & CO 66,695 361,194
    ROYAL DUTCH SHELL PLC 146,474 119,880
    ABB LTD SPON ADR 67,362 57,030
    ABBOTT LABS 48,766 144,660
    AEGION CORP 65,724 48,960
    ALCOA INC 19,993 17,702
    BANK OF AMERICA CORP 70,028 98,560
    BARRICK GOLD CORP 186,312 115,090
    CISCO SYSTEMS INC 109,287 216,650
    CORNING INC 14,000 30,210
    DOWDUPONT INC 243,597 381,205
    EMERSON ELECTRIC CO 96,221 119,500
    FREEPORT-MCMORAN COPPER & GOLD INC 155,351 46,395
    GENL ELECTRIC CO 161,518 75,700
    INTEL CORP 76,389 117,325
    INTL PAPER CO 50,546 40,360
    KINDER MORGAN INC 183,823 76,900
    KINROSS GOLD CORP NEW 67,113 38,880
    MOSAIC CO 42,905 58,420
    NATL-OILWELLVARCO INC 151,620 64,250
    NOVARTIS AG ADR 68,178 85,810
    NOW INC 29,422 13,095
    ROYAL DUTCH SHELL PLC ADS 349,480 329,670
    TOURMALINE OIL CORP 106,996 49,760
    UNITED TECHNOLOGIES CORP 137,176 212,960
    VEOLIA ENVIRONMENTAL SPON ADR 30,745 45,503
    VODAPHONE GROUP PLC 44,740 38,560
    XYLEM INC 108,018 266,881

    TY 2018 InvestmentsOtherSchedule2
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    INTEREST RECEIVABLE AT COST 5,955 5,955
    KKR EUROPEAN FUND AT COST 139,356 184,275
    ALLIANCE BERNSTEIN DELAWARE BUSINESS TRUST AT COST 3,598,023 3,420,273
    STANLEY CAPITAL AT COST 4,600,394 3,795,989

    TY 2018 OtherExpensesSchedule
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    MISCELLANEOUS EXPENSES 1,346 0   1,346
    INSURANCE 2,661 0   2,661
    BOOKS & PUBLICATIONS 17,165 16,274   891
    INVESTMENT EXPENSE 252 252   0
    DUES 750 0   750


    TY 2018 OtherIncomeSchedule2
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    OTHER INVESTMENT INCOME 149,704 149,704 149,704
    OTHER INVESTMENT INCOME 3,554 3,554 3,554


    TY 2018 OtherProfessionalFeesSchedule
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    CUSTODIAL FEES 49,685 49,685   0


    TY 2018 TaxesSchedule
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FOREIGN TAXES 23,304 23,304   0
    EXCISE TAXES 30,850 0   0


    TY 2018 TaxUnderSection511Statement
    Name:
    DOROTHY RICHARD STARLING FOUNDATION
    EIN:
    74-6121656
    Statement:
    FORM 990-T, LINE 38, UNRELATED BUSINESS TAXABLE INCOME = $2554. TRUST INCOME TAX ON THE AMOUNT ABOVE FROM SCHEDULE D (1041) = $122. LINE 44 TOTAL TAX = $122. LINE 53 TAX DUE = $122.