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
2019
Open to Public Inspection
For calendar year 2019, or tax year beginning 01-01-2019 , and ending 12-31-2019
Name of foundation
BEAZLEY FOUNDATION INCORPORATED
 
Number and street (or P.O. box number if mail is not delivered to street address)3720 BRIGHTON STREET
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
PORTSMOUTH, VA23707
A Employer identification number

54-0550100
B Telephone number (see instructions)

(757) 393-1605
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$51,640,887
J 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 219,609 219,609 219,609
4 Dividends and interest from securities... 931,634 931,634 931,634
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 1,747,870
b Gross sales price for all assets on line 6a 15,074,141
7 Capital gain net income (from Part IV, line 2)...  
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)....... 416,049   416,049
12 Total. Add lines 1 through 11........ 3,315,162 1,151,243 1,567,292
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 277,115 118,346   158,769
14 Other employee salaries and wages...... 569,871 67,056   502,815
15 Pension plans, employee benefits....... 210,963 33,877   177,086
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... 13,438 6,719   6,719
c Other professional fees (attach schedule)....        
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... 125,761 716   5,310
19 Depreciation (attach schedule) and depletion... 48,350 15,481  
20 Occupancy..............        
21 Travel, conferences, and meetings....... 10,769 2,154   8,615
22 Printing and publications..........        
23 Other expenses (attach schedule)....... 510,593 147,807   362,786
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,766,860 392,156   1,222,100
25 Contributions, gifts, grants paid....... 1,697,579 1,697,579
26 Total expenses and disbursements. Add lines 24 and 25 3,464,439 392,156   2,919,679
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -149,277
b Net investment income (if negative, enter -0-) 759,087
c Adjusted net income (if negative, enter -0-)... 1,567,292
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2019)
Form 990-PF (2019)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)
Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............. 500 500 500
2 Savings and temporary cash investments......... 217,186 259,600 259,600
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges.......... 60,428 6,509 6,509
10a Investments—U.S. and state government obligations (attach schedule) 2,046,350 Click to see attachment3,245,427 3,305,074
b Investments—corporate stock (attach schedule)....... 32,668,299 Click to see attachment31,685,459 41,883,015
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).......... 5,109,725 Click to see attachment5,068,617 5,261,189
14 Land, buildings, and equipment: basis bullet1,287,004
Less: accumulated depreciation (attach schedule) bullet656,069 623,239 Click to see attachment630,935 925,000
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 40,725,727 40,897,047 51,640,887
Liabilities 17 Accounts payable and accrued expenses.......... 28,444 31,934
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) Click to see attachment846,007 Click to see attachment836,132
23 Total liabilities (add lines 17 through 22)......... 874,451 868,066
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions........... 39,851,276 40,028,981
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds    
29 Total net assets or fund balances (see instructions)..... 39,851,276 40,028,981
30 Total liabilities and net assets/fund balances (see instructions). 40,725,727 40,897,047
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
39,851,276
2
Enter amount from Part I, line 27a .....................
2
-149,277
3
Other increases not included in line 2 (itemize) bulletClick to see attachment
3
326,982
4
Add lines 1, 2, and 3 ..........................
4
40,028,981
5
Decreases not included in line 2 (itemize) bullet
5
 
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
40,028,981
Form 990-PF (2019)
Form 990-PF (2019)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)
(b)
How acquired
P—Purchase
D—Donation
(c)
Date acquired
(mo., day, yr.)
(d)
Date sold
(mo., day, yr.)
1a
b
c
d
e
(e)
Gross sales price
(f)
Depreciation allowed
(or allowable)
(g)
Cost or other basis
plus expense of sale
(h)
Gain or (loss)
(e) plus (f) minus (g)
a
b
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69
(j)
Adjusted basis
as of 12/31/69
(k)
Excess of col. (i)
over col. (j), if any
a
b
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7
Bracket 2  
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))
2018 3,392,608 47,729,842 0.071079
2017 2,896,565 49,713,477 0.058265
2016 2,494,977 46,582,158 0.053561
2015 3,795,581 49,894,509 0.076072
2014 3,417,848 52,598,444 0.064980
2
Total of line 1, column (d) .....................
2
0.323957
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
0.064791
4
Enter the net value of noncharitable-use assets for 2019 from Part X, line 5......
4
48,423,275
5
Multiply line 4 by line 3......................
5
3,137,392
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
7,591
7
Add lines 5 and 6........................
7
3,144,983
8
Enter qualifying distributions from Part XII, line 4,.............
8
2,919,679
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions.
Form 990-PF (2019)
Form 990-PF (2019)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here Bullet and enter “N/A" on line 1. Bracket includes lines 1a and 1b
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Domestic foundations that meet the section 4940(e) requirements in Part V, check 1 15,182
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 15,182
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 15,182
6 Credits/Payments:
a 2019 estimated tax payments and 2018 overpayment credited to 2019 6a 21,780
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 21,780
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 6,598
11 Enter the amount of line 10 to be: Credited to 2020 estimated taxBullet6,598 RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions
for definition).................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
  • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletVA
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2019 or the taxable year beginning in 2019? See the instructions for Part XIV.
    If "Yes," complete Part XIV .............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
     
    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 addressbulletBEAZLEYFOUNDATION.ORG
    14
    The books are in care ofbulletTHE ORGANIZATION Telephone no.bullet (757) 393-1605

    Located atbullet3720 BRIGHTON STREETPORTSMOUTHVA ZIP+4bullet23707
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ........bullet
    15
     
    16 At any time during calendar year 2019, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country? .................
    16   No
    See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
    country bullet
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?......................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?...............
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).......
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ........
    1b
     
     
    ........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2019?.............
    1c
     
     
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2019, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2019?.............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?......................
    b
    If "Yes," did it have excess business holdings in 2019 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2019.)..................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2019?
    4b
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?.............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? See instructions................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?.....
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ......
    5b
     
     
    .........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
    LAWRENCE W I'ANSON III TRUSTEE
    000.00
    10,000 0 0
    2510 STANLEY AVE SE
    ROANOKE,VA24014
    P WARD ROBINETT JR SECRETARY
    000.00
    10,000 0 0
    500 CRAWFORD ST
    PORTSMOUTH,VA23704
    DIANE POMEROY GRIFFIN VICE PRESIDE
    000.00
    5,000 0 0
    1 HIGH STREET SUITE 303
    PORTSMOUTH,VA23704
    W ASHTON LEWIS TRUSTEE
    000.00
    10,000 0 0
    3412 WESTERN BRANCH BLVD
    CHESAPEAKE,VA23321
    WHITNEY G SAUNDERS TRUSTEE
    000.00
    10,000 0 0
    705 W WASHINGTON STREET
    SUFFOLK,VA23434
    RICHARD S BRAY PRESIDENT &
    000.00
    212,115 34,624 0
    5409 HIGH ST WEST
    PORTSMOUTH,VA23703
    JOHN FAILES TRUSTEE
    000.00
    10,000 0 0
    5409 HIGH ST WEST
    PORTSMOUTH,VA23703
    CHRISTINE PIERSALL TRUSTEE
    000.00
    10,000 0 0
    222 CENTRAL PARK AVE 1700
    VIRGINIA BEACH,VA23462
    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
    DONNA M RUSSELL SENIOR CTR D
    000.00
    96,154 23,557  
    3720 BRIGHTON ST
    PORTSMOUTH,VA23707
    MARIE NICOLO EXECUTIVE AS
    000.00
    68,532 11,125  
    3720 BRIGHTON ST
    PORTSMOUTH,VA23707
    PATRICIA A CARLSON COMPTROLLER
    000.00
    60,906 10,409  
    3720 BRIGHTON ST
    PORTSMOUTH,VA23707
    Total number of other employees paid over $50,000...................bullet  
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet  
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1 GIFTS AND GRANTS - SEE ATTACHED SCHEDULE FOR PART XV LINE 1,697,579
    2 BEAZLEY SENIOR CENTER 1,222,101
    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 N/A  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet  
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 8
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    48,911,912
    b
    Average of monthly cash balances.......................
    1b
    248,773
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    49,160,685
    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
     
    3
    Subtract line 2 from line 1d.........................
    3
    49,160,685
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    737,410
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    48,423,275
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    2,421,164
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    2,421,164
    2a
    Tax on investment income for 2019 from Part VI, line 5......
    2a
    15,182
    b
    Income tax for 2019. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    15,182
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    2,405,982
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    2,405,982
    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
    2,405,982
    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
    2,919,679
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    2,919,679
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b. See instructions.................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    2,919,679
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus
    (b)
    Years prior to 2018
    (c)
    2018
    (d)
    2019
    1 Distributable amount for 2019 from Part XI, line 7 2,405,982
    2 Undistributed income, if any, as of the end of 2019:
    a Enter amount for 2018 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2019:
    a From 2014...... 876,424
    b From 2015...... 1,342,896
    c From 2016...... 179,896
    d From 2017...... 425,618
    e From 2018...... 1,020,358
    fTotal of lines 3a through e........ 3,845,192
    4Qualifying distributions for 2019 from Part
    XII, line 4: bullet$ 2,919,679
    a Applied to 2018, but not more than line 2a  
    b Applied to undistributed income of prior years
    (Election required—see instructions).....
     
    c Treated as distributions out of corpus (Election
    required—see instructions)........
     
    d Applied to 2019 distributable amount..... 2,405,982
    e Remaining amount distributed out of corpus 513,697
    5 Excess distributions carryover applied to 2019.    
    (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 4,358,889
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........
     
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......
     
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........
     
    e Undistributed income for 2018. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............
     
    f Undistributed income for 2019. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2020 ..........
    0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......
     
    8 Excess distributions carryover from 2014 not
    applied on line 5 or line 7 (see instructions) ...
    876,424
    9Excess distributions carryover to 2020.
    Subtract lines 7 and 8 from line 6a ......
    3,482,465
    10 Analysis of line 9:
    a Excess from 2015.... 1,342,896
    b Excess from 2016.... 179,896
    c Excess from 2017.... 425,618
    d Excess from 2018.... 1,020,358
    e Excess from 2019.... 513,697
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 10
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2019, enter the date of the ruling....... bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........
    Tax year Prior 3 years (e) Total
    (a) 2019 (b) 2018 (c) 2017 (d) 2016
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....
             
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........
             
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....
             
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)
             
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...
             
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....
             
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....
             
    (3) Largest amount of support
    from an exempt organization
             
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the foundation had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    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:
    THE BEAZLEY FOUNDATION
    3720 BRIGHTON STREET
    PORTSMOUTH,VA23707
    (757) 393-1605
    bThe form in which applications should be submitted and information and materials they should include:
    ALL GRANT PROPOSALS MUST BE DISCUSSED WITH THE PRESIDENT OF THE FOUNDATION OR HIS OR HER DESIGNEE PRIOR TO SUBMISSION. APPLICATIONS WILL BE FORWARDED AFTER DISCUSSION.
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    NONE
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 11
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    Foundation
    status of
    recipient
    Purpose of grant or
    contribution
    Amount
    Name and address (home or business)
    aPaid during the year
    ACADEMY OF MUSIC
    PO BOX 11146
    NORFOLK,VA23517
    NONE 501C3 PARKVIEW STRINGS PROGRAM 25,000
    ACHIEVABLE DREAM
    10858 WARWICK BLVD STE A
    NEWPORT NEWS,VA23601
    NONE 501C3 EXPANSION OF VB CAMPUS 50,000
    AMERICAN CANCER SOCIETY
    477 VIKING DR
    VIRGINIA BEACH,VA23452
    NONE 501C3 FUNDING 7,500
    AMERICAN COUNCIL OF TRUSTEES AND AL
    1217 CENTERVILLE TPKE N
    CHESAPEAKE,VA23320
    NONE 501C3 2019 ATHENA CONFERENCE 10,000
    ASSOCIATION OF FUNDRAISING PROFESS
    PO BOX 2338
    NORFOLK,VA23501
    NONE 501C3 NATIONAL PHILANTHROPY DAY 3,000
    BARRIER ISLANDS CENTER
    PO BOX 206
    MACHIPONGO,VA23405
    NONE 501C3 HISTORIC QUARTER KITCHEN 75,000
    BOYS AND GIRLS CLUB OF SE VA
    1300 DIAMOND SPRINGS RD
    VIRGINIA BEACH,VA23455
    NONE 501C3 PORTSMOUTH PUBLIC SCHOOLS CHILDREN 35,000
    CAMP HOLIDAY TRAILS
    400 HOLIDAY TRAILS LN
    CHARLOTTESVILLE,VA22903
    NONE 501C3 SUMMER PROGRAM 10,000
    CHRISTOPHER ACADEMY
    3300 CEDAR LN
    PORTSMOUTH,VA23703
    NONE 501C3 BEAZLEY STEAM SCIENCE LAB 35,000
    CITY OF CHESAPEAKE
    307 ALBEMARLE DR STE 400A
    CHESAPEAKE,VA23322
    NONE 501C3 V T FOREHAND JR STUDENT ART EXHIBIT 2,256
    COMFORT CREW FOR MILITARY KIDS
    1023 SPRINGDALE RD
    AUSTIN,TX78721
    NONE 501C3 MILITARY FAMILY RESILIENCY PROJECT 10,000
    EASTERN VA MEDICAL SCHOOL
    PO BOX 1980
    NORFOLK,VA23501
    NONE 501C3 MASS SPECTROMETER 125,000
    ELIZABETH RIVER PROJECT
    475 WATER ST
    PORTSMOUTH,VA23704
    NONE 501C3 BEAZLEY RIVER ACADEMY PARADDISE CREE 50,000
    EMILY GREEN SHORES
    500 WESTMORELAND AVE
    PORTSMOUTH,VA23707
    NONE 501C3 REPLACE BOILER AND WINDOWS 35,000
    FOODBANK OF SOUTHEAST VIRGINIA
    PO BOX 1940
    NORFOLK,VA23501
    NONE 501C3 PURCHASE CHILL AND FREEZER UNITS 50,000
    FORKIDS INC
    PO BOX 6044
    NORFOLK,VA23508
    NONE 501C3 CAMPAIGN FOR KIDS 75,000
    FORT NELSON CHAPTER DAR
    506 WESTMORELAND AVE
    PORTSMOUTH,VA23707
    NONE 501C3 FUNDING 450
    GIRL SCOUTS COUNCIL OF COLONIAL COA
    912 CEDAR RD
    CHESAPEAKE,VA23322
    NONE 501C3 GIRL SCOUT LEADERSHIP EXPERIENCE 25,000
    GIVING USA FOUNDATION
    225 W WACKER DR SUITE 650
    CHICAGO,IL60606
    NONE 501C3 ANNUAL CAMPAIGN 2,500
    HELP AND EMERGENCY RESPONSE
    PO BOX 2187
    PORTSMOUTH,VA23703
    NONE 501C3 PURCHASE OF VAN 30,000
    HOLIDAY HOUSE OF PORTSMOUTH
    4211 COUNTY ST
    PORTSMOUTH,VA23707
    NONE 501C3 NEW ICF GROUP HOME 15,000
    HORIZONS HAMPTON ROADS
    7336 GRANBY STREET
    NORFOLK,VA23505
    NONE 501C3 SUMMER ENRICHMENT PROGRAM 52,500
    JACOBS LADDER
    PO BOX 555
    URBANNA,VA23175
    NONE 501C3 SUMMER ENRICHMENT PROGRAM 50,000
    JOY MINISTRIES
    PO BOX 65036
    VIRGINIA BEACH,VA23467
    NONE 501C3 LONDON OAKS PROGRAMS 40,000
    LEES FRIENDS
    7400 HAMPTON BLVD
    NORFOLK,VA23505
    NONE 501C3 EMERGENCY HUMANITARIAN GRANT 10,000
    MARINERS MUSEUM AND PARK
    100 MUSEUM DR
    NEWPORT NEWS,VA23606
    NONE 501C3 MARINERS ACCESS PROGRAM MUSEUM PRESE 50,000
    MERCY CHEFS
    711 WASHINGTON ST
    PORTSMOUTH,VA23704
    NONE 501C3 MECHANICAL ELECTRIC PLUMBING IMP 77,500
    NORFOLK COLLEGIATE
    7336 GRANBY STREET
    NORFOLK,VA23505
    NONE 501C3 SCIENCE LABS RENOVATION LEARNING COM 120,000
    ONESIMUS MINISTRIES OF NORFOLK
    PO BOX 12241
    NORFOLK,VA23510
    NONE 501C3 PASSENGER VAN 5,000
    OUTER BANKS COMMUNITY FOUNDATION
    13 SKYLINE RD
    SOUTHERN SHORES,NC27949
    NONE 501C3 DISASTER RELIEF 10,000
    PHILANTRHOPY ROUNDTABLE
    1120 20TH ST NW STE 550 S
    WASHINGTON,DC20036
    NONE 501C3 MEMBERSHIP DUES 5,000
    PORTSMOUTH SCHOOLS FOUNDATION
    801 CRAWFORD STREET
    PORTSMOUTH,VA23704
    NONE 501C3 RIVERQUEST TRANSPORT STUDENTS 141,703
    PRESERVATION VIRGINIA CAPE HENRY LI
    204 WEST FRANKLIN ST
    RICHMOND,VA23219
    NONE 501C3 RESTORATION OF CAPE HENRY LIGHTHOUSE 25,000
    REGENT SCHOOL OF LAW
    100 REGENT UNIVERSITY DR
    VIRGINIA BEACH,VA23464
    NONE 501C3 CENTER FOR CONSTITUTIONAL LAW 20,000
    SOCIETY OF ST ANDREW
    3383 SWEET HOLLOW ROAD
    BIG ISLAND,VA24526
    NONE 501C3 GLEANING NETWORK 5,000
    ST MARYS HOME
    6171 KEMPSVILLE CIR
    NORFOLK,VA23502
    NONE 501C3 NURSE CALL SYSTEM 100,000
    STARBASE VICTORY
    PO BOX 906
    PORTSMOUTH,VA23705
    NONE 501C3 CAPITAL EXPENSE FOR THREE CORE PROGR 20,000
    TALMUDIC UNIVERSITY
    999 WATERSIDE DR STE 2300
    NORFOLK,VA23510
    NONE 501C3 GRANT IN HONOR OF JORDAN SLOANE 5,000
    THE MAN FOUNDATION
    3300 TYRE NECK RD STE 1
    PORTSMOUTH,VA23703
    NONE 501C3 BIKE THIS WAY TO END GUN VIOLENCE 2,500
    TIDEWATER COMMUNITY COLLEGE
    121 COLLEGE PL SUITE 604
    NORFOLK,VA23510
    NONE 501C3 FIRST COLLEGE PROGRAM NURSING SCHOLA 75,000
    TIDEWATER WINDS
    PO BOX 6200
    VIRGINIA BEACH,VA23466
    NONE 501C3 CONCERT SEASON 10,000
    UNION MISSION MINISTRIES
    PO BOX 3203
    NORFOLK,VA23514
    NONE 501C3 CAMP HOPE HAVEN HOLIDAY SEASON DEMAN 36,170
    UNION PRESBYTERIAN SEMINARY
    3401 BROOK RD
    RICHMOND,VA23227
    NONE 501C3 BEAZLEY MEMORIAL SCHOLARSHIP 10,000
    VIRGINIA LEGAL AID SOCIETY
    PO BOX 6200
    LYNCHBURG,VA24505
    NONE 501C3 SECURED HOUSING PROGRAM 50,000
    VIRGINIA WESLEYAN COLLEGE
    5817 WESLEYAN DR
    VIRGINIA BEACH,VA23455
    NONE 501C3 UPGRADE TECHNOLOGY CENTER 75,000
    WESTERN TIDEWATER FREE CLINIC
    2019 MEADE PKWY
    SUFFOLK,VA23434
    NONE 501C3 COMPUTER SETUP MEDICATIONS 10,000
    WESTMORELAND CHILDREN & YOUTH
    3201 CLOVER HILL DR
    PORTSMOUTH,VA23703
    NONE 501C3 MENTOR PROGRAM 15,000
    ZION BAPTIST CHURCH
    225 HATTON ST
    PORTSMOUTH,VA23704
    NONE 501C3 CELEBRATION OF SERVICE 1,500
    LEGACY LEARNING ACADEMY
    225 HATTON ST
    PORTSMOUTH,VA23704
    NONE 501C3 FUNDING 5,000
    Total .................................bullet 3a 1,697,579
    bApproved for future payment
    Total .................................bullet 3b  
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code
    (b)
    Amount
    (c)
    Exclusion code
    (d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........
        14 219,609  
    4 Dividends and interest from securities....     14 931,634  
    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 ............
            1,747,870
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aFAIRFIELD ASSOCIATES LLC
    531120 150,961      
    bFREEDOM INDUSTRIAL ASSOCIAT 531120 12,367      
    cHGI OPP FUND III LLC 531120 1,419      
    dHGI OPP FUND VII LLC 531120 45,457      
    eHGI OPP FUND XIII LLC 531120 -37,334      
    fHGI OPP SELECT FUND IV LLC 531120 16,482      
    gHGI OPP SELECT FUND V LLC 531120 58,322      
    hHGI OPP SELECT FUND VI LLC 531120 -15,381      
    iHGI OPP SELECT FUND VII LLC 531120 -15,531      
    jHGI US PROPERTY FUND IV LLC 531120 -1,733      
    kHGI US PROPERTY FUND V LLC 531120 -1,216      
    lHRE RETAIL INCOME FUND I LP 531120 6,909      
    mHRE RETAIL INCOME FUND II L 531120 11,372      
    nKITTY HAWK ASSOCIATES LLC 531120 -3,055      
    oRCC GF LLC 531120 5,084      
    pRCC MANNING LLC 531120 9,440      
    qRCC OLDE TOWNE MARKETPLACE 531120 -468      
    rRCC OLDE TOWNE MARKETPLACE 531120 179,259      
    sTIDEWATER HOLDINGS LLC 531120 -2,738      
    tWHEELER REIT LP 531120 -3,567      
    12 Subtotal. Add columns (b), (d), and (e).. 416,049 1,151,243 1,747,870
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    3,315,162
    (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 (2019)
    Form 990-PF (2019)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
    b
    If "Yes," complete the following schedule.

    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's name SmallBullet
    Firm's EIN SmallBullet
    Firm's address SmallBullet


    Phone no.
    Form 990-PF (2019)
    Additional Data


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