Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
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
The Telluray Foundation
 
% Foundation Source
Number and street (or P.O. box number if mail is not delivered to street address)Foundation Source 501 Silverside Rd
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Wilmington, DE198091377
A Employer identification number

20-1090247
B Telephone number (see instructions)

(800) 839-1754
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$124,641,483J 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) 0
2 Check bullet.............
3 Interest on savings and temporary cash investments 45,154 45,154  
4 Dividends and interest from securities... 1,412,167 1,412,167  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 4,565,794
b Gross sales price for all assets on line 6a 695,585,102
7 Capital gain net income (from Part IV, line 2)... 7,211,068
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 3,361,580 3,356,475  
12 Total. Add lines 1 through 11........ 9,384,695 12,024,864  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 240,000     240,000
14 Other employee salaries and wages...... 10,875     10,875
15 Pension plans, employee benefits....... 22,672     22,672
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule).... Click to see attachment 89,573 63,830   25,743
17 Interest............... 49 49    
18 Taxes (attach schedule) (see instructions)... Click to see attachment 127,447      
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 41,198     41,198
22 Printing and publications.......... 350     350
23 Other expenses (attach schedule)....... Click to see attachment 231,614 189,159   42,455
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 763,778 253,038   383,293
25 Contributions, gifts, grants paid....... 9,773,518 9,773,518
26 Total expenses and disbursements. Add lines 24 and 25 10,537,296 253,038   10,156,811
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -1,152,601
b Net investment income (if negative, enter -0-) 11,771,826
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......... 11,649 6,028,943 6,028,943
3 Accounts receivable bullet11,079
Less: allowance for doubtful accounts bullet   83,471 11,079 11,079
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   2,900,000    
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule) 615,000 Click to see attachment1,313,165 1,329,070
b Investments—corporate stock (attach schedule)....... 138,543,733 Click to see attachment151,591,209 79,215,419
c Investments—corporate bonds (attach schedule)....... 24,939,172 Click to see attachment14,093,298 14,023,280
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 35,288,404 Click to see attachment23,751,924 23,633,692
14 Land, buildings, and equipment: basis bullet400,888
Less: accumulated depreciation (attach schedule) bullet0 400,888 Click to see attachment400,888 400,000
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 202,782,317 197,190,506 124,641,483
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet) 4,439,210  
23 Total liabilities (add lines 17 through 22)......... 4,439,210 0
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........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds 198,343,107 197,190,506
30 Total net assets or fund balances (see instructions)..... 198,343,107 197,190,506
31 Total liabilities and net assets/fund balances (see instructions). 202,782,317 197,190,506
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
198,343,107
2
Enter amount from Part I, line 27a .....................
2
-1,152,601
3
Other increases not included in line 2 (itemize) bullet
3
 
4
Add lines 1, 2, and 3 ..........................
4
197,190,506
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 30 .
6
197,190,506
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 Passthrough K1 Capital Gain/(Loss)      
c BEARCREEK LENDING TCH II 2017 LLLP P 2017-11-03 2018-12-02
d BEAR CREEK LENDING TCH-X, LLLP P 2016-04-06 2018-06-07
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 659,173,623   652,261,649 6,911,974
b       299,093
c 11,123,230   11,123,230  
d 25,288,249   25,288,248 1
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       6,911,974
b        
c        
d       1
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 7,211,068
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 8,903,646 201,590,069 0.044167
2016 1,444,659 187,764,816 0.007694
2015 209,210 20,263,137 0.010325
2014 162,490 4,217,622 0.038526
2013 190,390 3,682,215 0.051705
2
Total of line 1, column (d) .....................
2
0.152417
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
0.030483
4
Enter the net value of noncharitable-use assets for 2018 from Part X, line 5......
4
148,152,242
5
Multiply line 4 by line 3......................
5
4,516,125
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
117,718
7
Add lines 5 and 6........................
7
4,633,843
8
Enter qualifying distributions from Part XII, line 4,.............
8
10,156,811
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 1 117,718
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........................... 3 117,718
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- ..... 5 117,718
6 Credits/Payments:
a 2018 estimated tax payments and 2017 overpayment credited to 2018 6a 126,829
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 68,382
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 195,211
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 77,493
11 Enter the amount of line 10 to be: Credited to 2019 estimated taxBullet20,000 RefundedBullet 11 57,493
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
 
 
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)
    bulletCO
    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 Click to see attachment.............
    11
    Yes
     
    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 instructionsClick to see attachment.................
    12
    Yes
     
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbullet  
    14
    The books are in care ofbulletFoundation Source Telephone no.bullet (800) 839-1754

    Located atbullet501 Silverside Road Suite 123WilmingtonDE ZIP+4bullet198091377
    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 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
    Cantey M ErgenClick to see attachment Dir, VP
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    Charles W ErgenClick to see attachment Dir, Pres
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    Christopher ErgenClick to see attachment Dir
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    Courtney M ErgenClick to see attachment Dir
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    Katherine NE FlynnClick to see attachment Dir
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    William R GougerClick to see attachment Treas, Sec*
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    Robert J HookeClick to see attachment Sec
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    Kerry E MurrayClick to see attachment Dir
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    R Scott ZimmerClick to see attachment Executive Dir
    40.0     		240,000 10,033 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    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
     
    Total number of other employees paid over $50,000...................bullet  
    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
    bear creek asset management llc investment mgmt 63,014
    1200 17th street suite 970
    DENVER,CO80202
    Total number of others receiving over $50,000 for professional services.............bullet  
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    2  
    3  
    4  
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet  
    Form 990-PF (2018)
    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
    116,230,400
    b
    Average of monthly cash balances.......................
    1b
    2,251,210
    c
    Fair market value of all other assets (see instructions)................
    1c
    31,926,758
    d
    Total (add lines 1a, b, and c).........................
    1d
    150,408,368
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    150,408,368
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    2,256,126
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    148,152,242
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    7,407,612
    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
    7,407,612
    2a
    Tax on investment income for 2018 from Part VI, line 5......
    2a
    117,718
    b
    Income tax for 2018. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    117,718
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    7,289,894
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    7,289,894
    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
    7,289,894
    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
    10,156,811
    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
    0
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
    0
    b
    Cash distribution test (attach the required schedule) .................
    3b
    0
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    10,156,811
    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
    117,718
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    10,039,093
    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 7,289,894
    2 Undistributed income, if any, as of the end of 2018:
    a Enter amount for 2017 only....... 9,955,540
    b Total for prior years:2016, 2015, 2014  
    3 Excess distributions carryover, if any, to 2018:
    a From 2013......  
    b From 2014......  
    c From 2015......  
    d From 2016......  
    e From 2017......  
    fTotal of lines 3a through e........  
    4Qualifying distributions for 2018 from Part
    XII, line 4: bullet$ 10,156,811
    a Applied to 2017, but not more than line 2a 9,955,540
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		 
    d Applied to 2018 distributable amount..... 201,271
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2018.    
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		 
    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 2017. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2018. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2019 ..........     		7,088,623
    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 2013 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2019.
    Subtract lines 7 and 8 from line 6a ......     		0
    10 Analysis of line 9:
    a Excess from 2014....  
    b Excess from 2015....  
    c Excess from 2016....  
    d Excess from 2017....  
    e Excess from 2018.... 0
    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).)
    Cantey M Ergen
    Charles W Ergen
    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 (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
    AUGUSTINE CLASSICAL ACADEMY
    480 S KIPLING ST
    LAKEWOOD,CO80226     		N/A PC General Operating Support 5,000
    BIG CITY MOUNTAINEERS INC
    710 10TH ST STE 120
    GOLDEN,CO80401     		N/A PC Wilderness Mentoring for Under-Resourced Colorado Youth 50,000
    BIG GREEN
    1637 PEARL ST STE 201
    BOULDER,CO80302     		N/A PC Growing to 100 Learning Gardens & Connecting Colorado Youth to Real Food New City Competition with Big Green 250,000
    BIG GREEN
    1637 PEARL ST STE 201
    BOULDER,CO80302     		N/A PC Growing to 100 Learning Gardens: additional garden fund 50,000
    CHILDRENS HOSPITAL COLORADO FOUNDATION
    13123 E 16TH AVE BOX 045
    AURORA,CO80045     		N/A PC Telluray Foundation Endowed Chair in Pediatric Outcomes Research 500,000
    CHILDRENS HOSPITAL COLORADO FOUNDATION
    13123 E 16TH AVE BOX 045
    AURORA,CO80045     		N/A PC Program Fundraiser 10,000
    COLORADO ACADEMY
    3800 S PIERCE ST
    DENVER,CO80235     		N/A PC construction of athletic gym 250,000
    COLORADO WATER TRUST INC
    1420 OGDEN ST STE A2
    DENVER,CO80218     		N/A PC 2018 Drought Response Water Pilot Program 91,000
    DENVER RESCUE MISSION
    PO BOX 5206
    DENVER,CO80217     		N/A PC General Operating Support 5,000
    KIPP COLORADO SCHOOLS
    1390 LAWRENCE ST STE 200
    DENVER,CO80204     		N/A PC Career Readiness + KIPP Through College (KTC) 100,000
    LITTLETON PUBLIC SCHOOL FOUNDATION
    5776 S CROCKER ST
    LITTLETON,CO80120     		N/A PC program support 5,000
    LUTHERAN SOCIAL SERVICE OF COLORADO
    363 S HARLAN ST STE 200
    LAKEWOOD,CO80226     		N/A PC guardianship project 50,000
    MILE HIGH MINISTRIES
    913 WYANDOT ST
    DENVER,CO80204     		N/A PC Growth & Replication Prep of Mile High WorkShop 150,000
    MILE HIGH MINISTRIES
    913 WYANDOT ST
    DENVER,CO80204     		N/A PC program support 25,000
    MOVE FOR HUNGER INC
    4 HENDRICKSON AVE
    RED BANK,NJ07701     		N/A PC Fighting hunger and food waste in Colorado 30,000
    MULTIDISCIPLINARY ASSOCIATION FOR PSYCHEDELIC STUD
    1115 MISSION ST
    SANTA CRUZ,CA95060     		N/A PC Training Therapists in Colorado to Conduct MDMA-Assisted Psychotherapy in Patients with PTSD & Providing Treatment to CO Patients Suffering With PTSD 100,000
    NATIONAL FOREST FOUNDATION
    BLDG 27 STE 3 FORT MISSOULA RD
    MISSOULA,MT59804     		N/A PC Improving Hiking Experiences on Colorado's Fourteeners through Trail Conservation, Restoration, Safety & Preparedness 100,000
    NEW LEGACY CHARTER HIGH SCHOOL
    2091 DAYTON ST
    AURORA,CO80010     		N/A PC Integrated Early Learning Center for Children of High School Students 50,000
    REACH OUT AND READ COLORADO
    1660 S ALBION ST STE 905
    DENVER,CO80222     		N/A PC Colorado Correlation Project, A Strengths-Based Approach to Enhanced Program Delivery for Special Populations 150,000
    SCHWAB CHARITABLE FUND
    211 MAIN ST
    SAN FRANCISCO,CA94105     		N/A PC Telluray fund 6,977,018
    TEACH FOR AMERICA - DENVER
    1391 SPEER BLVD STE 710
    DENVER,CO80204     		N/A PC transforming education in denver 500,000
    THERE WITH CARE
    2825 WILDERNESS PL STE 100
    BOULDER,CO80301     		N/A PC program expansion & operating vehicle purchases 100,000
    UNIVERSITY OF COLORADO FOUNDATION
    10901 W 120TH AVE 200
    BROOMFIELD,CO80021     		N/A PC Philip J. Weiser Endowed Scholarship Fund 200,000
    YOUNG LIFE
    PO BOX 70065
    PRESCOTT,AZ86304     		N/A PC Young Lives Program Advancement and Camp Scholarship Fund 12,500
    YOUNG LIFE
    6500 S QUEBEC ST STE 300
    CENTENNIAL,CO80111     		N/A PC program support 500
    YOUNG LIFE
    6500 S QUEBEC ST STE 300
    CENTENNIAL,CO80111     		N/A PC Young Lives Program Advancement and Camp Scholarship fund 12,500
    Total .................................bullet 3a 9,773,518
    bApproved for future payment
    Total .................................bullet 3b  
    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 ...........     		    14 45,154  
    4 Dividends and interest from securities....     14 1,412,167  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....          
    8 Gain or (loss) from sales of assets other than
    inventory ............     		    18 4,565,794  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aK-1 Inc/Loss     		    14 3,237,893  
    bFederal Tax Refund     01 3,844  
    cINTEREST INCOME FROM NOTE RECEIVABLE     14 118,582  
    dSTATE TAX REFUND     01 1,261  
    e
    12 Subtotal. Add columns (b), (d), and (e)..   9,384,695  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    9,384,695
    (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 CompensationExplanation
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Person Name Explanation
    William R Gouger *Removed from position in 2018

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

    TY 2018 DepreciationSchedule
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    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
    IMPROVEMENTS - 321   250,555 0            
    LAND - 321 SHERMAN   150,333 0            

    TY 2018 InvestmentsCorpBondsSchedule
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Name of Bond End of Year Book Value End of Year Fair Market Value
    CAPITAL ONE NATL ASSN - 2.400% 993,730 993,930
    CBS CORP DIS COML PAPER - 0.00 498,792 499,381
    CITIZENS BANK N A MTN - 2.450% 993,684 992,910
    DUPONT EI DE NEMOURS DISC COML 2,995,082 2,996,508
    E TRADE FINANCIAL CORP - 5.875 315,338 283,500
    HEALTH CARE REIT INC - 4.125% 300,339 300,084
    HYUNDAI CAPITAL AMERICA - 2.60 123,162 123,390
    LAND O LAKES - 7.000% - 09/18/ 504,625 487,500
    LYONDELLBASELL INDUSTRIES - 5. 1,029,810 1,001,090
    NEVADA POWER CO - 7.125% - 03/ 1,163,137 1,154,549
    ROYAL BANK OF CANADA - 1.500% 2,429,623 2,441,894
    SPECTRA ENERGY DISC COML PAPER 2,495,976 2,498,544
    SUB DEBT PASS-THRU TR 2006-C - 250,000 250,000

    TY 2018 InvestmentsCorpStockSchedule
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Name of Stock End of Year Book Value End of Year Fair Market Value
    AMERICAN EUROPACIFICGROWTH CLA 65,000 65,658
    BAC CAPITAL TR XII 240,230 246,089
    BANK OF AMERICA CORP - 6.625% 190,984 193,344
    BANK OF AMERICA CORP - 7.250% 546,436 626,250
    BLACKROCK STRAT INC OPP PORTFO 628,397 620,985
    CAPITAL ONE FIN SER B - 6.00% 17,825 17,533
    CAPITAL ONE FINANCIAL CO NON-C 37,470 37,905
    CHARLES SCHWAB 5.95% SER D PFD 187,200 187,575
    CITIGROUP INC PFD - 6.30% 248,100 255,000
    CLARKSON PARTNERS INSTITUTIONA 317,852 267,478
    COBANK ACB - 6.125% - PFD SER 1,209,163 1,222,829
    DISH NETWORK CORPORATION 124,291,784 54,127,593
    DODGE & COX INCOME FUND 526,234 524,027
    DOUBLELINE TOTAL RETURN BOND 525,423 531,031
    ECHOSTAR HOLDING CORPORATION 170,044 198,288
    EMQQ THE EMERGING MARKETS INTE 440,069 364,725
    FIDELITY 500 INDEX FUND 1,805,231 1,567,123
    FIDELITY CONSERV INC BD FD 476,418 474,524
    FIDELITY INTERNATL INDEX INSTL 1,241,142 1,083,682
    FIRST EAGLE GLOBAL FUND CLASS 195,555 168,768
    FIRST EAGLE SOGEN OVERSEAS FUN 746,746 668,889
    FIRST TRUST DOW JONES INTERNET 724,414 594,966
    FPA NEW INCOME FUND CLASS A 634,550 630,425
    GOLDMAN SACHS GROUP PFD SHS SE 248,500 253,600
    GQG PARTNERS EMERGING MARKETS 221,709 213,873
    INVESCO NASDAQ INTERNET ETF 399,609 333,224
    INVESCO QQQ TRUST 291,091 271,343
    ISHARES CORE MSCI EMERGING MAR 599,702 565,753
    ISHARES GOLD TRUST 420,544 452,309
    ISHARES MSCI ACWI INDEX 224,854 200,051
    ISHARES MSCI CHINA INDEX FUND 152,964 141,390
    ISHARES MSCI INDIA ETF 309,832 333,400
    ISHARES MSCI-JAPAN 447,054 382,811
    ISHARES RUSSELL 2000 GROWTH IN 259,575 212,352
    ISHARES S&P GLOBAL HEALTHCARE 184,759 166,268
    ISHARES TRUST MSCI EAFE INDEX 439,855 376,310
    ISHARES TRUST RUSSELL 1000 GRO 294,570 261,035
    ISHARES TRUST RUSSELL 1000 VAL 504,739 450,752
    ISHARES TRUST RUSSELL 2000 VAL 254,514 212,499
    ISHARES TRUST- ISHARES MSCI AL 304,851 287,473
    M&T BANK - 5.0% - PFD SER C 101,009 100,000
    MAINGATE MLP FUND CL I 371,902 289,883
    OAKMARK INTERNATIONAL FUND 971,561 782,708
    PIMCO ALL ASSET ALL AUTHORITY 155,510 147,742
    PIMCO COMMODITY REAL RETURN ST 152,317 132,552
    PIMCO EMERGING MARKETS BOND IN 151,352 148,111
    PIMCO FOREIGN BOND UNHEDGED IN 225,961 215,781
    PIMCO TOTAL RETURN FUND 630,747 634,177
    PRIMECAP ODYSSEY GROWTH FUND 443,522 354,207
    PRIMECAP ODYSSEY STOCK FUND 1,244,476 1,058,446
    PRUDENTIAL GLOBAL REAL ESTATE 148,859 138,831
    SCHWAB US TIPS 853,809 847,847
    SPDR S&P BIOTECH ETF 209,838 155,913
    THIRD AVENUE REAL ESTATE VALUE 325,793 257,705
    TORTOISE MLP AND PIPELINE FUND 295,097 239,021
    TOUCHSTONE SANDS EMERGING MARK 220,046 208,054
    VANGUARD FTSE EMERGING MARKETS 254,934 237,973
    VANGUARD MID-CAP ETF 1,043,812 904,388
    VANGUARD SF REIT ETF 149,801 139,595
    VANGUARD TOTAL BOND MARKET IND 833,299 846,741
    WELLS FARGO & CO. PRFD 'L' 445,449 504,760
    WELLS FARGO ADVTG ABSLT RETURN 154,315 143,457
    WM. BLAIR FUNDS SMALL CAP GROW 329,846 239,731
    YACKTMAN FOCUSED FUND INST CL 852,965 698,666

    TY 2018 InvestmentsGovtObligationsSch
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    US Government Securities - End of Year Book Value:

     
    US Government Securities - End of Year Fair Market Value:

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


    1,313,165
    State & Local Government Securities - End of Year Fair Market Value:


    1,329,070


    TY 2018 InvestmentsOtherSchedule2
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    BEAR CREEK PRODUCTS 2018-4 (AT   7,812,500 7,812,500
    BEAR CREEK PRODUCTS 2018-5 (SN   12,500,000 12,500,000
    GROSVENOR ALT INV CL B (7003)   700,000 677,156
    GROSVENOR ALT INV CL B (7004)   1,400,000 1,354,314
    ISHARES S&P GSCI COMMODITY-IND   123,070 117,291
    KENOSHA CR OPPORT FD (PTR 169)   405,453 390,810
    KENOSHA CR OPPORT FD (PTR 170)   810,901 781,621

    TY 2018 LandEtcSchedule2
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    IMPROVEMENTS - 321 250,555 0 250,555  
    LAND - 321 SHERMAN 150,333 0 150,333  


    TY 2018 OtherExpensesSchedule
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Administrative Fees 35,750     35,750
    CREDIT CARD FEES 39     39
    Computers/Electronic Devices 30     30
    Foundation Dues & Memberships 2,315     2,315
    K-1 Exp BEAR CREEK LENDING TCH 107,388 107,388    
    K-1 EXP BEAR CREEK PRDS 2018-4 17,002 17,002    
    K-1 EXP BEAR CREEK PRDS 2018-5 22,049 22,049    
    K-1 Exp BEARCREEK LENDING TCH 40,582 40,582    
    K-1 Exp ISHARES S&P GSCI COMMO 260 260    
    K-1 EXP KENOSHA CR OPP FD (169 625 625    
    K-1 EXP KENOSHA CR OPP FD (170 1,253 1,253    
    Office Supplies 679     679
    Property insurance 1,825     1,825
    State or Local Filing Fees 10     10
    Website Hosting/Support 1,447     1,447
    PROPERTY MAINTENANCE 360     360


    TY 2018 OtherIncomeSchedule2
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    K-1 Inc/Loss BEAR CREEK LENDING TCH-X, LLLP 1,729,895 1,729,895  
    K-1 Inc/Loss BEAR CREEK PRODUCTS 2018-4 (ATF), LLL 357,032 357,032  
    K-1 Inc/Loss BEAR CREEK PRODUCTS 2018-5 (SNF BRIDG 294,793 294,793  
    K-1 Inc/Loss BEARCREEK LENDING TCH II 2017 LLLP 838,700 838,700  
    K-1 Inc/Loss ISHARES S&P GSCI COMMODITY-INDEXED TR 767 767  
    K-1 Inc/Loss KENOSHA CR OPP FD (ptr 169) 5,569 5,569  
    K-1 Inc/Loss KENOSHA CR OPP FD (ptr 170) 11,137 11,137  
    Federal Tax Refund 3,844    
    Interest Income from Note receivable 118,582 118,582  
    State Tax Refund 1,261    


    TY 2018 OtherProfessionalFeesSchedule
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Investment Management Services 63,830 63,830    
    ADMINISTRATIVE SERVICES 25,000     25,000
    IT SUPPORT 743     743


    TY 2018 TaxesSchedule
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    990-PF Estimated Tax for 2018 49,200      
    990-PF Extension for 2017 78,247      


    TY 2018 TransfersFrmControlledEntities
    Name:
    The Telluray Foundation
    EIN:
    20-1090247
    Name US /
    Foreign Address    		 EIN Description Amount
    bear creek lending tch x lllp 1200 17th street suite 970
    denver,CO80202     		81-1808290 This entity is not an excess business holding. 26,910,800
    Total     26,910,800