Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
right arrowDo not enter social security numbers on this form as it may be made public.
right arrowGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0047
2023
Open to Public Inspection
For calendar year 2023, or tax year beginning 01-01-2023 , and ending 12-31-2023
Name of foundation
DUDLEY AND CONSTANCE GODFREY
FOUNDATION INC
Number and street (or P.O. box number if mail is not delivered to street address)444 MADISON AVENUE SUITE 301
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
NEW YORK, NY10022
A Employer identification number

39-1562846
B Telephone number (see instructions)

(212) 371-8319
C right arrow
G Check all that apply:

D 1. Foreign organizations, check here............. right arrow
2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow
E right arrow
H Check type of organization:
F right arrow
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)right arrow$23,121,487J 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) 816,620
2 Check right arrow.............
3 Interest on savings and temporary cash investments 245 245  
4 Dividends and interest from securities... 465,473 465,473  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 12,529
b Gross sales price for all assets on line 6a 9,132,713
7 Capital gain net income (from Part IV, line 2)... 12,529
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........ 1,294,867 478,247  
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
List of Attached Documents:
// Content
1,990 0   1,990
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule).... Click to see attachment
List of Attached Documents:
// Content
97,690 97,690   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
17,835 17,835   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
List of Attached Documents:
// Content
3,019 3,019   0
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 120,534 118,544   1,990
25 Contributions, gifts, grants paid....... 909,500 909,500
26 Total expenses and disbursements. Add lines 24 and 25 1,030,034 118,544   911,490
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 264,833
b Net investment income (if negative, enter -0-) 359,703
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2023)
Form 990-PF (2023)
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......... 3,376,135 3,716,468 3,716,468
3 Accounts receivable right arrow  
Less: allowance for doubtful accounts right arrow        
4 Pledges receivable right arrow  
Less: allowance for doubtful accounts right arrow        
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) right arrow  
Less: allowance for doubtful accounts right arrow        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule) 8,738,388 Click to see attachment
List of Attached Documents:
// Content
8,565,377 		8,766,438
b Investments—corporate stock (attach schedule)....... 4,016,768 Click to see attachment
List of Attached Documents:
// Content
4,111,270 		10,633,599
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule)..........      
14 Land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
15 Other assets (describe right arrow) Click to see attachment
List of Attached Documents:
// Content
1,973 		Click to see attachment
List of Attached Documents:
// Content
4,982 		Click to see attachment
List of Attached Documents:
// Content
4,982
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 16,133,264 16,398,097 23,121,487
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 right arrow)    
23 Total liabilities (add lines 17 through 22)......... 0 0
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here right arrow
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 right arrow
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........ 0 0
27 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
28 Retained earnings, accumulated income, endowment, or other funds 16,133,264 16,398,097
29 Total net assets or fund balances (see instructions)..... 16,133,264 16,398,097
30 Total liabilities and net assets/fund balances (see instructions). 16,133,264 16,398,097
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
16,133,264
2
Enter amount from Part I, line 27a .....................
2
264,833
3
Other increases not included in line 2 (itemize) right arrow
3
0
4
Add lines 1, 2, and 3 ..........................
4
16,398,097
5
Decreases not included in line 2 (itemize) right arrow
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
16,398,097
Form 990-PF (2023)
Form 990-PF (2023)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)		 (b)
How acquired
P—Purchase
D—Donation 		(c)
Date acquired
(mo., day, yr.) 		(d)
Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES P    
b 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 8,738,388   8,738,388 0
b 394,325   381,796 12,529
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       0
b       12,529
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 12,529
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
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 right arrow 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) 1 5,000
b All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) 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 5,000
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 5,000
6 Credits/Payments:
a 2023 estimated tax payments and 2022 overpayment credited to 2023 6a 4,701
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 0
d Backup withholding erroneously withheld .......... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 4,701
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.......right arrow 9 299
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...right arrow 10  
11 Enter the amount of line 10 to be: Credited to 2024 estimated taxright arrow   Refundedright arrow 11  
Form 990-PF (2023)
Form 990-PF (2023)
Page 4
Part VI-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. right arrow$ 0(2) On foundation managers.right arrow$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.right arrow$ 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:
round bullet By language in the governing instrument, or
round bullet 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 XIV..................................
7
Yes
 
8a
Enter the states to which the foundation reports or with which it is registered (see instructions)
right arrowWI
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 2023 or the taxable year beginning in 2023? See the instructions for Part XIII.
If "Yes," complete Part XIII .............................
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
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 addressright arrowN/A
14
The books are in care ofright arrowGODFREY FAMILY OFFICE Telephone no.right arrow (414) 287-9379

Located atright arrow833 E MICHIGAN STREET SUITE 1800MILWAUKEEWI ZIP+4right arrow532025615
15
Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........right arrow
and enter the amount of tax-exempt interest received or accrued during the year ........right arrow
15
 
16 At any time during calendar year 2023, 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 right arrow
Form 990-PF (2023)
Form 990-PF (2023)
Page 5
Part VI-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? ...........
1a(1)
 
No
(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
a disqualified person? ..............................
1a(2)
 
No
(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........
1a(3)
 
No
(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............
1a(4)
 
No
(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)? ......................
1a(5)
 
No
(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.) ...............
1a(6)
 
No
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
 
 
c
Organizations relying on a current notice regarding disaster assistance check here ........right arrow
d
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 2023? .............
1d
 
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 2023, did the foundation have any undistributed income (Part XII, lines 6d
and 6e) for tax year(s) beginning before 2023?....................
2a
 
No
If "Yes," list the years right arrow20, 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.
right arrow20, 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? ..............................
3a
 
No
b
If "Yes," did it have excess business holdings in 2023 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 2023.) .....................
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 2023? ..
4b
 
No
Form 990-PF (2023)
Form 990-PF (2023)
Page 6
Part VI-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))? ..........
5a(1)
 
No
(2) Influence the outcome of any specific public election (see section 4955); or to carry
on, directly or indirectly, any voter registration drive? ....................
5a(2)
 
No
(3) Provide a grant to an individual for travel, study, or other similar purposes? .............
5a(3)
 
No
(4) Provide a grant to an organization other than a charitable, etc., organization described
in section 4945(d)(4)(A)? See instructions ........................
5a(4)
 
No
(5) Provide for any purpose other than religious, charitable, scientific, literary, or
educational purposes, or for the prevention of cruelty to children or animals? .............
5a(5)
 
No
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
 
 
c
Organizations relying on a current notice regarding disaster assistance check .........right arrow
d
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? .................
5d
 
 
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? .............................
6a
 
No
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?
7a
 
No
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? .........................
8
 
No
Part VII
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
DUDLEY J GODFREY III PRESIDENT, DIRECTOR
1.00 		0 0 0
833 E MICHIGAN STREET SUITE 1800
MILWAUKEE,WI532025615
ADAM P GODFREY VICE-PRESIDENT, DIRECTOR
1.00 		0 0 0
833 E MICHIGAN STREET SUITE 1800
MILWAUKEE,WI532025615
J GARDNER GOVAN SECRETARY, DIRECTOR
1.00 		0 0 0
833 E MICHIGAN STREET SUITE 1800
MILWAUKEE,WI532025615
SUE E CHRISTENSEN TREASURER, DIRECTOR
2.00 		0 0 0
833 E MICHIGAN STREET SUITE 1800
MILWAUKEE,WI532025615
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...................right arrow 0
Form 990-PF (2023)
Form 990-PF (2023)
Page 7
Part VII
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
GARDNER RUSSO & QUINN LLC INVESTMENT MANAGEMENT SERVICES 97,690
233 EAST CHESTNUT STREET
LANCASTER,PA17602
Total number of others receiving over $50,000 for professional services.............right arrow0
Part VIII-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 VIII-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.........................right arrow0
Form 990-PF (2023)
Form 990-PF (2023)
Page 8
Part IX
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
18,736,254
b
Average of monthly cash balances.......................
1b
3,403,097
c
Fair market value of all other assets (see instructions)................
1c
0
d
Total (add lines 1a, b, and c).........................
1d
22,139,351
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
22,139,351
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
332,090
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
21,807,261
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
1,090,363
Part X
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 IX, line 6..................
1
1,090,363
2a
Tax on investment income for 2022 from Part V, line 5.......
2a
5,000
b
Income tax for 2022. (This does not include the tax from Part V.) ...
2b
 
c
Add lines 2a and 2b............................
2c
5,000
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
1,085,363
4
Recoveries of amounts treated as qualifying distributions................
4
0
5
Add lines 3 and 4............................
5
1,085,363
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 XII, line 1 ...
7
1,085,363
Part XI
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
911,490
b
Program-related investments—total from Part VIII-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 XII, line 4. .......
4
911,490
Form 990-PF (2023)
Form 990-PF (2023)
Page 9
Part XII
Undistributed Income (see instructions)
(a)
Corpus 		(b)
Years prior to 2022 		(c)
2022 		(d)
2023
1 Distributable amount for 2023 from Part X, line 7 1,085,363
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2022 only....... 869,790
b Total for prior years:20 , 20, 20 0
3 Excess distributions carryover, if any, to 2022:
a From 2018......  
b From 2019......  
c From 2020......  
d From 2021......  
e From 2022......  
f Total of lines 3a through e ........ 0
4Qualifying distributions for 2023 from Part
XI, line 4: right arrow$ 911,490
a Applied to 2022, but not more than line 2a 869,790
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 2023 distributable amount..... 41,700
e Remaining amount distributed out of corpus 0
5 Excess distributions carryover applied to 2023. 0 0
(If an amount appears in column (d), the
same amount must be shown in column (a).)
6Enter the net total of each column as
indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
b Prior years’ undistributed income. Subtract
line 4b from line 2b .......... 		0
c Enter the amount of prior years’ undistributed
income for which a notice of deficiency has
been issued, or on which the section 4942(a)
tax has been previously assessed...... 		0
d Subtract line 6c from line 6b. Taxable amount
—see instructions ........... 		0
e Undistributed income for 2022. Subtract line
4a from line 2a. Taxable amount—see
instructions ............. 		0
f Undistributed income for 2023. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2024 .......... 		1,043,663
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 2018 not
applied on line 5 or line 7 (see instructions) ... 		0
9 Excess distributions carryover to 2024.
Subtract lines 7 and 8 from line 6a ...... 		0
10 Analysis of line 9:
a Excess from 2019....  
b Excess from 2020....  
c Excess from 2021....  
d Excess from 2022....  
e Excess from 2023....  
Form 990-PF (2023)
Form 990-PF (2023)
Page 10
Part XIII
Private Operating Foundations (see instructions and Part VI-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 2023, enter the date of the ruling ...... right arrow
 
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 IX for each
year listed .......... 		Tax year Prior 3 years (e) Total
(a) 2023 (b) 2022 (c) 2021 (d) 2020
         
b 85% (0.85) of line 2a .........          
c Qualifying distributions from Part XI,
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 IX, 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 XIV
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 right arrow
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 (2023)
Form 990-PF (2023)
Page 11
Part XIV
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

ALANO FOUNDATION

1521 N PROSPECT AVENUE
MILWAUKEE,WI53202 		NONE PC CHARITABLE 1,500

AMERICAN JUNIOR GOLF FOUNDATION INC

1980 SPORTS CLUB DRIVE
BRASELTON,GA305179902 		NONE PC CHARITABLE 5,000

BACKSTRETCH EMPLOYEE SERVICE TEAM OF NEW YORK INC

2150 HEMPSTEAD TURNPIKE GATE 6
COTTAGE 28B
ELMONT,NY11003 		NONE PC CHARITABLE 6,000

BIG BROTHERS-BIG SISTERS OF METRO MILWAUKEE

788 N JEFFERSON ST SUITE 600
MILWAUKEE,WI532023739 		NONE PC CHARITABLE 1,000

BLUE COATS FOUNDATION INC

320 S CANAL STREET 12TH FLOOR
CHICAGO,IL60606 		NONE PC CHARITABLE 10,000

BLUE LOTUS FARM & RETREAT CENTER

5501 COUNTY ROAD M
WEST BEND,WI53095 		NONE PC CHARITABLE 1,000

BONEFISH & TARPON TRUST INC

2937 SW 27TH AVENUE SUITE 203
MIAMI,FL33133 		NONE PC ENVIRONMENTAL 5,000

CAMP MANITO-WISH YMCA

PO BOX 246
BOULDER JUNCTION,WI545120246 		NONE PC CHARITABLE 5,000

CAPTAIN FREDERICK PABST MANSION

2000 W WISCONSIN AVENUE
MILWAUKEE,WI532332043 		NONE PC CULTURAL 3,000

CATHEDRAL CENTER

845 N VAN BUREN STREET
MILWAUKEE,WI53202 		NONE PC CHARITABLE 1,000

CHURCH OF ST THOMAS MORE

65 EAST 89TH STREET
NEW YORK,NY10128 		NONE PC RELIGIOUS 5,000

COMMON GOOD INSTITUTE INC

PO BOX 8536
NEW YORK,NY101508536 		NONE PC CHARITABLE 2,000

DARTMOUTH COLLEGE

100 TUCK HALL
HANOVER,NH037559000 		NONE PC EDUCATIONAL 55,000

DOMINICAN HIGH SCHOOL

120 E SILVER SPRING DRIVE
WHITEFISH BAY,WI53217 		NONE PC EDUCATIONAL 2,000

EVANS SCHOLARS FOUNDATION

2501 PATRIOT BOULEVARD
GLENVIEW,IL600268022 		NONE PC EDUCATIONAL 10,000

FASD COMMUNITIES

1516 AVON WAY
HONOLULU,HI96822 		NONE PC CHARITABLE 3,000

FEEDING AMERICA EASTERN WISCONSIN

1700 W FOND DU LAC AVENUE
MILWAUKEE,WI532051299 		NONE PC CHARITABLE 5,000

FISHER HOUSE WISCONSIN

5000 W NATIONAL AVENUE
MILWAUKEE,WI532950001 		NONE PC CHARITABLE 12,000

FLEISCHER FOUNDATION

1601 W ALTGELD ST SUITE 3D
CHICAGO,IL60614 		NONE PC CHARITABLE 20,000

FOR THE LOVE OF CATS INC

PO BOX 1777
MARCO ISLAND,FL34146 		NONE PC CHARITABLE 4,000

FOREST HOME HISTORIC PRESERVATION ASSOCIATION INC

2405 W FOREST HOME AVENUE
MILWAUKEE,WI53215 		NONE PC HISTORICAL 16,000

FRIENDS OF BOERNER BOTANICAL GARDENS

9400 BOERNER DRIVE SUITE 1
HALES CORNERS,WI53130 		NONE PC ENVIRONMENTAL 3,000

FRIENDS OF SCHLITZ AUDUBON NATURE CENTER

1111 EAST BROWN DEER ROAD
MILWAUKEE,WI53217 		NONE PC ENVIRONMENTAL 1,500

FRIENDS OF VILLA TERRACE DECORATIVE ARTS MUSEUM

PO BOX 170605
MILWAUKEE,WI532178051 		NONE PC CULTURAL 4,000

FRIENDS OF WISCONSIN HISTORICAL SOCIETY

627 HAYLETT STREET
NEENAH,WI549564105 		NONE PC HISTORICAL 2,000

GARDEN CLUB OF GREATER MILWAUKEE INC

777 N PROSPECT AVENUE UNIT 403
MILWAUKEE,WI53203 		NONE PC CULTURAL 9,500

GARY SINISE FOUNDATION

PO BOX 40726
NASHVILLE,TN37204 		NONE PC CHARITABLE 15,000

GOLDEN PAWS ASSISTANCE DOGS

364 GATEWAY LANE
NAPLES,FL34109 		NONE PC CHARITABLE 3,000

GUNSTON HALL REGENTS FUND

10709 GUNSTON ROAD
MASON NECK,VA22079 		NONE PC HISTORICAL 6,000

HF DUPONT WINTERTHUR MUSEUM

RTE 52 KENNETT PIKE
WINTERTHUR,DE197359989 		NONE PC HISTORICAL 9,000

HAWAII COMMUNITY FOUNDATOIN

827 FORT STREET MALL
HONOLULU,HI96813 		NONE PC CHARITABLE 5,000

HISTORIC CHARLESTON FOUNDATION

PO BOX 1120
CHARLESTON,SC294021120 		NONE PC HISTORICAL 1,000

HISTORIC DEERFIELD INC

PO BOX 321
DEERFIELD,MA01342 		NONE PC HISTORICAL 5,000

HOSPITAL FOR SPECIAL SURGERY FUND INC

535 E 70TH STREET
NEW YORK,NY10021 		NONE PC CHARITABLE 10,000

JUNIOR LEAGUE OF MILWAUKEE

1060 E JUNEAU AVENUE
MILWAUKEE,WI53202 		NONE PC CHARITABLE 1,000

LAKE PARK FRIENDS

PO BOX 71197
MILWAUKEE,WI53211 		NONE PC ENVIRONMENTAL 19,000

LAYTON ART COLLECTION

353 N CLARK STREET
CHICAGO,IL606543456 		NONE PC CULTURAL 60,000

MAKE-A-WISH FOUNDATION OF AMERICA INC

1702 EAST HIGHLAND AVE SUITE 400
PHOENIX,AZ85016 		NONE PC CHARITABLE 2,500

MCC SCHOLARS FOUNDATION INC

8000 N RANGE LINE ROAD
RIVER HILLS,WI53217 		NONE PC EDUCATIONAL 10,500

METROPOLITAN MUSEUM OF ART

1000 FIFTH AVENUE
NEW YORK,NY101300430 		NONE PC CULTURAL 3,000

MILWAUKEE ART MUSEUM

700 N ART MUSEUM DRIVE
MILWAUKEE,WI532023200 		NONE PC CULTURAL 57,000

MILWAUKEE COUNTY HISTORICAL SOCIETY

910 N OLD WORLD THIRD STREET
MILWAUKEE,WI53203 		NONE PC HISTORICAL 13,000

MILWAUKEE INSTITUTE OF ART & DESIGN INC

273 E ERIE STREET
MILWAUKEE,WI532026003 		NONE PC EDUCATIONAL 1,000

MILWAUKEE PARKS FOUNDATION

1531 W VLIET STREET
MILWAUKEE,WI532051299 		NONE PC ENVIRONMENTAL 10,000

MILWAUKEE PUBLIC MUSEUM

800 WEST WELLS STREET
MILWAUKEE,WI532331478 		NONE PC CULTURAL 7,500

MILWAUKEE RESCUE MISSION

830 N 19TH STREET
MILWAUKEE,WI53233 		NONE PC CHARITABLE 5,000

MILWAUKEE SCHOOL OF ENGINEERING

1025 N BROADWAY
MILWAUKEE,WI532023109 		NONE PC EDUCATIONAL 15,000

MOUNT VERNON LADIES ASSOCIATION OF THE UNION INC

PO BOX 110
MT VERNON,VA221210110 		NONE PC HISTORICAL 6,000

MUSEUM OF FINE ARTS

465 HUNTINGTON AVENUE
BOSTON,MA021159965 		NONE PC CULTURAL 2,000

NAPLES TAKE A SOLDIER FISHING INC

3575 19TH AVE SW
NAPLES,FL34717 		NONE PC CHARITABLE 6,000

NATIONAL AUDUBON SOCIETY

375 SANCTUARY ROAD
NAPLES,FL34120 		NONE PC ENVIRONMENTAL 5,000

NATIONAL COURT APPOINTED SPECIAL ADVOCATE ASSOCIATION

100 W HARRISON ST NORTH TOWER SUITE
500
SEATTLE,WA98119 		NONE PC CHARITABLE 5,000

NATIONAL SOCIETY OF COLONIAL DAMES OF AMERICA

2715 Q STREET NW
WASHINGTON,DC20007 		NONE PC HISTORICAL 1,000

NATIONAL TRUST FOR HISTORIC PRESERVATION

600 14TH STREET NW SUITE 500
WASHINGTON,DC20005 		NONE PC HISTORICAL 5,000

NATIONAL WORLD WAR II MUSEUM

945 MAGAZINE STREET
NEW ORLEANS,LA70130 		NONE PC HISTORICAL 2,000

NATIVITY JESUIT ACADEMY

1515 SOUTH 29TH STREET
MILWAUKEE,WI532151912 		NONE PC EDUCATIONAL 2,500

NATURE CONSERVANCY

4245 N FAIRFAX DRIVE SUITE 100
ARLINGTON,VA222031606 		NONE PC ENVIRONMENTAL 5,000

NEIGHBORHOOD HOUSE OF MILWAUKEE INC

2819 W RICHARDSON PLACE
MILWAUKEE,WI532083546 		NONE PC CHARITABLE 3,000

NEW YORK CENTER FOR AUTISM CHARTER SCHOOL

433 EAST 100TH STREET
NEW YORK,NY10029 		NONE PC EDUCATIONAL 5,000

NEW YORK COMMON PANTRY

8 EAST 109TH STREET
NEW YORK,NY10029 		NONE PC CHARITABLE 2,000

NEXT ACT THEATRE INC

PO BOX 394
MILWAUKEE,WI53201 		NONE PC CULTURAL 1,000

NORTH POINT LIGHTHOUSE FRIENDS INC

2650 N WAHL AVENUE
MILWAUKEE,WI53211 		NONE PC HISTORICAL 1,000

OLD FRIENDS INC

1841 PAYNES DEPOT ROAD
GEORGETOWN,KY40324 		NONE PC CHARITABLE 4,000

OLD SALEM INC

600 SOUTH MAIN STREET
WINSTONSALEM,NC27101 		NONE PC HISTORICAL 1,000

OLD STURBRIDGE VILLAGE INC

ONE OLD STURBRIDGE VILLAGE ROAD
STURBRIDGE,MA01566 		NONE PC HISTORICAL 2,000

OLD WORLD WISCONSIN FOUNDATION INC

PO BOX 347
ELKHORN,WI53121 		NONE PC HISTORICAL 2,000

OUR NEXT GENERATION INC

3421 W LISBON AVENUE
MILWAUKEE,WI53208 		NONE PC CHARITABLE 2,500

PENFIELD CHILDRENS CENTER

833 N 26TH STREET
MILWAUKEE,WI532331599 		NONE PC CHARITABLE 1,000

PERMANENTLY DISABLED JOCKEYS FUND

PO BOX 803
ELMHURST,IL60126 		NONE PC CHARITABLE 4,000

PGA FOUNDATION INC

100 AVENUE OF THE CHAMPIONS
PALM BEACH GARDENS,FL33418 		NONE PC CHARITABLE 2,500

PRESERVE OUR PARKS INC

PO BOX 13881
WAUWATOSA,WI53213 		NONE PC ENVIRONMENTAL 11,000

PURPLE MARTIN CONSERVATION ASSOC

301 PENINSULA DRIVE SUITE 6
ERIE,PA16505 		NONE PC ENVIRONMENTAL 6,000

RIVEREDGE NATURE CENTER INC

PO BOX 26
NEWBURG,WI530600026 		NONE PC ENVIRONMENTAL 2,000

RUMSEY HALL SCHOOL

201 ROMFORD ROAD
WASHINGTON DEPOT,CT06794 		NONE PC EDUCATIONAL 2,000

SALVATION ARMY OF WISCONSIN

PO BOX 26019
WAUWATOSA,WI532260019 		NONE PC CHARITABLE 6,000

SHARP LITERACY INC

5775 N GLEN PARK ROAD 202
MILWAUKEE,WI532094480 		NONE PC EDUCATIONAL 4,000

SIGMA NU ALUMNI SCHOLARSHIP FUND

425 CALIFORNIA STREET 10TH FLOOR
SAN FRANCISO,CA94104 		NONE PC EDUCATIONAL 5,000

SIXTEENTH STREET COMMUNITY HEALTH CENTER

1032 S CESAR CHAVEZ DRIVE
MILWAUKEE,WI53204 		NONE PC CHARITABLE 10,000

SNACK & FRIENDS INC

316 EAST 53RD STREET SUITE 2
NEW YORK,NY10022 		NONE PC CHARITABLE 2,000

SOJOURNER FAMILY PEACE CENTER

619 W WALNUT STREET
MILWAUKEE,WI532123839 		NONE PC CHARITABLE 5,000

ST ANDREWS SCHOOL

350 NOXONTOWN ROAD
MIDDLETON,DE19709 		NONE PC EDUCATIONAL 10,000

ST JUDE CHILDREN'S RESEARCH HOSPITAL

PO BOX 1893
MEMPHIS,TN381019950 		NONE PC CHARITABLE 8,000

ST PAULS EPISCOPAL CHURCH

914 E KNAPP STREET
MILWAUKEE,WI53202 		NONE PC RELIGIOUS 88,000

STARS & STRIPES HONOR FLIGHT INC

PO BOX 867
MENOMONEE FALLS,WI53052 		NONE PC HISTORICAL 12,000

STEPHEN SILLER TUNNEL TO TOWERS FOUNDATION

2361 HYLAN BLVD
STATEN ISLAND,NY10306 		NONE PC CHARITABLE 14,000

THE GATHERING OF SOUTHEAST WISCONSIN INC

804 E JUNEAU AVENUE
MILWAUKEE,WI53202 		NONE PC CHARITABLE 5,000

THE GEORGE WASHINGTON FOUNDATION

1201 WASHINGTON AVENUE
FREDERICKSBURG,VA22401 		NONE PC HISTORICAL 1,000

UNITED PERFORMING ARTS FUND

301 W WISCONSIN AVE SUITE 600
MILWAUKEE,WI53203 		NONE PC CULTURAL 5,000

UNIVERSITY OF MICHIGAN LAW SCHOOL

701 S STATE STREET
ANN ARBOR,MI481093091 		NONE PC EDUCATIONAL 2,500

URBAN ECOLOGY CENTER

1500 E PARK PLACE
MILWAUKEE,WI53211 		NONE PC CHARITABLE 5,000

VERSITI WISCONSIN INC

PO BOX 2178
MILWAUKEE,WI532012178 		NONE PC SCIENTIFIC 1,000

VIGILANT TORCH FOUNDATION

6412 BRANDON AVE SUITE 318
SPRINGFIELD,VA22150 		NONE PC CHARITABLE 5,000

WAKE FOREST UNIVERSITY HEALTH SCIENCES

PO BOX 571021
WINSTONSALEM,NC271571021 		NONE PC SCIENTIFIC 10,000

WAKE FOREST UNIVERSITY

BOX 7227
WINSTONSALEM,NC27109 		NONE PC EDUCATIONAL 100,000

WAUWATOSA HISTORICAL SOCIETY INC

7406 HILLCREST DRIVE
WAUWATOSA,WI532132226 		NONE PC HISTORICAL 5,000

WILDLIFE CONSERVATION SOCIETY

2300 SOUTHERN BLVD
BRONX,NY104601068 		NONE PC ENVIRONMENTAL 27,500

WISCONSIN HISTORICAL FOUNDATION INC

816 STATE STREET
MADISON,WI537061417 		NONE PC HISTORICAL 1,000

WOMANS CLUB OF WISCONSIN FOUNDATION

813 EAST KILBOURN AVENUE
MILWAUKEE,WI53202 		NONE PC CHARITABLE 4,000

WOUNDED WARRIORS FAMILY SUPPORT INC

11218 JOHN GALT BLVD SUITE 103
OMAHA,NE68137 		NONE PC CHARITABLE 5,000

ZOOLOGICAL SOCIETY OF MILWAUKEE

10500 W BLUEMOUND ROAD
MILWAUKEE,WI532264383 		NONE PC CULTURAL 26,000
Total .................................right arrow 3a 909,500
bApproved for future payment
Total ................................. right arrow 3b 0
Form 990-PF (2023)
Form 990-PF (2023)
Page 12
Part XV-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 ........... 		    14 245  
4 Dividends and interest from securities ....     14 465,473  
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 12,529  
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) .. 0 478,247 0
13Total. Add line 12, columns (b), (d), and (e)..................
13
478,247
(See worksheet in line 13 instructions to verify calculations.)
Part XV-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 XV-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 (2023)
Form 990-PF (2023)
Page 13
Part XVI
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.
right arrow right arrow
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 Check if self-
employed right arrow		 PTIN
Firm's name SmallBullet
 Firm's EIN SmallBullet
Firm's address SmallBullet


 Phone no.
Form 990-PF (2023)
Additional Data


Software ID:  
Software Version:  


Form 990PF - Special Condition Description:
Special Condition Description
Schedule B
(Form 990)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors

Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
Arrow Bullet Go to www.irs.gov/Form990 for the latest information.
OMB No. 1545-0047
2023
Name of the organization
DUDLEY AND CONSTANCE GODFREY
FOUNDATION INC
Employer identification number

39-1562846
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ






Form 990-PF




Check if your organization is covered by the General Rule or a Special Rule.  
Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
General Rule
Special Rules
......... Arrow Bullet $  
Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).
For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.
Cat. No. 30613XSchedule B (Form 990) (2023)
Schedule B (Form 990) (2023) Page 2
Name of organization
DUDLEY AND CONSTANCE GODFREY
FOUNDATION INC 		Employer identification number
39-1562846
Part I
Contributors
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
1
DUDLEY J GODFREY JR CHARITABLE LEAD TRUST #1
 
PO BOX 510260
 
MILWAUKEE, WI532030054

$ 484,110


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
2
CONSTANCE P GODFREY CHARITABLE LEAD TRUST #1
 
PO BOX 510260
 
MILWAUKEE, WI532030054

$ 332,510


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 
 

$  


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 
 

$  


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 
 

$  


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 
 

$  


(Complete Part II for noncash contributions.)
Schedule B (Form 990) (2023)
Schedule B (Form 990) (2023)
Page 3
Name of organization
DUDLEY AND CONSTANCE GODFREY
FOUNDATION INC 		Employer identification number

39-1562846
Part II
Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
Schedule B (Form 990) (2023)
Schedule B (Form 990) (2023)
Page 4
Name of organization
DUDLEY AND CONSTANCE GODFREY
FOUNDATION INC 		Employer identification number

39-1562846
Part III
Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
Use duplicate copies of Part III if additional space is needed.
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
Schedule B (Form 990) (2023)
Additional Data


Software ID:  
Software Version:  

TY 2023 InvestmentsCorpStockSchedule
Name:
DUDLEY AND CONSTANCE GODFREY
 
FOUNDATION INC
EIN:
39-1562846
Name of Stock End of Year Book Value End of Year Fair Market Value
ALPHABET INC. CL C 716,948 1,330,520
ASHTEAD GROUP INC 321,797 419,800
BERKSHIRE HATHAWAY INC CL A 94,258 1,085,250
BERKSHIRE HATHAWAY INC CL B 148,464 780,372
BROWN FORMAN CORP CL A 14,787 65,549
BROWN FORMAN CORP CL B 102,366 228,400
CIE FINANCIERE RICHEMONT AG A 297,954 746,219
COMCAST CORP CL A 85,913 193,115
HEINEKEN HOLDING NV 411,692 759,243
JP MORGAN CHASE & CO. 276,638 468,966
MARTIN MARIETTA MATERIALS INC 74,830 508,888
MASTERCARD INC CL A 166,576 1,022,771
NESTLE SA SPONS ADR 237,950 936,603
NETFLIX.COM INC. 332,466 667,512
PERNOD RICARD ORD 308,326 570,972
PHILIP MORRIS INTERNATIONAL INC 343,264 604,370
UBER TECHNOLOGIES INC. 177,041 245,049

TY 2023 InvestmentsGovtObligationsSch
Name:
DUDLEY AND CONSTANCE GODFREY
 
FOUNDATION INC
EIN:
39-1562846
US Government Securities - End of Year Book Value:

8,565,377
US Government Securities - End of Year Fair Market Value:

8,766,438
State & Local Government Securities - End of Year Book Value:


0
State & Local Government Securities - End of Year Fair Market Value:


0


TY 2023 LegalFeesSchedule
Name:
DUDLEY AND CONSTANCE GODFREY
 
FOUNDATION INC
EIN:
39-1562846
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
GODFREY & KAHN, S.C. - LEGAL FEES 1,990 0   1,990


TY 2023 OtherAssetsSchedule
Name:
DUDLEY AND CONSTANCE GODFREY
 
FOUNDATION INC
EIN:
39-1562846
Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
PROVIDENT TRUST CO - INCOME RECEIVABLE 1,973 4,982 4,982


TY 2023 OtherExpensesSchedule
Name:
DUDLEY AND CONSTANCE GODFREY
 
FOUNDATION INC
EIN:
39-1562846
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
FOREIGN DIVIDEND FEES 286 286   0
CUSTODY FEES 2,733 2,733   0


TY 2023 OtherProfessionalFeesSchedule
Name:
DUDLEY AND CONSTANCE GODFREY
 
FOUNDATION INC
EIN:
39-1562846
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
GARDNER RUSSO & QUINN LLC - INVESTMENT MANAGEMENT FEES 97,690 97,690   0


TY 2023 TaxesSchedule
Name:
DUDLEY AND CONSTANCE GODFREY
 
FOUNDATION INC
EIN:
39-1562846
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
PRIVATE FOUNDATION EXCISE TAX - ESTIMATED TAX PAYMENTS 0 0   0
PRIVATE FOUNDATION EXCISE TAX - BALANCE DUE 0 0   0
FOREIGN TAXES PAID 17,835 17,835   0