Form

990-PF

OMB No 1545-0052

Return of Private Foundation

or Section 4947(aXl) Nonexempt Charitable Trust Treated as a Private Foundation
Note : The foundation may be able to use a copy of this return to satisfy state , 2007 , and endin g Amended return INC.
Room/suite B

2007
Name chang e

Department of the Treasury Internal Revenue Service

For calendar year 2007 , or tax year be g innin g G Check all that a pp l y. Initial return
Use the Name of foundation

9 Address change
A Employer identification number

Final return

IRS label .
Otherwise , print

THE OLIVE BRANCH

FOUNDATION ,

34-1862239
Telephone number (see the instructions)

Number and street (or P 0 . box number if mail is not delivered to street address )

or type.
See Specific Instructions . H

P.O.

BOX 20881
State ZIP code

(330)
C D

456-7900

City or town

CANTON OH 44701 Check type of organization Section 501(c)(3 exempt private foundation Section 4947 ( a )( 1 ) nonexem p t charitable trust Other taxable p rivate foundation Fair market value of all assets at end of year J Accounting method- X Cash Accrual (from Part ll, column (c), line 16) Other (specify) $ 4 , 480 , 699. (Part column (d) must be on cash basis) a Revenue and ( ) expenses per books

If exemption application is pending, check here PO. 1 Foreign organizations, check here . . IT 2 Foreign organizations meeting the 85% test, check u here and attach computation E If private foundation status was terminated under section 507(bx1XA) , check here F If the foundation is in a 60-month termination under section 507(bXlXB), check here ' n
c Adjusted net

Analysis of Revenue an d Ex p enses (The total of amounts

in columns (b)() , and (d) may not neces, sanly equal the amounts in column (a) see the instructions
Contributions, gifts, grants, etc. received (aft sch) Ck 11 Flif the foundn is not req to aft Sch B

(b) Net investment income

income

(d) Disbursements for charitable purposes (cash basis only)

1 2

230 994.
.`^

Interest on savings and temporary

cash investments
4 Dividends and interest from securities 5a Gross rents
R b Net rental income or (loss) 6a Net gain/(loss) from sale of assets not on line 10

215 910.

215 910.

7 509 .
7 5 0 9. 0. -

b Gross sales price for all assets on line 6a

7

93 , 945 .

V E N E E

Capital gain net income (from Part IV, line 2)

o
CV

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/(loss) (aft sch) 11 Other income (attach schedule)
Mandala Club LLC (11-3690801)

_ a z-::0. -15 , 670.

"; =

12
13

Total . Add lines 1 through 11

Compensation of officers, directors, trustees. etc

459

413.

207

749.

0.

`-

A [J.^ M

14 15 16a b 17 18 19 20 21 22 23

Other employee salaries and wages Pension plans, employee benefits Legal fees (attach schedule) L-16a Stmt Accounting fees (attach sch) L-16b Stmt Interest Taxes (attach schedule) See Line 18 Stmt Depreciation (attach sch) and depletion Occupancy Travel, conferences, and meetings Printing and publications Other expenses (attach schedule)

250. 450.

N
T A T v E
E p

c Other prof fees (attach sch) L-16c Stmt

2 832.
3 382.

2 , 832.

T N G
A D

Nk _

E N
s N U 27

See Line 23 Stmt

d
4) L; 111JU115, Y111b,

460.
8,374. 2,832.

dministrative lines 13 through 23

paid
isbursements.

103 250. 111 624.

:s

xa_

`':' 2 832.

103 250. 103 250.

N T to ex

nses n Subtract line 26

line 12: er expenses

ejnen'ts
egative enter -0-)

342 789.
204 917.
0

C Adjusted net income ( d negative, enter -0-)

BAA For Privacy Act and Paperwork Reduction Act Notice . see the instructions .

TFEAosol

02J20/0

Form 990-PF (2007)

Form 990-PF (2007) THE OLIVE BRANCH

FOUNDATION,

INC. Beginning of year (a) Book Value

B a l ance Sh eets
1 3 4 5 6

Attached schedules and amounts in the description column should be for end-of - year amounts only (See instructions )

34-1862239 Paae 2 End of year (b) Book Value (c) Fair Market Value

Cash - non-interest-bearing .

2 Savings and temporary cash investments

113 088.

452 865.

452 865.

Accounts receivable ----------Less: allowance for doubtful accounts Pledges receivable ^- - - - - - - - - - ----------Less: allowance for doubtful accounts 11 ----------Grants receivable . Receivables due from officers, directors, trustees, and other disqualified persons (attach schedule) (see the instructions)

,.r

;' :^^w

i1

yy .

:'-F

:yy

A S
S E T S

7 Other notes and loans receivable (attach sch) Less: allowance for doubtful accounts
8 9 Inventories for sale or use Prepaid expenses and deferred charges

2, 828 7 82 . -------. .

:r :^+=. 2 919 298 .

`"^= ' '_ 2 , 828 , 782.

2 :' '='' 2 , 828 , 782.

J

LIN

10a Investments - U S and state government obligations (attach schedule)

b Investments - corporate stock (attach schedule)

c Investments - corporate bonds (attach schedule) 11 Investments -land, buildings, and equipment: basis

L-1 Ob Stint

1 , 076 , 465.
.,,:;^.^^

1 , 169 , 993. 1

1 , 199 , 052.
:,^^f
yssf_

-----------

^s;,,sr',^ :,#_ .^,.-^, ^_ `?`'_,-- '-,,,r-..-:a .a}

Less- accumulated depreciation (attach schedule) ----------12 Investments - mortgage loans 13 Investments - other (attach schedule) 14 Land, buildings, and equipment: basis - - - - - - - - - - Less: accumulated depreciation (attach schedule) 15 Other assets (describe 11 ---------------- 16 Total assets (to be completed by all filers -

see instructions. Also, see pa g e 1, item I

L I A B I L T E S 17 18 19 20 21 22 23 Accounts payable and accrued expenses Grants payable Deferred revenue Loans from officers, directors, trustees, & other disqualified persons Mortgages and other notes payable (attach schedule) Other liabilities (describe Total liabilities (add lines 17 throu g h 22) Foundations that follow SFAS 117, check here and complete lines 24 through 26 and lines 30 and 31. Unrestricted Temporarily restricted Permanently restricted Foundations that do not follow SFAS 117, check here and complete lines 27 through 31. Capital stock, trust principal, or current funds Paid-in or capital surplus, or land, building, and equipment fund

4 , 108 , 851.

4 , 451 , 640.

4 , 480 , 699. ..,.r

{'^

war

N F E U T N D S S E T S B A L A N

24 25 26

27 28

O E

R S

29 Retained earnings, accumulated income, endowment, or other funds 30 Total net assets or fund balances (see the instructions)
31 Total liabilities and net assets/fund balances

4 , 108 , 851. 4 , 108 , 851. 4 , 108 , 851. 1

4 , 451 , 640. 4 , 451 , 640.

ri

(see the instructions )

4 , 451 , 640.

Analysis of Chan g es in Net Assets or Fund Balances

1 2 3 4 5 6 BAA Total net assets or fund balances at beginning of year - Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year's return) Enter amount from Part I, line 27a Other increases not included in line 2 (itemize) -----------------------------Add lines 1, 2, and 3 Decreases not included in line 2 (itemize) - - ------------- ----------- ---Total net assets or fund balances at end of year (line 4 minus line 5) - Part II, column (b) , line 30 TEEA0302 07/25/07 1 2 3 4 5 6 4 , 108 , 851. 342 , 789. 4 , 451 , 640. 4 , 451 , 640. Form 990-PF (2007)

Form 990-PF 200

THE OLIVE BRANCH FOUNDATION ,

INC.
(b) r+ acquired P - Purchase D - Donation

34-1862239'
(C)Date acquired (month, day, year)

Pa ge 3
(d) Date sold (month, day, year)

Nil= 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 shares MLC Company)

la See attached list - Statement #2 bCa ital Gain Distributions from mutual funds c
d

P P

various various

various various

e
(e) Gross sales price (f) Depreciation allowed (or allowable) (g) Cost or other basis plus expense of sale (h) Gain or (loss) (e) plus (f) minus (g)

a b C
d

84 , 151. 9 , 794.

86 , 436. 0.

-2 , 285. 9 , 794.

e
Com p lete onl y for assets showing g ain in column (h) and owned by the foundation on 12/31/69 (i) Fair Market Value Q) Adjusted basis (k) Excess of column (i) as of 12/31/69 as of 12/31/69 over column (I), if any (I) Gains (Column (h) gain minus column (k), but not less than -0-) or Losses (from column (h))

a b c
d

0.

0.

0.

-2 , 285. 9 , 794.

e
2 3 Capital gain net income or (net capital loss) If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7 2 7 , 509.

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 the instructions). If (loss), enter -0in Part I, line 8

3 Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income (For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income )
If section 4940(d)(2) applies, leave this part blank

-5 , 386.

Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period? No E]Yes If 'Yes,' the foundation does not qualify under section 4940 (e) Do not complete this part 1 Ente r the appropriate amount in each column for each year ; see the instructions before making any entries. (a) (b) (c) (d) Base period years Adjusted qualifying distributions Net value of Distribution ratio Calendar year (or tax year nonchantable-use assets (column (b) divided by column (c)) beginning in)

2006 2005 2004 2003 2002

2 3 Total of line 1, column (d)

1 , 579 , 874 703 158 488

812* 730. 489. 000. 852.

5, 5, 5, 5, 4,

099 , 278 , 444 , 092 , 719 ,

275. 835. 323. 562. 278.

2 3 4 5 6 7 8

0.309811 0.165705 0.129215 0.031026 0.103586

0.739343 0. 147869 4 , 204 , 299. 621 , 685. 2 , 049. 623 , 734. 103 , 250.

Average distribution ratio for the 5-year base period - divide the total on line 2 by 5, or by the number of years the foundation has been in existence if less than 5 years Enter the net value of noncharitable-use assets for 2007 from Part X, line 5 Multiply line 4 by line 3 Enter I% of net investment income (I% of Part I, line 27b) Add lines 5 and 6 Enter qualifying distributions from Part XII, line 4

4 5 6 7 8

If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate See the Part VI instructions. BAA Form 990-PF (2007)
TEEA0303 07/25/07

Form 990-PF (200

THE OLIVE BRANCH FOUNDATION,

INC.

34-1862239

Page 4

',

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948 - see the in structions

and enter'N/A' on line 1. 1 a Exempt operating foundations descri bed in section 4940(dX2), check here . ruling letter if necessary - see instructions) (attach copy of Date of ruling letter: b Domestic foundations that meet the section 4940(e) requirements in Part V, .... ...... . . ....... .. ... check here P' and enter 1 % of Part I, line 27b _ gn organizati ons enter 4 % of Part I, line 12, column (b) . c All other domesti c foundations enter 2% of line 27b. Exempt forei 2 3 4 5 6 a b c d 7 8 9 10 11

098 .

Tax under section 511 (domestic section 4947(a)(1) trusts and taxable 2 ... .. .. foundations only. Others enter -0-) 3 .. .. .. Add lines 1 and 2 4 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) Subtitle A (income) tax 5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0Credits/Payments: 6a 0. 2007 estimated tax pmts and 2006 overpayment credited to 2007 6b Exempt foreign organizations - tax withheld at source 6c 9 , 000. Tax paid with application for extension of time to file (Form 8868) 6d Backup withholding erroneously withheld 7 . . .. .... . Total credits and payments. Add lines 6a through 6d 8 if Form 2220 is attached . . . Enter any penalty for underpayment of estimated tax. Check here .. . . ' 9 Tax due . If the total of lines 5 and 8 is more than line 7, enter amount owed 10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid 11. 11 Refunded 4, 67 7 . 1 Enter the amount of line 10 to be: Credited to 2008 estimated tax

0. 4 , 098. 0. 4 0 98 .

> " - .

'Y 9 , 000. 225. 4 , 677.

IPart VII=A;1 Statements Regarding Activities

1 a During the tax year, did the foundation attempt to influence any national, state, or local legislation or did it . ..... participate or intervene in any political campaign? .. . . b Did it spend more than $100 during the year (either directly or indirectly) for political purposes .... . ... (see the instructions for definition)? . ..... . .0f, Yes la 1b No X X

If the answer is 'Yes' to la 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? d Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year: io^ $ (2) On foundation managers (1) On the foundation $ e Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed on foundation managers . I- $ 2 Has the foundation engaged in any activities that have not previously been reported to the IRS? If 'Yes,' attach a detailed description of the activities. 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 4a Did the foundation have unrelated business gross income of $1,000 or more during the year? . b If 'Yes,' has it filed a tax return on Form 990-T for this year? 5 Was there a liquidation, termination, dissolution, or substantial contraction during the year? 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 3 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? 7 Did the foundation have at least $5,000 in assets at any time during the year? If 'Yes, 'complete Part fl, column (c), and PartXV 8a Enter the states to which the foundation reports or with which it is registered (see the instructions) OH - Ohio 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 9 10 BAA .

1c

3 4a 4b 5

X X X

.... r7X

8bl X

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(1)(3) or 4942(1)(5) for calendar year 2007 or the taxable year beginning in 2007 (see instructions for Part XIV)' If 'Yes,' complete Part XIV.. . Did any persons become substantial contributors during the tax year? If 'Yes,' attach a schedule listing their names

1 10 1

1 X

Form 990-PF (2007)

TEEA0304

07/26/07

Form 990-PF (2007) THE OLIVE BRANCH

FOUNDATION

34-18622

11a 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) b If 'Yes', did the foundation have a binding written contract in effect on August 17, 2006, covering the interest, rents, royalties, an annuities described in the attachment for line 11 a? 12 Did the foundation acquire a direct or indirect interest in any applicable insurance contract? 13 Did the foundation comply with the public inspection requirements for its annual returns and exemption application ? 14 15

13 1 X Website address ^ N/A ----------------------------------------Telephone no. 1, The books are in care of ^ The Olive Branch Foundation (330) 456-7900 ----------------------------------------Located at ^ ZIP + 4 ^ 612 Market Ave South OH 44702 Canton ----------------------------------------------D. Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 - Check here

and enter the amount of tax-exem p t interest received or accrued during the year Statements Reg ardin g Activities for Which Form 4720 May Be Req uired
File Form 4720 if any item is checked in the 'Yes' column , unless an exception applies. 1 a 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 dis q ualified p erson)? (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 g overnment service , if terminatin g within 90 da y s . ) b If any answer is 'Yes' to la(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 the instructions)? Organizations relying on a current notice regarding disaster assistance check here c D i d th e f oun d a t ion engage in a prior year in any o f th e ac t s d escri b e d in 1 a, o th er th an excep t e d ac t s, that were not corrected before the first day of the tax year beginning in 2007? 2

-115
Yes Yes Yes Yes Yes E]Yes No - -<X No X No X No X1 No No

3. Yes X] No 1b E ' 1c T: r= X

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private operating foundation defined in section 4942(1)(3) or 4942(1)(5))-` a At the end of tax year 2007, did the foundation have any undistributed income (lines 6d an d 6 e, P ar t XIII ) f or t ax year(s) b eginning b e f ore 20077 If 'Yes,' list the years 01 20 20 20 20 E]Y es El N o ' ,

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 y ear's undistributed income? (If a pp l y in g section 4942(a)(2) to all years listed, answer 'No' and attach statement - see the instructions) c If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here 01 20 20 20 20 3a Did the foundation hold more than a 2% direct or indirect interest in any business ent erprise a t any t ime d uring th e year ? b If 'Yes,' did it have excess business holdings in 2007 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 ) 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 2007) 4a Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes? b Did the foundation make any investment in a prior year (but after December 31, 1969) that could j eo p ardize i t s charitable pu r pose th a t h a d n o t b ee n remove d f ro m jeopar d y b e f ore th e f i r s t d ay of the tax year beg innin g in 2007' BAA XE Y es Li N o

2b

= X

'-

3b 4a

X X ^`^

4b X Form 990-PF (2007)

TEEA0305

02/20/08

Form 990-PF (2007)

THE OLIVE BRANCH FOUNDATION,

INC.

34-1862239

Paae6

Form 4720 May Be

5a During the year did the foundation pay or incur any amount to: (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 509(a)(1), (2), or (3), or section 4940(d)(2)? (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)? Organizations relying on a current notice regarding disaster assistance check here 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). []Yes e Yes Yes []Yes []Yes g] No No E No RI No V1 No

..

5b

[]Yes

No

6a Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? []Yes b Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? If you answered 'Yes' to 6b, also file Form 8870 7a At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? Yes

No 6b No X

b If yes, did the foundation receive any p roceeds or have any net income attributable to the transaction? 7b Information A bout O fficers , Directors , Trustees, Foun d ation Managers , Hig hl y Paid Emp l oyees, and Contractors
1 List all offica_rc_ dirprtnrc _ tnuctpoc _ foundation mananerc and their rmmimencatinn (see inctrurtinnd_

(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

(e) Expense account, other allowances

com p ensation Marshall B. Belden Jr -----------------------219 Bonnett Street SW, North Canton OH 44720 Diana Davis Belden -----------------------219 Bonnett Street SW, North Canton OH 44720
James_Bagnola - ------------

Trustee /PT TIME Trustee P,49 7- T/f'le T ustee

0.

0.

0.

0.

0.

0.

11 Concord Circle,
Austin TX 78737 --------------------------

ART T/n9F_

0.

0.

0.

Compensation of five hiahest-paid emolovees (other than those included on line 1- see instructions). If none. enter NONE. (a) Name and address of each employee (b) Title and average (d) Contributions to (c) Compensation (e) Expense account, paid more than $50,000 hours per week employee benefit other allowances devoted to position plans and deferred com pensation

none ------------------------

------------------------

------------------------

------------------------

-----------------------Total number of other em p loyees paid over $50,000 BAA None corm 990-PF (2007)

TEEA0306

02/20/08

Form 990-PF 2007) THE OLIVE BRANCH FOUNDATION , INC. 34-1862239 Information About Officers , Directors, Trustees, Foundation Managers, Highly Paid Employees,

Pa g e 7

and Contractors (continued)

Five hi g hest-Paid independent contractors for professional services - (see instructions). If none, enter'NONE. (a) Name and address of each person paid more than $50,000 Typ e of service NONE -------------------------------------N/A -------------------------------------3

W Com pensation

0.

--------------------------------------

--------------------------------------

--------------------------------------

Total number of others receiving over $50,000 for professional services

None

'Pa

Summary of Direct Charitable Activities

I Expenses

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 be nefi cia ri es served, conferences convened, research papers produced, etc 1 NONE ------------------------------------------------------

0.
2

p<a^

Summary of Program - Related Investments (see instructions)

Amount

Describe the two larg est p rog ram-related investments made by the foundation durin g the tax year on lines 1 and 2 1 NONE -----------------------------------------------------------------------------------------------------------2 -------------------------------------------------------------------------------------------------------------

All other program-related investments See instructions. 3 -----------------------------------------------------------------------------------------------------------Total . Add lines 1 through 3 BAA None Form 990-PF (2007)

TEEA0307

02/20/08

Form 990-PF (2007) THE O LIVE BRANCH

FOUNDATION,

INC.

34-1862239

Paae 8

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,

see instructions.)
Fair market value of assets not used (or held for use) directl y in carr y in g out charitable , etc , p ur p oses a Average monthly fair market value of securities b Average of monthly cash balances c Fair market value of all other assets (see instructions) .. d Total (add lines 1a, b, and c) . .. . . e Reduction claimed for blockage or other factors reported on lines 1a and 1c (attach detailed explanation) 1e 2 Acquisition indebtedness applicable to line 1 assets 3 Subtract line 2 from line 1d 1 4 5 Cash deemed held for charitable activities Enter 1-1/2% of line 3 1a lb 1c 1d 4 , 064 , 322. 204 , 002. 4 , 268 , 324.

..

2 3

4 , 268 , 324.

(for greater amount, see instructions) 6 Minimum investment return . Enter 5% of line 5

4
5

64 , 025.
4 , 204 , 299.

Net value of noncharitable- use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4

210 , 215.

fPa
1 2a b c 3 4 5 6 7

.+Is Distributable Amount (see instructions) (Section 49420)(3) and 0)(5) private operating foundations and certain forei g n org anizations check here ^ and do not com p lete this art.
Minimum investment return from Part X, line 6 Tax on investment income for 2007 from Part VI, line 5 . 2a Income tax for 2007 (This does not include the tax from Part VI.) 2b Add lines 2a and 2b Distributable amount before adjustments. Subtract line 2c from line 1 Recoveries of amounts treated as qualifying distributions Add lines 3 and 4 Deduction from distributable amount (see instructions) Distributable amount as adjusted. Subtract line 6 from line 5 Enter here and on Part XIII, line 1 1 4,09 8. 2c 3 4 5 6 7 4 , 098. 206 , 117. 206 , 117. 206,117. 210 , 215.

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc, purposesa Expenses, contributions, gifts, etc - total from Part I, column (d), line 26 b Program-related investments - total from Part IX-B 2 Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc, purposes Amounts set aside for specific charitable projects that satisfy the: a Suitability test (prior IRS approval required) b Cash distribution test (attach the required schedule) 4 Qualifying distributions . Add lines la through 3b. Enter here and on Part V, line 8, and Part XIII, line 4 5 6 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) Adjusted qualifying distributions . Subtract line 5 from line 4 Note : BAA 3 1 1a 1 b 2 3a 3b 4 5 6 103 , 250. 0.

103 , 250. 0. 103 , 250.

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 (2007)

TEEA0309

07/27/07

Form 990-PF (2007) THE OLIVE BRANCH FOUNDATION, Undistributed Income (see instructions)
Corpus 1 2 a b 3 a b c d e f 4 a Distributable amount for 2007 from Part XI, line 7 Undistributed income, if any, as of the end of 2006 Enter amount for 2006 only Total for prior years. 20_, 20 20 Excess distributions carryover, if any, to 2007. From 2002 255 , 757. From 2003 0. From 2004 439 973. From 2005 614 956 . From 2006 1,340,544. Total of lines 3a through e Qualifying distributions for 2007 from Part XII, line 4 ^ $ 103, 250. Applied to 2006, but not more than line 2a

INC.

34-1862239

Page 9

Years prior to 2006

2006

2007

206, 117 0.

2.651.230.

b Applied to undistributed income of prior years (Election required - see instructions) c Treated as distributions out of corpus (Election required - see instructions) d Applied to 2007 distributable amount e Remaining amount distributed out of corpus 5 Excess distributions carryover applied to 2007 (If an amount appears in column (d), the same amount must be shown in column (a) ) 6 Enter the net total of each column as indicated below: a Corpus. Add lines 3f, 4c, and 4e Subtract line 5 b Prior years' undistributed income. Subtract line 4b from line 2b c Enter the amount of prior years' undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed d Subtract line 6c from line 6b Taxable amount - see instructions e Undistributed income for 2006 Subtract line 4a from line 2a. Taxable amount - see instructions f Undistributed income for 2007 Subtract lines 4d and 5 from line 1 This amount must be distributed in 2008 7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (see instructions) 8 9 10 a b c d e BAA Excess distributions carryover from 2002 not applied on line 5 or line 7 (see instructions) Excess distributions carryover Subtract lines 7 and 8 from line Analysis of line 9 Excess from 2003 Excess from 2004 Excess from 2005 Excess from 2006 1 Excess from 2007 to 2008. 6a 0. 439 , 973. 614 956. 340 , 544. 0. Form 990-PF (2007)
TEEA0309 07/30/07

103,250. 102,867. 102,867.

2.54 0.

0. 0.

152,890. 2,395,473.

Form 990-PF (200 THE OLIVE BRANCH FOUNDATION , INC. Private O p eratin g Foundations (see instructions and Part VII-A q uestion 9)
1a . b 2a

34-1862239 N/A

Pa g e 10

If the foundation has received a ruling or determination letter that it is a private operating foundation, and the ruling 10.1 is effective for 2007, enter the date of the ruling Check box to indicate whether the foundation is a private operating foundation described in section n 4942(1)(3) or 7 4942(i)(5) Enter the lesser of the adjusted net Tax yea Prior 3 income from Part I or the minimum a 2007 Total investment return from Part X for each year listed 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 49420)(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 49420X3XBXni) (3) Largest amount of support from an exempt organization

(4) Gross investment income

lP-,aft XY -t Supplementary Information (Complete this part only if the organization had $5,000 or more in assets at any time durina the year - see instructions.)
1 Information Regarding Foundation Managers: a List 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).) Marshall B. Belden, Jr. b List 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 None 2 Information Regarding Contribution , Grant , Gift, Loan , Scholarship , etc, Programs: Check here 0 [] if the foundation only makes contributions to preselected charitable organizations and does not accept unsolicited requests for funds. If the foundation makes gifts, grants, etc, (see instructions) to individuals or organizations under other conditions, complete items 2a, b, c, and d. a The name , address , and telephone number of the person to whom applications should be addressed Marshall B. Belden Jr

612 Market Ave South Canton

44702

(330)

456-7900

b The form in which applications should be submitted and information and materials they should include: Applications must be in writting and specify purpose, background of organization and amount requested c Any submission deadlines: None d Any restrictions or limitations on awards, such as by geographical areas , charitable fields , kinds of institutions , or other factors Science, medicine, literature, philosophy, environmental science or sociology BAA TEEAO310 07/31/07 Form 990-PF (2007)

THE OLIVE BRANCH FOUNDATION , Form 990-PF (200 KVjjjM Supplementary Information (continued)
3

INC.

34-1862239

Pa g e 11

Grants and Contributions Paid Durina the Year or Aooroved for Future Payment If recipient is an individual, Recipient show any relationship to Foundation any foundation manager or status of recipient substantial contributor Name and address (home or business) a Paid during the year

Purpose of grant or contribution

Amount

See attached Statement #3

501(c)3 See attached 103,250.

Total
b Approved for future payment

3a

103 250.

Total BAA TEEA0501 07/26107

3bi Form 990-PF (2007)

Form 990-PF (2007)

.THE OLIVE BRANCH FOUNDATION,

INC.

34-1862239

Page 12

jj^ Analysis of Income- Producing Activities

Enter gross amounts unless otherwise indicated. Unrelate d business income (b) (a) Business Amount code Excluded (C) ExcluSion code section 512, 513, or 514 (d) Amount (e) Related or exempt function income see the instructions

Program service revenue,

a
b

c
d

e f
g Fees and contracts from government agencies Membership dues and assessments Interest on savings and temporary cash investments Dividends and interest from securities Net rental income or (loss) from real estate: a Debt-financed property b Not 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 9 Net income or (loss) from special events 10 Gross profit or (loss) from sales of inventory 11 Other revenue 2 3 4 5

14 ; . ^_-^ _y:^ = - ' _

215 , 910.

18

7 , 509.

a
b

c
d

e
12 Subtotal Add columns (b), (d), and (e) 13 Total. Add line 12, columns (b), (d), and (e) (See worksheet in the instructions for line 13 to verify calculations.) 223 419. 13 223, 419.

Relationship of Activities to the Accomplishment of Exempt Purposes

BAA

TEEA0502

07/26/07

Form 990-PF (2007)

Form 990-PF (2007)

THE OLIVE BRANCH

FOUNDATION ,

INC.

34-1862239

Pa g e 13

Information Regarding Transfers To and Transactions and Relationships With Noncharitable

Exempt Organizations
Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501 (c)(3) organizations) or in section 527, relating to political organizations? a Transfers from the reporting foundation to a nonchantable exempt organization of: (1) Cash (2) Other assets .. b Other transactions: (1) Sales of assets to a nonchantable exempt organization (2) Purchases of assets from a noncharltable exempt organization (3) Rental of facilities, equipment, or other assets (4) Reimbursement arrangements (5) Loans or loan guarantees (6) Performance of services or membership or fundraising solicitations .. c Sharing of facilities, equipment, mailing lists, other assets, or paid employees

..... 1 1 1 1 1 1 1 1

X X X X X X X X X

r (3) b 4 b b C

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 the value of the g oods, other assets, or services received. any transaction or sharin g arran g ement, show in column (a) Line no (b) Amount Involved (c) Name of noncharltable 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) of the Code (other than section 501 (c)(3)) or in section 527' b If 'Yes.' complete the following schedule (a) Name of or anization b T e of or anization

E]Yes

X] No

c Descrl tlon of relationshl

Under penalties of penury, I declare that I have examined this return, including ac7^anyin Declaration of prepa r (other than taxpayer or fiduciary ) is based co aati

5 G N Signature of officer or trustee

N E R

Paid PreOnl use Only

Preparer's signat ure

E parer's

Firm 's name (or

r if employed), ad d ress, ZI P code

HALL KISTLER & COMPANY LLP

MARKET AVE SOUTH SUIZ CANTON

0' 220

BAA

TEEA0503

Schedule B
(Form 990 , 990-EZ,
or990-PF) Department of the Treasury Internal Revenue Service

OMB No 1545-0047

Schedule of Contributors
Supplementary Information for

line 1 of Form 990 , 990-EZ and 990-PF (see instructions)

FOUNDATION, INC. 34-1862239

2007
Employer identification number

Name of organization THE OLIVE BRANCH

Organization type (check one)-

Filers of:
Form 990 or 990-177

Section:
501 (c)( _ ) (enter number ) organization 4947(a)(1) nonexempt charitable trust not treated as a private foundation 527 political organization X 501 (c)(3) exempt private foundation 4947(a)(1) nonexempt charitable trust treated as a private foundation 501 (c)(3) taxable private foundation

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 Fx] For organizations filing Form 990 , 990-EZ, or 990-PF that received , during the year , $5,000 or more (in money or property) from any one contributor . (Complete Parts I and II.)

Special Rules For a section 501 (c)(3) organization filing Form 990, or Form 990-EZ, that met the 33-1/3% support test of the regulations under sections 509(a)(1)/170(b)(1)(A)(vl) and received from any one contributor, during the year, a contribution of the greater of $5,000 or 2% of the amount on line 1 of these forms (Complete Parts I and II.) For a section 501 (c)(7), (8), or (10) organization filing Form 990, or Form 990-EZ, that received from any one contributor, during the year, aggregate contributions or bequests of more than $1,000 for use exclusively for religious, charitable, scientific, literary, or educational purposes, or the prevention of cruelty to children or animals. (Complete Parts I, II, and III ) For a section 501(c)(7), (8), or (10) organization filing Form 990, or Form 990-EZ, that received from any one contributor, during the year, some contributions for use exclusively for religious, charitable, etc, purposes, but these contributions did not aggregate to more than $1,000 (If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc, purpose Do not complete any of the Parts unless the General Rule applies to this organization because it received nonexcluslvely 0-$ religious, charitable, etc, contributions of $5,000 or more during the year) Caution : Organizations that are not covered by the General Rule and/or the Special Rules do not file Schedule B (Form 990, 990-EZ, or 990-PF) but they must check the box in the heading of their Form 990, Form 990-EZ, or on line 2 of their Form 990-PF, to certify that they do not meet the filing requirements of Schedule B (Form 990, 990-EZ, or 990-PF) BAA For Paperwork Reduction Act Notice, see the Instructions for Form 990, Form 990-EZ, and Form 990-PF. Schedule B (Form 990 , 990-EZ , or 990 -PF) (2007)

TEEA0701

07/31/07

Schedule B (F orm 990, 990-EZ, or 990-P F) (2007) Name of organization

of 1 Page 1 Employer identification number

of Part I

THE OLIVE BRANCH FOUNDATION ,

INC.

34-1862239

Contributors (See Specific Instructions.)

(a)
Number

(b)
Name , address, and ZIP + 4

(c)
Aggregate contributions

(d)
Type of contribution

Marshall B Belden Jr Charitable Remainder Unitrust No. 1 -------------------------------------

Person Payroll

1844 W.

State Street,

Suite-A_______________ $_____209,465_

Noncash
(Complete Part II if there

Alliance OH 44601 -----------------------------------(a)

Number

is a noncash contribution.) (c)

Aggregate contributions

(b)
Name , address, and ZIP + 4

(d)
Type of contribution

Marshall B_Belden Jr______________________ 612 Market_Ave_South ---------------------- $_____ 21L029_ Canton OH 44702 -----------------------------------

Person
Payroll

Noncash
(Complete Part II if there

is a noncash contribution )
(c) Aggregate contributions (d) Type of contribution

(a) Number

(b) Name , address, and ZIP + 4

Other miscellaneous contributions -------------------------------------

Person
Payroll

$
------------------------------------(a) Number (b) Name, address, and ZIP + 4

500.

Noncash
(Complete Part I if there is a noncash contribution.)

(c) Aggregate contributions

(d) Type of contribution

------------------------------------$

Person Payroll Noncash (Complete Part I if there is a noncash contribution.)

-------------------------------------

(a)
Number

(b)
Name , address, and ZIP + 4

(c)
Aggregate contributions

(d)
Type of contribution

-----------------------------------$

Person Payroll Noncash (Complete Part II if there is a noncash contribution )

-------------------------------------

(a)
Number

(b)
Name , address, and ZIP + 4

(c)
Aggregate contributions

(d)
Type of contribution

------------------------------------$

Person Payroll Noncash (Complete Part I if there is a noncash contribution.)

BAA

TEFA0702

07/31/07

Schedule B (Form 990, 990-EZ , or 990 -PF) (2007)

OMB No 1545-0142

Form
Department of the Treasury Internal Revenue Service

Underpayment of Estimated Tax by Corporations

' See separate instructions. ^ Attach to the corporation ' s tax return.
FOUNDATION, INC. 34-1862239

007

Name THE OLIVE BRANCH

Employer identification number

Note :

Generally, the corporation is not required to file Form 2220 (see Part 11 below for exceptions) because the IRS will figure any penalty owed and bill the corporation. However, the corporation may still use Form 2220 to figure the penalty. If so, enter the amount from page 2, line 34 on the estimated tax penalty line of the corporation's income tax return, but do not attach Form 2220.

Re uired Annual Payment

1 Total tax (see instructions) 2a 1 .!W 4 , 098.

2a Personal holding company tax (Schedule PH (Form 1120), line 26) included on line 1 .. b Look-back interest included on line 1 under section 460(b)(2) for completed long-term contracts or section 167(g) for depreciation under the income forecast method c Credit for federal tax paid on fuels (see instructions) d Total . Add lines 2a through 2c 3 4

2b 2cl 2d 3 4 , 098.

Subtract line 2d from line 1 If the result is less than $500, do not complete or file this form The corporation does not owe the penalty Enter the tax shown on the corporation's 2006 income tax return (see instructions) Caution : If the taxis zero or the tax year was for less than 12 months, skip this line and enter the amount from line 3 on line 5 Required annual payment . Enter the smaller of line 3 or line 4 If the corporation is required to skip line 4,

7 , 848.

enter the amount from line 3 4 , 098. F5 Reasons for Filing - Check the boxes below that apply. If any boxes are checked, the corporation must file Form 2220, even if it does not owe a penalty (see instructions).
6 7 8 The corporation is using the adjusted seasonal installment method. The corporation is using the annualized income installment method The cor poration is a 'large corporation' figuring its first required installment based on the prior year's tax. (a) 9 Installment due dates . Enter in columns (a) through (d) the 15th day of the 4th (Fo,m 990- PFfiers: Use 5th month), 6th, 9th, and 12th months of the (b) (c) (d)

SPatt 1. Fi g urin g the Underpayment

corporation's tax year.

10 Required installments . If the box on line 6 and/or line 7 above is checked, enter the amounts from Schedule A, line 38. If the box on line 8 (but not 6 or 7) is checked, see instructions for the amounts to enter. If none of these boxes are checked, enter 25% of line

05/15/07

06/15/07

09/15/07

12/15/07

5 above in each column

11 Estimated tax paid or credited for each period (see instructions). For column (a) only, enter the amount from line 11 on line 15 Complete lines 12 through 18 of one column before going to the next column. Enter amount, if any, from line 18 of the preceding column Add lines 11 and 12 Add amounts on lines 16 and 17 of the preceding column Subtract line 14 from line 13 If zero or less, enter -0If the amount on line 15 is zero, subtract line 13 from line 14 Otherwise, enter -0Underpayment. If line 15 is less than or equal to line 10, subtract line 15 from line 10 Then go to line 12 of

10
11

1 , 023.

1 , 025.

1,025.

1 , 025.

12 13 14 15 16

12 13 14 15 16

1 , 023. 0. 1 , 023.

2 , 048. 0. 2 , 041:3.

3 , 073. 0. *f{:

17

the next column Otherwise, go to line 18

18 Overpayment. If line 10 is less than line 15, subtract line 10 from line 15. Then go to line 12 of the next column

17

1 , 023.

1 , 025.

1 , 025.

1,025.
= -4}^:=' _ W

18

Go to Part /V on page 2 to figure the penalty. Do not go to Part /V if there are no entries on line 17- no penalty is o wed.
BAA For Paperwork Reduction Act Notice , see separate instructions . CPCZ0312 Form 2220 (2007) 02/06/08

Form 2220 .(2007)

THE OLIVE BRANCH FOUNDATION,

INC.

34-1862239

Page

MMM Figuring the Penalty

19

Enter the date of payment or the 15th day of the 3rd month after the close of the tax year, whichever is earlier (see instructions). (Fo=990-PFandFomi 990-T1/ers: Use 5th month instead of 3rd month.) . Number of days from due date of installment on line 9 to the date shown on line 19 Number of days on line 20 after 4/15/2007 and before 1 /1 /2008 Underpayment on line 17 x Number of days on line 21 x 8%

See Stmt 19 20 21

20 21 22

365
23 24 Number of days on line 20 after 12/31/2007 and before 4/1/2008 Underpayment on line 17 x Number of days on line 23 366 x 7%

22
23

24 25 6 *% 26 27 '%

25 26

Number of days on line 20 after 3/31/2008 and before 7/1/2008 Underpayment on line 17 x Number of days on line 25 366 x

27 28

Number of days on line 20 after 6/30/2008 and before 10/1/2008 Underpayment on line 17 x Number of days on line 27 x

366
29 30 Number of days on line 20 after 9/30/2008 and before 1/1/2009 Underpayment on line 17 x Number of days on line 29 366 x "%

28
29

30 31 .% 32 1 33

31 32

Number of days on line 20 after 12/31/2008 and before 2/16/2009 Underpayment on line 17 x Number of days on line 31 365 x

33 34

Add lines 22, 24, 26, 28, 30, and 32

Penalty . Add columns (a) through (d) of line 33 Enter the total here and on Form 1120, line 33, or the comparable line for other income tax returns

34

225.

*For underpayments paid after March 31 , 2008 : For lines 26, 28, 30, and 32, use the penalty interest rate for each calendar quarter, which the IRS will determine during the first month in the preceding quarter. These rates are published quarterly in an IRS News Release and in a revenue ruling in the Internal Revenue Bulletin. To obtain this information on the Internet, access the IRS website at www.irs .gov. You can also call 1-800-829-4933 to get interest rate information. Form 2220 (2007)

CPCZ0312

02/06/08

Underpayment Penalty Statement

01 Attach to return
Name THE OLIVE BRANCH FOUNDATION,

2007
Employer Identification No 34-1862239

INC.

'Event '

Date

Amount Due 1,023. 1,025. 1,025. 1,025.

Amount Paid

Balance Due (Overpayment) 1,023. 2,048. 3,073. 4,098. 4,098. 4,098. 4,098.
4,098.

Percent

# of Days 31 92 91 16 91 45 0

Penalty

Amount Due Amount Due Amount Due Amount Due Rate Change Rate Change Payment
Date Filed

05/15/07 06/15/07 09/15/07 12/15/07 12/31/07 03/31/08 05/15/08

05/15/08

8.00 8.00 8.00 8.00 7.00 6.00 6.00

6.00

6.95 41.30 61.29 14.37 71.32 30.23

0.

Total Penalty
CPCV1401 SCR 12/06/07

225.46

THE OLIVE BRANCH FOUNDATION, INC Form 990-PF, Page 1, Part I, Line 18 Line 18 Stmt Taxes (see the instructions) Federal Total Rev/Exp Book 3,382. 3,382.

34-1862239

Net Inv Inc

Add Net Inc

Charity Disb

Form 990-PF, Page 1, Part I, Line 23 Line 23 Stmt Other expenses:

Foreign Tax paid Ohio Filing Fee Bank Fees

Rev/Exp Book 240. 200. 20. 460.

Inv I

Total

Form 990-PF, Page 1, Part I, Line 16a L-16a Stmt Line 16a - Legal Fees : Name of Type of Service Provider Provided
Geiger Teeple Smith

Amount Paid Per Books 250. 250.

Net Investment Income

Adjusted Net Income

Disbursements for Charitable Purposes

Legal services

Total

Form 990-PF, Page 1, Part I, Line 16b L-16b Stmt Line 16b - Accounting Fees : Name of Type of Service Provider Provided
Hall Kistler & Compa Income Tax preparation

Amount Paid Per Books

1,450.

Net
Investment Income

Adjusted
Net Income

Disbursements
for Charitable Purposes

Total

1,450.

Form 990-PF, Page 1, Part I, Line 16c L-16c Stmt Line 16c - Other Professional Fees: Name of Type of Service Provider Provided Amount Paid Per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes

Stifel,

Nicolaus

Investment Advisory Fe

2, 832.

2,832.

Total

2,832.

2,832.

THE OLIVE BRANCH FOUNDATION, INC. Form 990-PF, Page 2, Part II, Line 10b L-10b Stmt

34 -1862239

Line 10b - Investments - Corporate Stock:

Book Value I

End of Year I Fair Market Value 1,199,052. 1,199,052.

Security Investments - See Statement #1 Total

1,169,993. E 1, 169, 993.

THE OLIVE BRANCH FOUNDATION, INC. Sch. B - Part I (Copy 1): Contributors

34- 1862239

General Information Smart Worksheet A Description for this copy of Schedule B, Part I .. ... Copy 1

Form 2220-990PF: Underpayment of Estimated Tax Form 2220 Smart Worksheet

A B C D E 0 Print Form 2220 with the tax return even though no penalty is due and none of the boxes in Part II are checked. Let the IRS calculate the underpayment penalty. Form 2220 will not calculate. If the tax return or extension was filed and the tax due was paid before 05/15/08 Enter the actual date the return or extension was filed . If different, enter the actual payment date of any tax due showing on the return L Check this box if the corporation was affected by California wildfires , and thereby had an estimated tax payment date extended to January 31, 2008.

OLIVE BRANCH FOUNDATION

990PF - Part II Line 10b - Detail of Investments December 31, 2007
Security Name Stifel Account ALPINE GLOBAL PREMIER PROPERTIES APACHE CORP BANK OF AMERICA CORP BERKSHIRE HATHAWAY INC DEL CL B CANADIAN APARTMENT PPTY* REAL ESTATE INVT TR UNIT CHEVRON CORP NEW CONOCOPHILLIPS ECHOSTAR COMMUNICATION CORP NEW CL A EXXON MOBIL CORP FIRST MARBLEHEAD CORP FRANKLIN INCOME FUND ?* CL A GENERAL MILLS INC HALLIBURTON COMPANY IVY FDS INC ?* ASSET STRATEGY FD CL A JOHNSON & JOHNSON JOY GLOBAL INC LABORATORY CORP AMER HLDGS MICROSOFT CORP NOVO NORDISK AS ADR PENN WEST ENERGY TRUST UNIT PIMCO FLOATING RT STRATGY FUND COM PIMCO FUNDS PACIFIC ?* INVESTMENT MANAGEMENT ALL ASSET ALL ROCKWELL AUTOMATION INC SEASPAN CORPORATION SEMPRA ENERGY SUNCOR ENERGY INC THIRD AVENUE INTERNATIONAL VALUE THORNBURG MORTGAGE ASSET CORP UNITEDHEALTH GROUP INC Mandala Club partnership Gold Coins Total Investments

(34-1862239)

Shares 1,875 50 50 5 100 50 100 50 50 200 32,720 22 400 400 2,10015 50 400 50 50 100 300 500 1,867.14 50 100 50 50 3,248 11 90 100

Total 29,073 25 2,062.00 2,040.75 14,310.00 1,373.60 2,242.00 6,346.00 1,504.50 1,858.50 7,268.00 85,734.84 12,850.00 12,096.00 45,756.53 2,857.00 16,548.00 2,354.50 1,141.95 2,994.00 9,261.00 10,000.00 19,635.29 876.74 2,084.00 2,124.50 1,315.70 68,767.16 1,633.99 3,674.50 600,000.00 200,208.54 1,169,992.84

Statement #1

Page 1 of 1

OLIVE BRANCH FOUNDATION ( 34-1862239)

CAPITAL GAINS & (LOSSES)
January 1, 2007 - December 31, 2007

Security
SHORT TERM M D C HOLDINGS INC INTEL CORP MEDIA GENERAL INC CL A PENN WEST ENERGY TRUST UNIT JOY GLOBAL INC HALLIBURTON COMPANY DELTA FINANCIAL CORP TOTAL SHORT-TERM CAPITAL GAINS (LOSSES) LONG TERM RAYONIER INC INTERSECTIONS INC INTERSECTIONS INC INTERSECTIONS INC WEATHERFORD INTERNATIONAL CHAPARRAL STEEL COMPANY DE THORNBURG MORTGAGE ASSET CORP YRC WORLDWIDE INC FRANKLIN INCOME FUND CL A PIMCO FUNDS PACIFIC ALL ASSET THIRD AVENUE INTERNATIONAL VALUE THIRD AVENUE INTERNATIONAL VALUE CAREER EDUCATION CORP TOTAL LONG-TERM CAPITAL GAINS (LOSSES) TOTAL CAPITAL GAINS (LOSSES )

Shares

How Aquired

Bought

Sold

Sales Price

Cost Basis

Gain/Loss

50 200 50 100 100 100 1,000

Purchased Purchased Purchased Purchased Purchased Purchased Purchased

6/22/2006 6/22/2006 6/22/2006 12/27/2006 3/20/2007 3/20/2007 4/19/2007

2/28/2007 2/28/2007 3/20/2007 11/1/2007 11/1/2007 11/1/2007 12/7/2007

2,546 42 3,972.07 2,009.46 3,166.95 5,651.01 3,976.93 240.39 21,563.23

2,601.88 3,644.00 2,082.00 3,087.00 4,137.00 3,024.00 9,150.00 27,725 88

(55.46) 328.07 (72.54) 79.95 1,514.01 952.93 (8,909.61) (6,162.65)

50 100 400 100 50 50 100 100 7,380.07 893.655 293.999 111.845 100

Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased

11/19/2004 6/28/2005 6/28/2005 6/28/2005 11/8/2005 6/22/2006 4/13/2004 6/22/2006 10/4/2006 5/24/2006 4/12/2006 6/22/2006 6/22/2006

3/20/2007 4/5/2007 4/5/2007 4/5/2007 7/10/2007 7/11/2007 8/15/2007 9/12/2007 11/1/2007 11/1/2007 11/1/2007 11/1/2007 11/5/2007

2,161.96 1,004.54 4,018.17 1,00454 2,855.78 4,176.48 1,104.95 2,753.95 20,000.00 10,000.00 7,244.14 2,755.86 3,507.34 62,587.71 84,150.94

1,578.33 1,107.00 4,436.00 1,110.00 1,645.00 1,624.75 2,767.00 4,099.00 18,966.79 9,410.19 6,403.59 2,436.09 3,126.00 58,709.74 86,435.62

583.63 (102.46) (417.83) (105.46) 1,210.78 2,551.73 (1,662.05) (1,345.05) 1,033.21 589.81 840.55 319.77 381.34 3,877.97 (2,284.68)

Statement #2

OLIVE BRANCH FOUNDATION ( 34-1862239) GRANTS PAID

JANUARY 1, 2007 - DECEMBER 31, 2007

Date

Recipient Name and Address

Relationship to Substantial Contributor and Foundation Status of Recipient None Section 501 (c)(3)

Purpose of Grant or Contribution To inspire the creation of healthy housing, create world peace and establish Vedic centers throughout the world. Contribution to Student Loan Fund

Amount 40,000

1/19/2007 Global Country of World Peace 1900 Capital Boulevard Mahanshi Vedic City, IA 52556 3/14/2007 Canton Student Loan 4974 Higbee Avenue NW Canton, Ohio 44718 6/29/2007 J. Babe Steam Community Center 2628 13th Street NW Canton, Ohio 44708 8/13/2007 Institute of Science and Technology 1000 N. 4th Street Fairfield, Iowa 82557 12/22/2007 Justice Through Music Program P.O. Box 9576 Washington, DC 20016 12/24/2007 Maharishi School of the Age of Enlinghtment 804 N. 3rd Street Fairfield, Iowa 52556

None Section 501 (c)(3)

750

None Section 501 (c) (3)

To provied social,educaltional,and recreational activities for disadvantaged families

10,000

None Section 501 (c)(3)

Raising Public Awareness on Health Issues

50,000

None Section 501 (c)(3)

Raising awareness of youth through music

2,000

None Section 501 (c)(3)

Education Fundraiser

500

Total Contributions Paid in 2001

103,250

Statement #3

Form 8 8 6 8 (Rev. April 2007) Department of the Treasury

Application for Extension of Time To File an Exempt Organization Return

^ File a separate application for each return.

OMB No 1545-1709

If you are filing for an Automatic 3-Month Extension , complete only Part I and check this box .. , . If you are filing for an Additional (not automatic) 3-Month Extension , complete only Part it (on page 2 of this form). Do not complete Part 1f unless you have already been granted an automatic 3-month extension on a previously filed Form 8868. Automatic 3-Month Extension of Time . Only submit original (no copies needed).

- U

Section 501 (c) corporations required to file Form 990 -T and requesting an automatic 6-month extension - check this box u and complete Part I only ... . .. ... ...................... ....... ..... ....... _ . .... ^
All other corporations (including 1120-C filers), partnerships, REMICs, and trusts must use Form 7004 to request an extension of time to file income tax returns Electronic Filing (e-file). Generally, you can electronically file Form 8868 If you want a 3 - month automatic extension of time to file one of the returns noted below (6 months for section 501 (c) corporations required to file Form 990 -T). However , you cannot file Form 8868 electronically if (1) you want the additional (not automatic) 3-month extension'or (2) you file Forms 990-BL , 6069, or 8870 , group returns , or a composite or consolidated From 990 -T. Instead , you must submit the fully completed and signed page 2 (Part Il) of Form 8868 . For more details on the electronic filing of this form , visit www. irs.govlefile and click on e-file for Chanties & Nonprofits. Name of Exempt Organization Employer Identification number Type or print File by the due date for pang your return . See Instructions . Olive Branch Foundation , Inc. Number, street, and room or suite no. If a P.O. box, see Instructions. 612 Market Avenue, South City, town or post office , state, and ZIP code . For a foreign address , see Instructions. Canton,OH 44702-2114 Form Form Form Form 990-T (corporation ) 990 -T (sec . 401(a) or 408 (a) trust) 990 - T (trust other than above) 1041 -A 34-1862239

Check type of return to be filed (file a se arate application for each return):
Form 990 Form 990-BL Form 99o . EZ Form 990 -PF Form Form Form Form 4720 5227 6069 8870

The books are in the care of ^ The Olive Branch Foundation

Telephone No. ^ 330-456-7900

FAX No. ^

If the organization does not have an office or place of business in the United States, check this box . u If this is for a Group Return, enter the organization's four digit Group Exemption Number (GEN) . If this is for the whole group, check this box ^ u . If it is for part of the group, check this box ^ and attach a list with the names and EINs of all members the extension will cover. I I request an automatic 3-month (6 months for a section 501(c) corporation required to file Form 990-T) extension of time 2008 , to file the exempt organization return for the organization named above. The extension until August 15 is for the organization's return for: ^ ^ 2 X calendar year 2007 tax year beginning or , and ending u Final return u Change in accounting period

if this tax year is for less than 12 months, check reason: u Initial return

3a If this application Is for Form 990-BL, 990-PF, 990-T, 4720, or 6069, enter the tentative tax, less any 9,000 nonrefundable credits, See Instructions. 38 b if this application is for Form 990-PF or 990-T, enter any refundable credits and estimated tax payments made. Include any p rior year overpa yment allowed as a credit. 3b $ c Balance Due. Subtract line 3b from line 3a. Include your payment with this form, or, if required, deposit ; with FTD coupon or, if required, by using EFTPS (Electronic Federal Tax Payment System). See Instructions. 3c g 9,000 Caution. If you are going to make an electronic fund withdrawal with this Form 8868, see Form 8453-EO and Form 8879-EO for payment instructions. For Privacy Act and Paperwork Reduction Act Notice, see Instructions . Form 8868 (Rev. 4-2007)

JSA TF8064 1000