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
MATTINA R PROCTOR FOUNDATION
C/O BROUDE & HOCHBERG LLP
Number and street (or P.O. box number if mail is not delivered to street address)75 FEDERAL ST NO 1300
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BOSTON, MA021101921
A Employer identification number

11-1067014
B Telephone number (see instructions)

(617) 748-5100
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$13,321,716J 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 1,024 1,097  
4 Dividends and interest from securities... 453,858 468,119  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 304,719
b Gross sales price for all assets on line 6a 492,014
7 Capital gain net income (from Part IV, line 2)... 364,844
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule).......      
12 Total. Add lines 1 through 11........ 759,601 834,060  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 108,348 54,174   54,174
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 564 0   0
b Accounting fees (attach schedule)....... Click to see attachment 16,142 0   0
c Other professional fees (attach schedule).... Click to see attachment 102,515 27,154   75,362
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 8,000 0   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 4,481 0   4,481
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 34,118 29,666   2,300
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 274,168 110,994   136,317
25 Contributions, gifts, grants paid....... 500,000 500,000
26 Total expenses and disbursements. Add lines 24 and 25 774,168 110,994   636,317
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -14,567
b Net investment income (if negative, enter -0-) 723,066
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......... 124,368 159,761 159,761
3 Accounts receivable bullet2,800
Less: allowance for doubtful accounts bullet     2,800 2,800
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)....... 7,428,616 Click to see attachment7,375,856 13,159,155
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)..........      
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) 7,552,984 7,538,417 13,321,716
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)    
23 Total liabilities (add lines 17 through 22)......... 0 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........ 7,549,423 7,538,417
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds 3,561 0
30 Total net assets or fund balances (see instructions)..... 7,552,984 7,538,417
31 Total liabilities and net assets/fund balances (see instructions). 7,552,984 7,538,417
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
7,552,984
2
Enter amount from Part I, line 27a .....................
2
-14,567
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
7,538,417
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
7,538,417
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 HOME EXCHANGE BANK CD P 2018-08-14 2018-09-27
b PREFERRED BANK CD P 2018-07-18 2018-09-28
c 1,700.000 SHS CANADIAN NATIONAL RY CO P 2010-12-21 2018-01-25
d 300.000 SHS CANADIAN NATIONAL RY CO P 2010-12-21 2018-01-25
e 740.000 SHS EXXON MOBIL CORP D 1980-11-25 2018-09-07
260.000 SHS EXXON MOBIL CORP D 1980-11-25 2018-09-07
1,860.000 SHS EXXON MOBIL CORP D 1980-11-25 2018-10-29
540.000 SHS EXXON MOBIL CORP D 1983-07-14 2018-10-29
100.000 SHS EXXON MOBIL CORP D 1983-07-14 2018-10-29
CAPITAL GAINS DIVIDENDS P    
(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 35,000   35,000 0
b 10,000   10,000 0
c 135,280   56,574 78,706
d 23,870   9,984 13,886
e 60,272   3,989 56,283
21,178   1,402 19,776
145,041   10,027 135,014
42,109   164 41,945
7,798   30 7,768
11,466     11,466
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       0
b       0
c       78,706
d       13,886
e       56,283
      19,776
      135,014
      41,945
      7,768
      11,466
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 2 364,844
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 642,819 14,918,298 0.043089
2016 689,653 13,983,021 0.049321
2015 830,431 14,057,360 0.059074
2014 837,021 15,121,394 0.055353
2013 759,121 14,092,660 0.053866
2
Total of line 1, column (d) .....................
2
0.260703
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
0.052141
4
Enter the net value of noncharitable-use assets for 2018 from Part X, line 5......
4
14,624,394
5
Multiply line 4 by line 3......................
5
762,531
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
7,231
7
Add lines 5 and 6........................
7
769,762
8
Enter qualifying distributions from Part XII, line 4,.............
8
636,317
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 14,461
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2........................... 3 14,461
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 14,461
6 Credits/Payments:
a 2018 estimated tax payments and 2017 overpayment credited to 2018 6a 10,060
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 12,000
d Backup withholding erroneously withheld ........... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 22,060
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 7,599
11 Enter the amount of line 10 to be: Credited to 2019 estimated taxBullet7,599 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions
for definition).................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletMA
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 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 addressbulletWWW.MRPF.ORG
    14
    The books are in care ofbulletJEFFREY D HUTCHINS TRUSTEE Telephone no.bullet (617) 748-5100

    Located atbullet75 FEDERAL ST SUITE 1300BOSTONMA ZIP+4bullet021101921
    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
     
    No
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?..........
    If "Yes," attach the statement required by Regulations section 53.4945–5(d). Click to see attachment
    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
    JEFFREY D HUTCHINS TRUSTEE
    10.00     		54,174 0 0
    75 FEDERAL STREET SUITE 1300
    BOSTON,MA02110
    WILLIAM I HOCHBERG TRUSTEE
    10.00     		54,174 0 0
    1900 AVENUE OF THE STARS 21ST FLOOR
    LOS ANGELES,CA90067
    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
    BROUDE & HOCHBERG LLP GRANT ADMINISTRATION 75,362
    75 FEDERAL ST STE 1300
    BOSTON,MA02110
    BROUDE & HOCHBERG LLP TRUST ADMINISTRATION 27,153
    75 FEDERAL ST STE 1300
    BOSTON,MA02110
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    2  
    3  
    4  
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    Form 990-PF (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
    14,743,203
    b
    Average of monthly cash balances.......................
    1b
    103,898
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    14,847,101
    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
    14,847,101
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    222,707
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    14,624,394
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    731,220
    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
    731,220
    2a
    Tax on investment income for 2018 from Part VI, line 5......
    2a
    14,461
    b
    Income tax for 2018. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    14,461
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    716,759
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    716,759
    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
    716,759
    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
    636,317
    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
    636,317
    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
    636,317
    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 7 716,759
    2 Undistributed income, if any, as of the end of 2018:
    a Enter amount for 2017 only....... 226,778
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2018:
    a From 2013......  
    b From 2014......  
    c From 2015......  
    d From 2016......  
    e From 2017......  
    fTotal of lines 3a through e........ 0
    4Qualifying distributions for 2018 from Part
    XII, line 4: bullet$ 636,317
    a Applied to 2017, but not more than line 2a 226,778
    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..... 409,539
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2018. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2017. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2018. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2019 ..........     		307,220
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    8 Excess distributions carryover from 2013 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9Excess distributions carryover to 2019.
    Subtract lines 7 and 8 from line 6a ......     		0
    10 Analysis of line 9:
    a Excess from 2014....  
    b Excess from 2015....  
    c Excess from 2016....  
    d Excess from 2017....  
    e Excess from 2018....  
    Form 990-PF (2018)
    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:
    JEFFREY D HUTCHINS TRUSTEE CO BROUD
    75 FEDERAL STREET SUITE 1300
    BOSTON,MA02110
    (617) 748-5100
    bThe form in which applications should be submitted and information and materials they should include:
    APPLICATIONS ACCEPTED FROM PUBLIC CHARITIES. APPLICATIONS SHOULD BE BY LETTER, AND CONTAIN A DESCRIPTION OF THE APPLICANT ORGANIZATION, PURPOSE AND BUDGET OF GRANT SOLICITED, AND PROOF OF TAX EXEMPT STATUS.
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    PREFERENCE IS GIVEN TO ORGANIZATIONS LOCATED IN THE NORTHEASTERN UNITED STATES.
    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
    A PLACE CALLED HOME
    2830 S CENTRAL AVENUE
    LOS ANGELES,CA90011     		N/A PUBLIC CHARITY GENERAL 10,000
    ALBANY MUSIC FOUNDATION
    915 BROADWAY
    ALBANY,NY12207     		N/A PUBLIC CHARITY RECORDING OF "SKY LEGENDS" CD BY COMPOSER DAVID OWENS 10,000
    AMERICAN RED CROSS OF MAINE
    2401 CONGRESS STREET
    PORTLAND,ME04102     		N/A PUBLIC CHARITY RELIEF FOR VICTIMS OF CALIFORNIA WILDFIRES 2,500
    APPALACHIAN MOUNTAIN CLUB
    10 CITY SQUARE
    BOSTON,MA02129     		N/A PUBLIC CHARITY SUPPORT FOR AMC'S PROJECT, "RESTORING NATIVE TROUT AND SALMON HABITAT IN MAINE'S 100 MILE WILDERNESS" 2,500
    APPRENTICESHOP
    643 MAIN STREET
    ROCKLAND,ME04841     		N/A PUBLIC CHARITY SUPPORT FOR SHIPBUILDING AND SEAMANSHIP PROGRAMS, COMMUNITY SAILING AND OTHER GENERAL NEEDS 3,500
    APPRENTICESHOP
    643 MAIN STREET
    ROCKLAND,ME04841     		N/A PUBLIC CHARITY SUPPORT FOR BOAT BUILDING PROGRAMS IN MIDCOAST MAINE 6,000
    ARTWORXLA
    1930 WILSHIRE BLVD 800
    LOS ANGELES,CA90057     		N/A PUBLIC CHARITY ARTS PROGRAMS 3,000
    BERKLEE COLLEGE OF MUSIC
    1140 BOYLSTON STREET
    BOSTON,MA02115     		N/A PUBLIC CHARITY TOWARD BERKLEE INSTITUTE FOR ARTS EDUCATION AND SPECIAL NEEDS PROGRAM 6,300
    BLUE HILL CONCERT ASSOCIATION
    PO BOX 140
    BLUE HILL,ME04614     		N/A PUBLIC CHARITY SUPPORT FOR MUSICAL PROGRAMS IN HONOR OF ORGANIZATION'S 40TH ANNIVERSARY SEASON 4,000
    BOSTON LYRIC OPERA
    11 AVENUE DE LAFAYETTE
    BOSTON,MA02111     		N/A PUBLIC CHARITY SUPPORT FOR THE 2016-2017 CONCERT SEASON AND GENERAL OPERATING SUPPORT 50,000
    BOSTON LYRIC OPERA
    11 AVENUE DE LAFAYETTE
    BOSTON,MA02111     		N/A PUBLIC CHARITY SUPPORT FOR THE 2016-2017 CONCERT SEASON AND GENERAL OPERATING SUPPORT 50,000
    BOSTON MODERN ORCHESTRA PROJECT
    376 WASHINGTON STREET
    MALDEN,MA02148     		N/A PUBLIC CHARITY IN SUPPORT OF THE RELEASE OF LEON KIRCHNER'S COMPLETE ORCHESTRAL WORKS ON BMOP/SOUND 15,000
    BOSTON YOUTH SYMPHONY ORCHESTRAS
    855 COMMONWEALTH AVENUE
    BOSTON,MA02215     		N/A PUBLIC CHARITY SUPPORT FOR PERFORMANCE OF GEORGES BIZET'S OPERA, CARMEN 15,000
    CALLIOPE MUSIC
    PO BOX 624
    ANDOVER,MA01810     		N/A PUBLIC CHARITY FOR 2018 CONCERTS 2,500
    COASTAL MOUNTAINS LAND TRUST
    101 MT BATTIE STREET
    CAMDEN,ME04843     		N/A PUBLIC CHARITY SUPPORT FOR THE ROUND THE MOUNTAIN COLLABORATION 12,500
    COMMUNITY HOUSE THE
    284 BAY ROAD
    HAMILTON,MA01982     		N/A PUBLIC CHARITY GEORGE & EMILY PROCTOR MANDELL LEGACY PROJECT 5,000
    EMMANUEL MUSIC
    PO BOX 171184
    BOSTON,MA02117     		N/A PUBLIC CHARITY IN SUPPORT OF THE PERFORMANCE OF STRAVINSKY'S OEDIPUS REX 5,000
    FARNSWORTH ART MUSEUM
    16 MUSEUM STREET
    ROCKLAND,ME04841     		N/A PUBLIC CHARITY EDUCATIONAL PROGRAMS 25,000
    FOUNDATION FOR MODERN OPERA
    15 BREWSTER ROAD
    WORCESTER,MA01602     		N/A PRIVATE FOUNDATION SUPPORT FOR THE SHAKESPEARE CONCERTS 2018 PERFORMANCES AND RELATED RECORDINGS 25,000
    FOUNDATION FOR MODERN OPERA
    15 BREWSTER ROAD
    WORCESTER,MA01602     		N/A PRIVATE FOUNDATION FOR PROMOTIONAL SUPPORT OF THE SHAKESPEARE CONCERTS 2018 PERFORMANCES AND RELATED RECORDINGS 15,000
    FRIENDS OF ANIM
    200 W 57TH STREET STE 403
    NEW YORK,NY10019     		N/A PUBLIC CHARITY JEFF - 11/15/19 09:26AM WORKSHEET PRIVATE FOUNDATION 3,000
    FRIENDS OF BAXTER STATE PARK
    PO BOX 322
    BELFAST,ME04915     		N/A PUBLIC CHARITY SUPPORT FOR "ENGAGING YOUTH AS ENVIRONMENTAL STEWARDS" PROJECT 2,500
    GRAMMY MUSEUM
    800 W OLYMPIC BLVD
    LOS ANGELES,CA90015     		N/A PUBLIC CHARITY IN SUPPORT OF GRAMMY SIGNATURE SCHOOLS PROGRAM IN THE BOSTON OR ROCKLAND, ME, REGIONS AND/OR OTHER PROJECT OR CAPITAL NEEDS 10,000
    GUITARS IN THE CLASSROOM
    1761 HOTEL CIRCLE S SUITE 210
    SAN DIEGO,CA92108     		N/A PUBLIC CHARITY ACTIVITIES IN MAINE AND/OR MASSACHUSETTS AND/OR OTHER PROJECT OR CAPITAL NEEDS 2,500
    HANDEL AND HAYDN SOCIETY
    9 HARCOURT STREET
    BOSTON,MA02116     		N/A PUBLIC CHARITY SUPPORT FOR 2017-2018 SEASON, AND BACH'S MASS IN B MINOR 2,500
    HERRING GUT LEARNING CENTER
    59 FACTORY ROAD
    PORT CLYDE,ME04855     		N/A PUBLIC CHARITY SUSTAINABLE SEAWEED PROGRAM 1,000
    INNER-CITY ARTS
    720 KOHLER STREET
    LOS ANGELES,CA90021     		N/A PUBLIC CHARITY GENERAL 3,500
    ISRAEL EMERGENCY ALLIANCE
    PO BOX 34122
    LOS ANGELES,CA90034     		N/A PUBLIC CHARITY IN SUPPORT OF MUSICAL PERFORMANCES IN ISRAEL 1,200
    JAZZ BAKERY THEQUINCY JONES URBAN JAZZ CAMP
    1836 BENEDICT CANYON DRIVE
    BEVERLY HILLS,CA90210     		N/A PUBLIC CHARITY FUNDING DIRECTED TOWARD A JAZZ CAMP FOR UNDER-PRIVILEGED YOUTH 3,000
    JEWISH FAMILY & CHILDREN'S SERVICE
    1430 MAIN STREET
    WALTHAM,MA02451     		N/A PUBLIC CHARITY SUPPORT FOR ADOPTION RESOURCES PROGRAM 10,000
    KNITTING CONNECTION THE
    PO BOX 560065
    MEDFORD,MA02156     		N/A PUBLIC CHARITY GENERAL SUPPORT FOR CHARITABLE MISSION TO PROVIDE KNITTED ITEMS TO THOSE IN NEED 1,000
    MAINE MEDIA WORKSHOPS & COLLEGE
    PO BOX 200
    ROCKPORT,ME04856     		N/A PUBLIC CHARITY ARCHITECTURAL DESIGN AND PLANNING PHASE OF A MASTER FACILITIES PLAN 10,000
    MAINE MEDIA WORKSHOPS & COLLEGE
    PO BOX 200
    ROCKPORT,ME04856     		N/A PUBLIC CHARITY ARCHITECTURAL DESIGN AND PLANNING PHASE OF A MASTER FACILITIES PLAN 20,000
    MAKING COMMUNITY HAPPEN
    46 SUMMER STREET
    ROCKLAND,ME04841     		N/A PUBLIC CHARITY SUPPORT FOR MEALS ON WHEELS PROGRAM 1,000
    MERCY HEALTHCARE FOUNDATION
    MERCY HOSPITAL 144 STATE STREET
    PORTLAND,ME04101     		N/A PUBLIC CHARITY FIVE-YEAR PLEDGE TO THE MATTINA R. PROCTOR DIABETES CENTER FOR OUTREACH AND FOR RELOCATION TO FORE RIVER CAMPUS, INSTALLMENT #4 OF 5 75,000
    MERRYSPRING NATURE CENTER
    PO BOX 893
    CAMDEN,ME04843     		N/A PUBLIC CHARITY SUPPORT FOR ENVIRONMENTAL OUTREACH AND YOUTH-ORIENTED ACTIVITIES PROGRAMS 2,500
    NEW ENGLAND AQUARIUM
    CENTRAL WHARF
    BOSTON,MA02110     		N/A PUBLIC CHARITY FOR THE ANDERSON CABOT CENTER'S WORK AT THE INTERSECTION OF NORTH ATLANTIC RIGHT WHALE CONSERVATION AND FISHERIES RESILIENCE 10,000
    NEW ENGLAND CONSERVATORY
    290 HUNTINGTON AVENUE
    BOSTON,MA02115     		N/A PUBLIC CHARITY GENERAL 25,000
    NORTH BENNET STREET SCHOOL
    150 NORTH STREET
    BOSTON,MA02109     		N/A PUBLIC CHARITY FOR PIANO TECHNOLOGY PROGRAMS 2,500
    NORTHEASTERN UNIVERSITY SCHOOL OF LAW
    416 HUNTINGTON AVENUE CAMPUS 202
    KNOWLES
    BOSTON,MA02115     		N/A PUBLIC CHARITY SUPPORT FOR THE CENTER FOR LAW, INNOVATION AND CREATIVITY 10,000
    PERKINS SCHOOL FOR THE BLIND
    175 N BEACON STREET
    WATERTOWN,MA02472     		N/A PUBLIC CHARITY IN SUPPORT OF PERKINS RADIO, WITH A FOCUS ON STAFF EXPANSION AND IMPROVEMENT OF THE STATION'S TECHNOLOGY 6,000
    PINE STREET INN
    444 HARRISON AVENUE
    BOSTON,MA02118     		N/A PUBLIC CHARITY GENERAL 1,000
    PINE TREE LEGAL ASSISTANCE
    PO BOX 547
    PORTLAND,ME04112     		N/A PUBLIC CHARITY GENERAL FUNDING FOR MISSION OF PROVIDING LEGAL ASSISTANCE TO MAINE'S UNDERSERVED AND VULNERABLE POPULATIONS 1,000
    POINTS NORTH INSTITUTE
    PO BOX 836
    CAMDEN,ME04843     		N/A PUBLIC CHARITY IN SUPPORT OF THE CAMDEN INTERNATIONAL FILM FESTIVAL 1,000
    POINTS NORTH INSTITUTE
    PO BOX 836
    CAMDEN,ME04843     		N/A PUBLIC CHARITY IN SUPPORT OF THE CAMDEN INTERNATIONAL FILM FESTIVAL 4,000
    PRICE CENTER THE
    27 CHRISTINA STREET SUITE 201
    NEWTON,MA02461     		N/A PUBLIC CHARITY GENERAL OPERATIONS 1,000
    RONALD MCDONALD HOUSE BOSTON HARBOR
    250 FIRST AVENUE 318
    BOSTON,MA02129     		N/A PUBLIC CHARITY TO ASSIST IN FUNDING AN APARTMENT PROVIDING HOUSING TO AN MGH PATIENT AND HIS OR HER FAMILY DURING TREATMENT IN THE PEDIATRIC HEMATOLOGY-ONCOLOGY PROGRAM AT MASSACHUSETTS GENERAL HOSPITAL FOR CHILDREN 20,000
    WORLD OF CHANGE
    PO BOX 83
    PORTLAND,ME04112     		N/A PUBLIC CHARITY YEAR-END MATCHING GRANT ("CHALLENGE GRANT") 2,000
    Total .................................bullet 3a 500,000
    bApproved for future payment
    Total .................................bullet 3b 0
    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 1,024  
    4 Dividends and interest from securities....     14 453,858  
    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.....     15    
    8 Gain or (loss) from sales of assets other than
    inventory ............     		    18 304,719  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 759,601 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    759,601
    (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:
    MATTINA R PROCTOR FOUNDATION
     
    C/O BROUDE & HOCHBERG LLP
    EIN:
    11-1067014
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BROUDE & HOCHBERG LLP TAX 8,942 0   0
    DARMODY, MERLINO & CO., LLP 7,200 0   0

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

    TY 2018 ExpenditureResponsibilityStmt
    Name:
    MATTINA R PROCTOR FOUNDATION
     
    C/O BROUDE & HOCHBERG LLP
    EIN:
    11-1067014
    Grantee's Name Grantee's Address Grant Date Grant Amount Grant Purpose Amount Expended By Grantee Any Diversion By Grantee? Dates of Reports By Grantee Date of Verification Results of Verification
    FOUNDATION FOR MODERN OPERA
          		15 BREWSTER RD
    WORCESTER,MA01602     		2018-01-11 15,000 TO FUND PROMOTION OF THE FOUNDATION'S PROJECTS.   NONE 05/23/19    
    FOUNDATION FOR MODERN OPERA
          		15 BREWSTER RD
    WORCESTER,MA01602     		2018-03-29 25,000 UNDERWRITE 2018 SPRING SHAKESPEARE CONCERT AT JORDAN HALL AND RECORDING SESSIONS AT MECHANICS HALL.   NONE 05/23/19    

    TY 2018 InvestmentsCorpStockSchedule
    Name:
    MATTINA R PROCTOR FOUNDATION
     
    C/O BROUDE & HOCHBERG LLP
    EIN:
    11-1067014
    Name of Stock End of Year Book Value End of Year Fair Market Value
    21,007 SH. AT&T INC. 590,860 599,540
    3,000 SH. BOSTON PROPERTIES INC. 268,819 337,650
    6,188 SH. BRISTOL MYERS SQUIBB CO. 151,204 321,652
    3,400 SH. CATERPILLAR INC. 250,676 432,038
    6,000 SH. CHEVRON CORP. 358,740 652,740
    3,331 SH. CISCO SYSTEMS INC. 57,918 144,332
    16,000 SH. COCA COLA CO. 329,718 757,600
    6,000 SH. CONAGRA FOODS INC. 123,937 128,160
    2,000 SH. DISNEY CO. 98,944 219,300
    4,500 SH. DOWDUPONT, INC. 240,390 240,660
    12,820 SH. DOWDUPONT, INC. 445,924 685,614
    2,475 SH. DUKE ENERGY CORP. 112,112 213,593
    8,200 SH. DUKE REALTY CORP 219,898 212,380
    4,000 SH. EMERSON ELECTRIC CO. 63,205 239,000
    14,500 SH. EXXONMOBIL CORP. 476,071 988,755
    26,810 SH. GENERAL ELECTRIC CO. 620,770 202,952
    12,000 SH. GENERAL MILLS INC. 252,004 467,280
    7,350 SH. GLOBAL X SUPERDIVIDEND ETF 160,487 125,685
    870 SH. JOHNSON & JOHNSON 56,924 112,274
    7,400 SH. JP MORGAN CHASE & CO. 269,342 722,388
    9,844 SH. MERCK & CO. INC. 411,850 752,180
    3,800 SH. MICROSOFT CORP. 164,474 385,966
    1,000 SH. PEPSICO INC. 59,708 110,480
    7,189 SH. PFIZER INC. 113,557 313,800
    2,338 SH. PHILLIPS 66-W/I 59,480 201,419
    11,100 SH. PROCTER & GAMBLE CO. 379,517 1,020,312
    10,000 SH. STATE STREET CORP. 145,281 630,700
    4,000 SH. UNION PACIFIC CORP. 48,026 552,920
    2,600 SH. UNITED TECHNOLOGIES CORP. 130,430 276,848
    6,500 SH. US BANCORP 191,360 297,050
    4,270 SH. VERIZON COMMUNICATIONS INC. 136,356 240,059
    6,000 SH. WELLS FARGO & CO. 179,145 276,480
    4,886 SH. WEYERHAEUSER CO. 136,012 106,808
    1,000 SH. 3M CO. 72,717 190,540

    TY 2018 LegalFeesSchedule
    Name:
    MATTINA R PROCTOR FOUNDATION
     
    C/O BROUDE & HOCHBERG LLP
    EIN:
    11-1067014
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BROUDE & HOCHBERG LLP LEGAL 564 0   0


    TY 2018 OtherExpensesSchedule
    Name:
    MATTINA R PROCTOR FOUNDATION
     
    C/O BROUDE & HOCHBERG LLP
    EIN:
    11-1067014
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    EXPONENT PHILANTHROPY MEMBERSHIP DUES 750 0   0
    LIABILITY INSURANCE 1,262 0   0
    ADVERTISING 2,300 0   2,300
    STATE STREET CUSTODY FEES 480 480   0
    WELLS FARGO INVESTMENT FEE 29,186 29,186   0
    MA FORM PC FILING FEE 125 0   0
    OFFICE EXPENSE 15 0   0


    TY 2018 OtherProfessionalFeesSchedule
    Name:
    MATTINA R PROCTOR FOUNDATION
     
    C/O BROUDE & HOCHBERG LLP
    EIN:
    11-1067014
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BROUDE & HOCHBERG GRANT ADMIN. FEE 75,362 0   75,362
    BROUDE & HOCHBERG TRUST ADMIN. FEE 27,153 27,154   0


    TY 2018 TaxesSchedule
    Name:
    MATTINA R PROCTOR FOUNDATION
     
    C/O BROUDE & HOCHBERG LLP
    EIN:
    11-1067014
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ESTIMATED TAX ON INVESTMENT INCOME 8,000 0   0