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
2020
Open to Public Inspection
For calendar year 2020, or tax year beginning 01-01-2020 , and ending 12-31-2020
Name of foundation
The William O & Carole P Bailey Family
Foundation
Number and street (or P.O. box number if mail is not delivered to street address)co McGuireWoods LLP PO Box 397
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Richmond, VA23218
A Employer identification number

54-1860572
B Telephone number (see instructions)

(804) 775-1060
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$4,934,309J 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 149 149  
4 Dividends and interest from securities... 22,776 22,776  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 705,150
b Gross sales price for all assets on line 6a 1,316,008
7 Capital gain net income (from Part IV, line 2)... 705,150
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........ 728,075 728,075  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0 0   0
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 14,048 0   14,048
b Accounting fees (attach schedule)....... Click to see attachment 48 48   0
c Other professional fees (attach schedule).... Click to see attachment 14,656 14,656   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 12,517 167   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 408 193   215
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 41,677 15,064   14,263
25 Contributions, gifts, grants paid....... 411,750 411,750
26 Total expenses and disbursements. Add lines 24 and 25 453,427 15,064   426,013
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 274,648
b Net investment income (if negative, enter -0-) 713,011
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2020)
Form 990-PF (2020)
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......... 159,800 575,583 575,583
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 1,493,363 Click to see attachment1,351,286 4,305,218
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).......... 23,834 Click to see attachment23,740 53,508
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) 1,676,997 1,950,609 4,934,309
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 FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions...........    
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........ 1,676,997 1,950,609
27 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
28 Retained earnings, accumulated income, endowment, or other funds 0 0
29 Total net assets or fund balances (see instructions)..... 1,676,997 1,950,609
30 Total liabilities and net assets/fund balances (see instructions). 1,676,997 1,950,609
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
1,676,997
2
Enter amount from Part I, line 27a .....................
2
274,648
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
1,951,645
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
1,036
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
1,950,609
Form 990-PF (2020)
Form 990-PF (2020)
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 BofA-Publicly Traded Securities P    
b GGH&Co Publicly Traded Securities P    
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 116,646   76,467 40,179
b 1,199,362   534,391 664,971
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       40,179
b       664,971
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 2 705,150
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
SECTION 4940(e) REPEALED ON DECEMBER 20, 2019 - DO NOT COMPLETE
1 Reserved
(a)
Reserved 		(b)
Reserved 		(c)
Reserved 		(d)
Reserved
2
Reserved...........................
2
3
Reserved...........................
3
4
Reserved...........................
4
5
Reserved...........................
5
6
Reserved...........................
6
7
Reserved...........................
7
8
Reserved,..........................
8
Form 990-PF (2020)
Form 990-PF (2020)
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 for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Reserved................................ 1 9,911
c All other domestic foundations enter 1.39% 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 9,911
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 9,911
6 Credits/Payments:
a 2020 estimated tax payments and 2019 overpayment credited to 2020 6a 8,752
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 11,500
d Backup withholding erroneously withheld ........... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 20,252
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 10,341
11 Enter the amount of line 10 to be: Credited to 2021 estimated taxBullet10,341 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 the instructions
for the 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)
    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 2020 or the taxable year beginning in 2020? 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 (2020)
    Form 990-PF (2020)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement. See instructions.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletN/A
    14
    The books are in care ofbulletThe Foundation Telephone no.bullet (804) 775-1060

    Located atbulletc/o McGuireWoods LLP PO Box 397RichmondVA ZIP+4bullet23218
    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 2020, 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 2020?.............
    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 2020, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2020?.............
    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 2020 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 2020.)..................
    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 2020?
    4b
     
    No
    Form 990-PF (2020)
    Form 990-PF (2020)
    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
    Carole P Bailey French President & Director
    10.00     		0 0 0
    435 East 52nd Street
    New York,NY10022
    Carolyn L Bailey Corresponding Secretary
    10.00     		0 0 0
    900 Lynnfield Street 3
    Lynnfield,MA01940
    George E Bailey Recording Secretary
    10.00     		0 0 0
    2153 Caswell Circle
    Marietta,GA300609262
    Janet Bailey Faude Treasurer
    10.00     		0 0 0
    42 Fulton Place
    West Hartford,CT06107
    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 (2020)
    Form 990-PF (2020)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    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 (2020)
    Form 990-PF (2020)
    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
    3,461,099
    b
    Average of monthly cash balances.......................
    1b
    176,690
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    3,637,789
    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
    3,637,789
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    54,567
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    3,583,222
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    179,161
    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
    179,161
    2a
    Tax on investment income for 2020 from Part VI, line 5......
    2a
    9,911
    b
    Income tax for 2020. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    9,911
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    169,250
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    169,250
    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
    169,250
    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
    426,013
    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
    426,013
    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
    426,013
    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 (2020)
    Form 990-PF (2020)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2019     		(c)
    2019     		(d)
    2020
    1 Distributable amount for 2020 from Part XI, line 7 169,250
    2 Undistributed income, if any, as of the end of 2020:
    a Enter amount for 2019 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2020:
    a From 2015......  
    b From 2016......  
    c From 2017...... 33,795
    d From 2018......  
    e From 2019...... 134,210
    fTotal of lines 3a through e........ 168,005
    4Qualifying distributions for 2020 from Part
    XII, line 4: bullet$ 426,013
    a Applied to 2019, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		0
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2020 distributable amount..... 169,250
    e Remaining amount distributed out of corpus 256,763
    5 Excess distributions carryover applied to 2020. 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 5 424,768
    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 2019. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2020. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2021 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    8 Excess distributions carryover from 2015 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9Excess distributions carryover to 2021.
    Subtract lines 7 and 8 from line 6a ......     		424,768
    10 Analysis of line 9:
    a Excess from 2016....  
    b Excess from 2017.... 33,795
    c Excess from 2018....  
    d Excess from 2019.... 134,210
    e Excess from 2020.... 256,763
    Form 990-PF (2020)
    Form 990-PF (2020)
    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 2020, 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) 2020 (b) 2019 (c) 2018 (d) 2017
             
    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).)
    Carole P Bailey French
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or email address of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2020)
    Form 990-PF (2020)
    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
    Museum of Arts and Design
    2 Columbus Circle
    New York,NY10019     		None PC For Operational Support 1,000
    Planned Parenthood of Southern New England
    345 Whitney Ave
    New Haven,CT06511     		None PC For Operational Support 7,500
    Corazon de Nina
    San Luis Potosi 355
      Puerto Vallarta48325
    MX     		None PC For Operational Support 15,000
    Aurora Women's & Girls Foundation Inc
    P O Box 260158
    Cambridge,MA02238     		None PC For Operational Support 25,000
    Bryn Mawr College
    101 N Merion Avenue
    Byrn Mawr,PA19010     		None PC For Operational Support 7,500
    Christ Church Episcopal of Sharon CT
    9 South Main Street
    Sharon,CT06069     		None PC For Operational Support 500
    Cycle Kids Inc
    5 JFK Street Suite 205
    Cambridge,MA02138     		None PC For Operational Support 30,000
    Dartmouth College Fund
    6066 Development Office
    Hanover,NH037554400     		None PC For Operational Support 7,500
    Enchanted Circle Theater
    4 Open Square Way
    Holyoke,MA01040     		None PC For Operational Support 20,000
    Four Freedoms Park Conservancy
    P O Box 5475
    New York,NY101855475     		None PC For Operational Support 2,500
    Essex County Community Foundation
    175 Andover Street Suite 101
    Danvers,MA01923     		None PC For Operational Support 10,000
    Hotchkiss Library of Sharon CT
    10 Upper Main Street
    Sharon,CT06069     		None PC For Operational Support 50,500
    Lighthouse Holyoke
    208 Race Street
    Holyoke,MA01040     		None PC For Operational Support 5,000
    Metropolitan Opera Association
    70 Lincoln Center Plaza 6th fl
    New York,NY100236593     		None PC For COVID-19 Emergency Fund & News Award Gift 103,000
    FoodShare Hartford
    71 Cannon Road
    East Hartford,CT06108     		None PC For Operational Support 10,000
    New York Botanical Gardens
    2900 Southern Boulevard
    Bronx,NY10458     		None PC For Operational Support 5,000
    Hospital for Special Surgery
    535 East 70th St
    New York,NY10021     		None PC For Operational Support 25,000
    Riverfront Recapture Inc
    50 Columbus Boulevard
    Hartford,CT06106     		None PC For Operational Support 1,000
    Salisbury Visiting Nurse Association
    30-A Salmon Kill Road
    Salisbury,CT06068     		None PC For Operational Support 250
    School of American Ballet
    165 W 65th St Lincoln Center
    New York,NY10023     		None PC For Operational Support 5,000
    Sharon Land Trust
    P O Box 1027
    Sharon,CT06069     		None PC For Operational Support 1,000
    Sharon Playhouse
    49 Amenia Road
    Sharon,CT06069     		None PC For Operational Support 5,000
    Sharon CT Volunteer Fire Department
    63 Main Street
    Sharon,CT06069     		None PC For Operational Support 25,000
    St Bartholomew's Church
    109 E 50th Street
    New York,NY10022     		None PC For Operational Support & Rector Church Wardens & Vestrymen 15,000
    The Loveland Foundation
    320 7th Ave 263
    Brooklyn,NY11215     		None PC For Operational Support 1,000
    Equal Justice Initiative
    122 Commerce St
    Montgomery,AL36104     		None PC For Operational Support 1,000
    The Chore Service Inc
    P O Box 522
    Lakeville,CT06039     		None PC For Operational Support 5,000
    The Darrow School
    110 Darrow Road
    New Lebanon,NY12125     		None PC For Operational Support 5,000
    The Doe Fund
    232 East 84th St
    New York,NY10028     		None PC For Operational Support 500
    Open Hand Atlanta
    181 Armour Dr NE
    Atlanta,GA30324     		None PC For Operational Support 1,000
    Wadsworth Atheneum Museum of Art
    600 Main St
    Hartford,CT06103     		None PC For Operational Support 2,500
    French Heritage Society
    14 E 60th St 605
    New York,NY10022     		None PC For Operational Support 3,000
    Wildlife Conservation Society
    2300 Southern Blvd Bronx Zoo
    Bronx,NY10460     		None PC For Operational Support 10,000
    BBC Media Action
    Ibex House 42-47
    Minories,LondonEC3N IDY
    UK     		None PC For Operational Support 1,000
    Women for Women International
    200 M St NW Suite 200
    Washington,DC20036     		None PC For Operational Support 1,000
    Olana Partnership
    5720 NY-9G
    Hudson,NY12534     		None PC For Operational Support 3,000
    Little Guild of St Francis
    285 Sharon-Goshen Turnpike
    West Cornwall,CT06796     		None PC For Operational Support 500
    Total .................................bullet 3a 411,750
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2020)
    Form 990-PF (2020)
    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 ...........     		    14 149  
    4 Dividends and interest from securities....     14 22,776  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....          
    8 Gain or (loss) from sales of assets other than
    inventory ............     		    18 705,150  
    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).. 0 728,075 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    728,075
    (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 (2020)
    Form 990-PF (2020)
    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 instructions.
    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 (2020)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2020 AccountingFeesSchedule
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Gilder, Gagnon,Howe & Co Fees 48 48   0

    TY 2020 InvestmentsCorpStockSchedule
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Name of Stock End of Year Book Value End of Year Fair Market Value
    200 Home Depot Inc 14,909 53,124
    500 McDonalds Corp 19,475 107,290
    200 Clorox Co 16,425 40,384
    1900 Coca Cola Co 55,081 104,196
    500 Kimberly Clark Corp 37,834 67,415
    500 Abbott Labs 11,671 54,745
    500 Abbvie Inc 12,656 53,575
    62 Avanos Med Inc 1,626 2,845
    8 Wabtec Corp 624 586
    2800 Apple Inc 57,876 371,532
    500 Microsoft Corp 14,729 111,210
    3000 Tejon Ranch Co Del 83,290 43,350
    100 Alphabet Inc 70,884 175,188
    500 Disney Walt Co 25,251 90,590
    400 Vanguard Utils Vipers 32,295 54,888
    259 Accolade Inc 9,972 11,267
    104 Adaptive Biotechnologies Corp 4,150 6,150
    287 Alnylam Pharmaceuticals Inc 10,199 37,301
    29 Amazon.com Inc 2,249 94,451
    190 Alibaba Group Holding LTD Spon ADS 20,615 44,219
    225 Beyond Meat Inc 36,346 28,125
    1370 Codexis Inc 28,510 29,907
    763 Chegg Inc 12,134 68,922
    138 Carvana Co Cl A 12,834 33,057
    1254 Denali Therapeutics Inc 28,842 105,035
    270 Docusign Inc 23,965 60,021
    696 Enphase Energy Inc 19,279 122,127
    172 Elastic NV 6,192 25,134
    358 Exact Sciences Corp 5,549 47,431
    553 Glaukos Corp 13,792 41,619
    151 Inspire Med Sys Inc 8,758 28,402
    186 Irhythm Technologies Inc 13,578 44,121
    409 Pulmonx Corp 16,579 28,229
    1046 Seres Therapeutics Inc 31,151 25,627
    45 Mercadolibre Inc 17,101 75,385
    3249 Magenta Therapeutics Inc 49,107 25,472
    466 Match Group Inc New 24,155 70,455
    257 Netflix Inc 4,642 138,968
    325 Natera Inc 11,375 32,344
    1934 Invitae Corp 39,978 80,861
    255 Okta Inc Cl A 16,726 64,836
    590 Peloton Interactive Inc CL A 25,853 89,515
    1163 Quanterix Corp 26,549 54,080
    567 Q2 Holdings Inc 42,064 71,743
    569 Relay Therapeutics Inc 11,380 23,648
    630 Roku Inc Cl A 21,659 209,173
    1015 Sunrun Inc 60,323 70,421
    56655 Safaricom PLC 3,286 17,770
    300 Schrodinger Inc 19,800 23,754
    468 Shake Shack Inc Cl A 20,875 39,677
    131 Shopify Inc 18,997 148,285
    250 Scotts Miracle-Gro Co 36,821 49,785
    727 Stoneco Ltd 34,533 61,010
    344 Shockwave Med Inc 15,738 35,680
    406 Teladoc Health Inc 26,613 81,184
    630 Tesla Inc 9,042 444,572
    230 Unity Software Inc 11,960 35,298
    698 Zai Lab Limited ADS 23,243 94,467
    753 Tencent Holdings Ltd 20,146 54,772

    TY 2020 InvestmentsOtherSchedule2
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    300 Spdr Gold Tr AT COST 23,740 53,508

    TY 2020 LegalFeesSchedule
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    McGuireWoods LLP 14,048 0   14,048


    TY 2020 OtherDecreasesSchedule
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Description Amount
    adjustments to asset cost basis 1,036


    TY 2020 OtherExpensesSchedule
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    State Corporation Commission fee 120 0   120
    CT Corporation - registered agent fee 95 0   95
    Investment expenses - Bank of America 193 193   0


    TY 2020 OtherProfessionalFeesSchedule
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Albemarle Asset Management 14,408 14,408   0
    US Trust Management Fees 248 248   0


    TY 2020 TaxesSchedule
    Name:
    The William O & Carole P Bailey Family
     
    Foundation
    EIN:
    54-1860572
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Foreign taxes paid 167 167   0
    2018 Taxes (MW Invoice) 4,600 0   0
    2019 Taxes (MW Invoice) 7,750 0   0