OM B No 1545-0052 Form 990-PF . Return of Private Foundation or Section 4947(a)(1) Nonexempt Charitable Trust Depart ment of thS Treasu ry Treated as a Private Foundation nterna IRavenue service Note: The organization may be able to use a copy of this return to satisfy state reporting requirements. 2nn4 For calendar year 2004 , or tax year beginning DEC^ 1, 2004 , and ending NOV 3 0, 2005 R r.hpek all that annlu [1 Initial rabirn I I F in al return Amended return F__-1 Addrn nhnn F__I fJnm rhon Name of organization Use the IRS A Employer identification number label. Otherwise , ROSSMAN FAMILY FOUNDATION 11-2994863 print Number and street (or P O box number if mail is not delivered to street address) Room/style B Telephone number ortype. 1461 53RD STREET 718 -369-2200 See Specific Ci or town, state, and ZIP code C If exemption application Is pending , check here ►O Instructions . ty BROOKLYN, NY 11219 D 1. Foreign organizations, check here ►0 2. Foreign organizations meeting the 85% test, ►O H Check typea of organization: Section 501(c)(3) exempt private foundation check here and attach computation 0 Section 4947(a)(1) nonexempt charitable trust 0 Other taxable private foundation E If private foun dation status was terminate d I Fair market value of all assets at end of year J Accounting method: ® Cash Accrual under section 507(b)(1)(A), check here ►� (from Part ll, col. (c), line 16) 0 Other (specify) F It the foundation is in a 60-month termination 111104 2 19 0 6 91 . (Part 1, column (d) must be on cash basis.) under section 507(b)(1) B check here jo� Part I Analysis of Revenue and Expenses (a) Revenue and (b Net investment Adjusted net (d) Disbursements ( Th e total of amounts in columns (b), (c), and (d) may not ) (c) for ch ar itable purposes necess ar ily equal the amounts in column (a)) expenses per books income income (cash basis only) 1 Contributions, gifts, grants, etc., received 540,000 . N/A 2 Check ii Q If the foundaflon is not required to attach Sch B Interest on savings and temporary 3 cash investments 4 Dividends and interest from securities 15 412 . 15 412. Statement 1 5a Gross rents b Net rental income or (loss) Net gain or (loss) from sale of assets not on 6a line 10 7 Gross sales price for all y b assets on line as y 7 Capital gain net income (from Part IV, line 2) 0. 8 Net short-term capital gain 9 Income modifications Gross sales less returns 10a and allowances

b Less Cost of goods sold c Gross profit or (loss) 11 Other income 12 Total. Add lines 1 through 11 555,412. 15,412. 13 Compensation of officers , directors, trustees, etc 0. 0. 0. 14 Other employee salaries and wages 15 Pension plans, employee benefits N 16a Legal fees s b Accounting fees W c Other professional fees 17 Interest b 18 Taxes Stmt 2 99. 0. 99. 2 19 Depreciation and depletion E 20 Occupancy < 21 Travel, con ces _5 pe�- ® 22 Printing an public I NE IF Other expe &,s - ml, 3 250. 0. 250. RG m 24 Total opera ing andAni ve UUb a expenses . r�d nes 13 through 23_ 349. 0 . 349. 0 , gi 229,148. 229,148. 25 Contribution I npalc9=t N1 U 26 Total expens sand Add lines 24 and 25 229 497. 0. 229 497. 27 Subtract line 26 from line 12: a Excess of revenue over expenses and disbursements 325,915. b Net investment income (if negative, enter -0-) 15,412.1 c Adjusted net income (if negative, enter -0-) N/A LHA For Privacy Act and Paperwork Reduction Act Notice , see the instructions . Form 990-PF (2004) 423501 01-03-05 1 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) C_RnGGMAN FAMTT.V F()TTNnATTnN 11-2994863 Page2 �ched schedules and amounts Inthe description Beginning of year End of year rt II B a l ance Sheets A Pa column should be for end of yearamounts only (a) Book Value (b) Book Value (c) Fair Market Value 1 Cash - non-interest-bearing 24,485. 13, 388. 13,388. 2 Savings and temporary cash investments 352,520. 247, 932. 2471932. 3 Accounts receivable ► Less: allowance for doubtful accounts ► 4 Pledges receivable ► Less: allowance for doubtful accounts ► 5 Grants receivable 6 Receivables due from officers, directors, trustees, and other disqualified persons 7 Other notes and loans receivable ► 50,000. Less: allowance for doubtful accounts ► 50, 000. 501000. (4 8 Inventories for sale or use 9 Prepaid expenses and deferred charges 10a Investments - U.S. and state government obligations b Investments - corporate stock Stmt 4 1,487,771. 1, 487, 771. 1,487,771. c Investments - corporate bonds 11 investments •land, buildings, and equipment basis ► Less accumulated depredation ► 12 Investments - mortgage loans 13 Investments - other Stmt 5 0. 391, 600. 3911600. 14 Land, buildings, and equipment: basis ► Less accumulated depreclabon ► 15 Other assets (describe ►

16 Total assets to be completed by all filers 1,864,776. 21 190, 691. 211-9-0,691. 17 Accounts payable and accrued expenses 18 Grants payable 19 Deferred revenue 20 Loans from officers, directors, trustees , and other disqualified persons m 21 Mortgages and other notes payable J 22 Other liabilities (describe ►

23 Total liabilities (add lines 17 through 22) 0. 0. Organizations that follow SFAS 117, check here ► and complete lines 24 through 26 and lines 30 and 31. 24 Unrestricted 25 Temporarily restricted ca 26 Permanently restricted Organizations that do not follow SFAS 117, check here 0, If] C LL and complete lines 27 through 31. y 27 Capital stock, trust principal, or current funds 1,864,776. 2, 190, 691. 28 Paid-in or capital surplus, or land, bldg., and equipment fund 0. 0. < 29 Retained earnings, accumulated income, endowment, or other funds 0. 0. Z 30 Total net assets or fund balances 1,864,776. 2, 190, 691.

31 Total liabilities and net assets/fund balances 1,864,776. 2, 190, 691. Part III Analysis of Changes in Net Assets or Fund Balances

1 Total net assets or fund balances at beginning of year - Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year's return) 1 1,864, 776 . 2 Enter amount from Part I, line 27a 2 325, 915 . 3 Other increases not included in line 2 (itemize) ► 3 0 . 4 Add lines 1, 2, and 3 4 2 190, 691. 5 Decreases not included in line 2 (itemize) ► 5 0 . 6 Total net assets or fund balances at end of year (line 4 minus line 5) - Part II, column (b), line 30 6 2 , 190, 691 . Form 990-PF (2004) 423511 01-03-05 2 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 3 Pa rt IV Capital Gains and Losses for Tax on Investment Income List and describe the kind(s) of property sold (e.g., real estate, (b How acquired (c) Date acquired (d) Date sold (a) Purchase 2-storyY brick warehouse; or common stock, 200 shs. MLC Co.) D - Donation (mo., day, yr.) (mo., day, yr.) 18 b NONE C d e Depreciation allowed (g) Cost or other basis (h) Gain or (loss) (e) Gross sales price (f) (or allowable) plus expense of sale (e) plus (f) minus (g)

a b c d e Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (I) Gains (Col. (h) gain minus not less than -0-) (j) Adjusted basis (k) Excess of col. (i) col. (k), but or (from col. (h)) (i) F.M.V. as of 12/31/69 as of 12/31/69 over col. (I), if any Losses a b c d e

If gain, also enter in Part I, line 7 1 2 2 Capital gain net income or (net capital loss). If (loss), enter -0- in Part I , line 7 1 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). If (loss), enter -0- in Part I, line 8 3 Part V I Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income (For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.

Was the organization liable for the section 4942 tax on the distributable amount of any year in the base period? Yes ® No If'Yes' the organization does not qualify under section 4940(e). Do not complete this pa rt. I Enter the aooroonate amount in each column for each year: see instructions before making any entries. Distribution Base period years value of use assets (b) Calendar year (or tax year beginning in Adjusted qualifying distributions Net nonchantable (col. ) divided by col. (c)) 2003 425 292. 1, 694, 436. .2509933 2002 458 028. 1, 511, 036. .3031218 2001 427 083. 1, 527, 205. .2796501 2000 606 231. 376 888. 1.6085176 1999 175 497. 404 954. .4333751

2 Total of line 1, column (d) 2 2.8756579 3 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 3 .5751316

4 Enter the net value of noncharitable-use assets for 2004 from Part X, line 5 4 1 761,177.

5 Multiply line 4 by line 3 5 1 012,909.

6 Enter 1% of net investment income (1% of Part I, line 27b) 6 154.

7 Add lines 5 and 6 7 1,013, 063.

8 Enter qualifying distributions from Part XII, line 4 8 229, 497. 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. 423521 /01-03 -05 Form 990-PF (2004)

11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 4 Part VI Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948 - see instructions) to Exempt operating foundations described in section 4940(d)(2), check here ► L_J and enter 'N/A' on line 1. Date of ruling letter: ( attach copy of ruling letter if necessa ry-see instructions) b Domestic organizations that meet the section 4940(e) requirements in Part V, check here ► 0 and enter 1% 308. of Part I, line 27b c All other domestic organizations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b) 2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 0. 3 Add lines 1 and 2 308. 4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 0. 5 Tax based on investment income . Subtract line 4 from line 3. If zero or less, enter -0- 308. 6 Credits/Payments: a 2004 estimated tax payments and 2003 overpayment credited to 2004 b Exempt foreign organizations - tax withheld at source c Tax paid with application for extension of time to file (Form 8868) d Backup withholding erroneously withheld r6 7 Total credits and payments. Add lines 6a through 6d 0. 8 Enter any penalty for underpayment of estimated tax. Check here E] if Form 2220 is attached 9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed 1111111. 308. 10 Overpayment . If line 7 is more than the total of lines 5 and 8, enter the amount overpaid ► 11 Enter the amount of line 10 to be: Credited to 2005 estimated tax No. Refunded

Is During the tax year, did the organization attempt to influence any national, state, or local legislation or did it participate or intervene in No any political campaign? b Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see instructions for definition)? If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials published or distnbuted by the organization in connection with the activities. c Did the organization file Form 1120-POL for this year? d Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year: (1) On the organization. No- $ 0. (2) On organization managers. Op- $ 0. e Enter the reimbursement (if any) paid by the organization during the year for political expenditure tax imposed on organization managers. ► $ 0. 2 Has the organization engaged in any activities that have not previously been reported to the IRS? If "Yes, " attach a detailed descnption of the activities. 3 Has the organization 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 organization have unrelated business gross income of $1,000 or more during the year? X b If "Yes," has it filed a tax return on Form 990-T for this year? N/A 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 • 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 organization have at least $5,000 in assets at any time during the year? If "Yes," complete Part ll, col. (c), and Part XV 8a Enter the states to which the foundation reports or with which it is registered ( see instructions) ► NEW YORK b If the answer is Yes' to line 7, has the organization 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 X 9 Is the organization claiming status as a private operating foundation within the meaning of section 4942(l)(3) or 4942(l)(5) for calendar year 2004 or the taxable year beginning in 2004 (see instructions for Part XIV)? If "Yes," complete Part XIV 9 10 Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names and addresses 10 11 Did the organization comply with the public inspection requirements for its annual returns and exemption application? 11 I X Web site address ► N/A 12 The books are in care of ► ORGANIZATI ON Telephone no. 0o. ( 718 ) - 3 6 9 - 2 2 0 0 Located at ► 1461 53RD ST BROOKLYN NY ZIP+4 ►11219 13 Section 4947( a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 - Check here ► 0 and enter the amount of tax-exempt interest received or accrued during the year ► 1 13 I N/A foo3oa Form 990-PF (2004) 4 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 5 Part VII- B Statements Regarding Activities for Which Form 4720 May Be Required File Form 4720 if any item is checked in the "Yes" column, unless an exception applies. Yes No Is During the year did the organization (either directly or indirectly): (1) Engage in the sale or exchange, or leasing of property with a disqualified person? Yes ® No (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from) a disqualified persons 0 Yes ®No (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? Yes ® No (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? 0 Yes ® 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)? = Yes ® No (6) Agree to pay money or property to a government official? ( Exception . Check "No' if the organization agreed to make a grant to or to employ the official for a period after termination of government service, if terminating within 90 days. ) Yes ® No 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 page 20 of the instructions)? N/A lb Organizations relying on a current notice regarding disaster assistance check here ► 0 c Did the organization 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 20049 1c X 2 Taxes on failure to distribute income (section 4942 ) (does not apply for years the organization was a private operating foundation defined in section 4942( j)(3) or 4942 (l)(5)): a At the end of tax year 2004 , did the organization have any undistributed income ( lines 6d and Be, Part XIII) for tax year( s) beginning before 2004 ? Q Yes ® No If 'Yes,* list the years ► b Are there any years listed in 2a for which the organization 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.) N/A 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.

3a Did the organization hold more than a 2% direct or indirect interest in any business enterprise at any time during the year? Yes ® No b If 'Yes; did it have excess business holdings in 2004 as a result of ( 1) any purchase by the organization 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 organization had excess business holdings in 2004 .) N/A 3b 4a Did the organization invest during the year any amount in a manner that would jeopardize its charitable purposes? 4a X b Did the organization 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 2004? 4b X 5a During the year did the organization pay or incur any amount to: (1) Carry on propaganda, or otherwise attempt to influence legislation ( section 4945(e))? Yes ® No (2) Influence the outcome of any specific public election (see section 4955 ); or to car ry on, directly or indirectly, any voter registration drive? Yes ® No (3) Provide a grant to an individual for travel, study, or other similar purposes? Yes ® No (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)? E] Yes ® 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? 0 Yes ® 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 )? N/A 5b Organizations relying on a current notice regarding disaster assistance check here ► c If the answer is 'Yes' to question 5a(4), does the organization claim exemption from the tax because it maintained expenditure responsib ility for the grant? N/A Yes No If "Yes, " attach the statement required by Regulations section 53.4945-5(d). 6a Did the organization , during the year, receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? Yes ® No b Did the organization , during the year, pay premiums , directly or indirectly, on a personal benefit contract? 6b X If you answered "Yes" to 6b, also Me Form 8870. Form 990-PF (2004)

423541 01-03-05 5 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 GROSSMAN FAMILY FOUNDATION 11-2994863 Information About Officers, Directors, Trustees, Foundation Managers, Highly Page 6 Part VIII Paid Employees, and Contractors 1 List all officers, directors, trustees, foundatio n managers and their compensation. (c) Compensation (d?Contrlbubonsto (e) (b) Title, and average employee plans Expense (a) Name and address hours per week devoted If not paid, deferred account, other to position ( enter -0- compensation allowances MARTON B. GROSSMAN PRESIDENT 1461 53RD ST. BROOKLYN NY 11219 30 0. 0. 0. SHEILA GROSSMAN ICE PRESIDE 1461 53RD ST. BROOKLYN NY 11219 20 0. 0. 0. ISAAC GROSSMAN SECRETARY 1461 53RD ST. BROOKLYN NY 11219 5 0. 0. 0.

2 Compensation of five highest-paid employees (other than those included on line 1). If none, enter "NONE." (b) Title and average (d)Contdbutonsto (e) Expense defeefetaplans (a) Name and address of each employee paid more than $50,000 hours per week (c) Compensation emp and account, other devoted to position compensation allowances None

Total number of other employees paid over $50,000 ► I 0 3 Five highest-paid independent contractors for professional services. If none, enter " NONE." (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation None

Total number of others receiving over $50,000 for professional services ► 0 Part IX-A Summa ry of Direct Charitable Activities year. Include relevant statistical information such as the List the foundation 's four largest direct charitable activities during the tax Expenses number of organizations and other beneficiaries served, conferences convened , research papers produced, etc. 1 N A

2

3

4

423551 01-03-05 Form 990-PF (2004) 6 11200321 807829 czrossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 7 Part IX-B Summary of Program -Related Investments

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount 1 N A

2

All other program-related investments. See instructions. 3

Total. Add lines 1 through 3 ► 0.

Pa rt X Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions)

1 Fair market value of assets not used (or held for use) directly in carrying out charitable, etc., purposes: a Average monthly fair market value of securities la 9, 500. b Average of monthly cash balances 1b 300, 226 . c Fair market value of all other assets tc 1 478 271 . d Total (add lines la, b, and c) ld 1 787 997 . e Reduction claimed for blockage or other factors reported on lines la and 1c (attach detailed explanation) le 0. 2 Acquisition indebtedness applicable to line 1 assets 2 0 . 3 Subtract line 2 from line 1 d 3 1, 787, 997 . 4 Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see instructions) 4 26, 820 . 5 Net value of noncharitable -use assets . Subtract line 4 from line 3. Enter here and on Part V, line 4 5 1, 761, 177 . 6 Minimum investment return . Enter 5% of line 5 6 88,059 . Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain Part XI foreign organizations check here ► Q and do not complete this part.) 1 Minimum investment return from Part X, line 6 1 88,059 2a Tax on investment income for 2004 from Part VI, line 5 2a 308. b Income tax for 2004. (This does not include the tax from Part VI.) 2b c Add lines 2a and 2b 2c 308 . 3 Distributable amount before adjustments. Subtract line 2c from line 1 3 87, 751 . 4 Recoveries of amounts treated as qualifying distributions 4 0 . 5 Add lines 3 and 4 5 87, 751 . 6 Deduction from distributable amount (see instructions) 6 0 . 7 Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 7 87, 751 . Part XII Qualifying Distributions (see instructions)

I Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes: a Expenses, contributions, gifts, etc. - total from Part I, column (d), line 26 la 229,497. b Program-related investments - total from Part IX-B 1b 0. 2 Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc., purposes 2 3 Amounts set aside for specific charitable projects that satisfy the: a Suitability test (prior IRS approval required) 3a b Cash distribution test (attach the required schedule) 3b 4 Qualifying distributions Add lines la through 3b. Enter here and on Part V, line 8, and Part XIII, line 4 4 229,497. 5 Organizations that qualify under section 4940(e) for the reduced rate of tax on net investment income. Enter 1% of Part I, line 27b 5 0. 6 Adjusted qualifying distributions . Subtract line 5 from line 4 6 229,497. Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for the section 4940(e) reduction of tax in those years. Form 990-PF (2004)

423581 01-03-05 7 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 8 Part XIII Undistributed Income (see instructions)

(a) (b) (c) (d) Corpus Years prior to 2003 2003 2004 1 Distributable amount for 2004 from Part XI, line 7 87,751. 2 Undistributed income , if any, as of the end of 2003 a Enter amount for 2003 only 0. b Total for prior years: 0. 3 Excess distributions carryover, if any, to 2004: a From 1999 155,589. bFrom2000 589 207. c From 2001 350 765. d From 2002 382,511. eFrom2003 340 669. f Total of lines 3a throug h e 1,818,741. 4 Qualifying distributions for 2004 from Part Xll, line 4: ►$ 229,497. a Applied to 2003, but not more than line 2a 0 b Applied to undistributed income of prior years (Election required - see instructions) 0. c Treated as distributions out of corpus (Election required - see instructions) 0. d Applied to 2004 distributable amount 87,751. e Remaining amount distributed out of corpus 141,746. 5 Excess distributions carryover applied to 2004 0. 0 (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: 8 Corpus Add lines 3f, 4c, and 4e Subtract line 5 1,960,487. 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 2003. Subtract line 4a from line 2a. Taxable amount - see instr. 0 f Undistributed income for 2004. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2005 0 7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(E) or 4942(g)(3) 0 • 8 Excess distributions carryover from 1999 not applied on line 5 or line 7 155,589. 9 Excess distributions carryover to 2005. Subtract lines 7 and 8 from line 6a 1,804,898. 10 Analysis of line 9: a Excess from 2000 589,207. b Excess from 2001 350,765. c Excess from 2002 3 8 2 511. d Excess from 2003 340,669. e Excess from 2004 141 7 4 6 . Form 990-PF (2004) 423571 01-03.05 8 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 9 Part XIV I Private Operating Foundations (see instructions and Part VII-A, question 9) N/A 1 a If the foundation has received a ruling or determination letter that it is a private operating foundation, and the ruling is effective for 2004 , enter the date of the ruling ► b Check box to indicate whether the organization is a private opera in foundation described in section El 4942(l)(3) or E] 4 42(1)(5) 2 a Enter the lesser of the adjusted net Tax year Prior 3 years income from Part I or the minimum (a) 2004 (b) 2003 (c) 2002 (d) 2001 ( e) Total investment return from Part X for each year listed b 65% of line 2a c Qualifying distributions from Part XII, line 4 for each year listed d Amounts included in line 2c not used directly for active conduct of exempt activities e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c 3 Complete 3a, b, or c for the alternative test relied upon: a "Assets" alternative test - enter: (1) Value of all assets (2) Value of assets qualifying under section 4942(I)(3)(B)(i) b "Endowment" alternative test - enter 2/3 of minimum investment return shown in Part X, line 6 for each year listed c "Support" alternative test - enter: (1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) (2) Support from general public and 5 or more exempt organizations as provided in section 4942(I)(3)(B)(ui) (3) Largest amount of support from an exempt organization (4) Gross investment income Part XV Supplementa ry Information (Complete this part only if the organization had 55,000 or more in assets at any time during the year-see page 26 of the 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).) None 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 ► ® if the organization only makes contributions to preselected charitable organizations and does not accept unsolicited requests for funds. If the organization 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:

b The form in which applications should be submitted and information and materials they should include:

c Any submission deadlines:

d Any restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other factors:

423581 /01-03-05 Form 990-PF (2004) 9 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATI

3 Grants and Contributions Paid During the Year or Approved for Future Payment Recipient If recipient is an individual, show any relationship to Foundation Purpose of grant or status of contribution Amount Name and address (home or business) any foun dation manager or substantial contributor recipient a Paid dung the year

LL PUBLI FOR GENERAL CHARITIES OPERATING NEEDS F RECIPIENT SCHEDULE ATTACHED /A RGANIZATIO 229,148.

Total ► 3a 229,148. b Approved for future payment

None

Total ► 3b 1 0. 423801/01-03-05 Form 990-PF (2004) 10 11200321 807829 crrossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 11 Part XVI-A Analysis of Income -Producing Activities

UI11 CIOLOU UUOIII0JJ IIIl,UI11C cxC1Uoeo D section Ol'C Old Or 014 Enter gross amounts unless otherwise indicated. (e) (a) (b) Ex9u- ( d) Related or exempt Business Amount 1 Program service revenue: rnria codecode Amount function income a b c d e f g Fees and contracts from government agencies 2 Membership dues and assessments 3 Interest on savings and temporary cash investments 4 Dividends and interest from securities 5 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: a b c d e 12 Subtotal. Add columns (b) , (d), and (e) 0. 15,412. 0. 13 Total . Add line 12, columns (b), (d), and (e) 13 15,412. (See worksheet in line 13 instructions to verify calculations.) Part XVI-B Relationship of Activities to the Accomplishment of Exempt Purposes

423811 01-03-05 Form 990-PF (2004) 11 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Form 990-PF (2004) GROSSMAN FAMILY FOUNDATION 11-2994863 Page 12 Pa rt XVII 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 Yes No the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations? a Transfers from the reporting organization to a noncharitable exempt organization of (1) Cash la(l) X (2) Other assets la(2) X b Other transactions: (1) Sales of assets to a noncharltable exempt organization tb 1 X (2) Purchases of assets from a noncharitable exempt organization lb(2) X (3) Rental of facilities, equipment, or other assets lb(3) X (4) Reimbursement arrangements lb(4) X (5) Loans or loan guarantees X (6) Performance of services or membership or fundraising solicitations #(6) X Sharing of facilities, equipment, mailing lists, other assets, or paid employees X 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 organization. If the organization received less than fair market value in any transaction or sharing arrangement, show in

2a Is the organization 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? Yes No h If "Yes' complete the followino schedule. (a) Name of organization (b) Type of organization (c) Description of relationship N/A

Under penalties of perjury, I decl are that I have xamined this return , including accompanying schedules and statements , and to the best of my knowledge and belief, it is true, correct, and complete Decl ar ation of preparer (other taxpayer i is based all information of which preparer has any knRwledge

l./ Signature f officer or trustee D. Prep rer's y signature a N Rim's name (or yours RSCH OELBAUM BRAM & HA lf sen-employed),/' 111 BROADWAY address,and5code NEW YORK NY 10006

423821 01-03-05

11200321 807829 crrossmanfdtn 2004.08000 Schedule B Schedule of Contributors OMB No 1545-0047 (Form 990, 990-EZ, or 990-PF) Supplementary Information for Department of the Treasury line 1 of Form 990, 990-EZ, and 990-PF (see instructions) Internal Revenue Serv ice 2004 Name of organization Employer identification number

Organization type (check one)-

Filers of: Section:

Form 990 or 990-EZ 0 501 (c)( ) (enter number) organization

0 4947(a)(1) nonexempt charitable trust not treated as a private foundation

0 527 political organization

Form 990-PF ® 501(c)(3) exempt private foundation

0 4947(a)(1) nonexempt charitable trust treated as a private foundation

0 501(c)(3) taxable private foundation

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-

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 , litera ry , 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 nonexclusively 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).

LHA For Paperwork Reduction Act Notice , see the Instructions Schedule B ( Form 990 , 990-EZ , or 990-PF) (2004) for Form 990, Form 990-EZ, and Form 990-PF.

423451 11-24-04 13 11200321 807829 czrossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 Schedule 8 (Form 990, 991 or 9 90-PF) (2004) of Part I Name of organization Employer identification number

Pa rt I Contributors (See Specific Instructions.)

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Aggregate contributions Type of con tribution

1 MARTON B. GROSSMAN Person If] Payroll Q $ 230,000. Noncash 0 (Complete Part If if there 1461 53RD ST BROOKLYN NY is a noncash contribution.)

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Aggregate contributions Type of contribution

2 MINDY WEISS Person Eil Payroll $ 80,000. Noncash (Complete Part II if there 1461 53RD ST BROOKLYN NY is a noncash contribution.)

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Aggregate contributions Type of contr ibution

3 SHAINDY STEINBERGER Person Payroll Q $ 95,000. Noncash (Complete Part II if there 1461 53RD ST BROOKLYN NY is a noncash contribution

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Aggregate contributions Type of contribution

4 ISAAC GROSSMAN Person I-XI Payroll Q $ 135,000. Noncash Q (Complete Part II if there 1461 53RD ST BROOKLYN NY is a noncash contribution)

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Aggregate contributions Type of contr ibution

Person 0 Payroll $ Noncash (Complete Part II if there is a noncash contribution)

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Aggregate contributions Type of contribution

Person Payroll $ Noncash (Complete Part II if there is a noncash contribution.) 423452 11 .24-04 Schedule B (Form 990. 990-EZ. or 990-PF) (20041 14 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 GROSSMAN FAMILY FOUNDATION 11-2994863

Form 990-•PF Dividends and Interest from Securities Statement 1

Capital Gains Column (A) Source Gross Amount Dividends Amount

VISTA GOVERMENT MONEY MARKET FUND 15,412. 0. 15,412.

Total to Fm 990-PF, Part I, In 4 15,412. 0. 15,412.

Form 990-PF Taxes Statement 2

(a) (b) (c) (d) Expenses Net Invest- Adjusted Charitable Description Per Books ment Income Net Income Purposes

FEDERAL EXCISE TAXES 99. 0. 99.

To Form 990-PF, Pg 1, In 18 99. 0. 99.

Form 990-PF Other Expenses Statement 3

(a) (b) (c) (d) Expenses Net Invest- Adjusted Charitable Description Per Books ment Income Net Income Purposes

STATE FILING FEES 250. 0. 250.

To Form 990-PF, Pg 1, In 23 250. 0. 250.

Form 990-PF Corporate Stock Statement 4

Fair Market Description Book Value Value

9,500. 9,500. 1,478,271. 1,478,271.

Total to Form 990-PF, Part II, line 10b 1,487,771. 1,487,771.

15 Statement(s) 1, 2, 3, 4 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 GROSSMAN FAMILY FOUNDATION 11-2994863

Form 990-PF Other Investments Statement 5

Fair Market Description Book Value Value

US LIFE INSURANCE 391,600. 391,600.

Total to Form 990-PF, Part II, line 13 391,600. 391,600.

16 Statement(s) 5 11200321 807829 arossmanfdtn 2004.08000 GROSSMAN FAMILY FOUNDATION GROSSM21 2:52 PM GROSSMAN FAMILY FOUNDATION 02/28/06 Transaction Detail by Account Cash Basis December 2004 through November 2005

Name Paid Amount Grants and Allo Cong Yetev Lev 36.00 Talmudical Yeshiva of Phila 5,000.00 Tzedaka Vochesed 36.00 Cong Bais Hatifila 36.00 Cong Breslov 36.00 Yeshiva Darkei Menachem 50 00 Cong Toldos Aharon 36 00 Ohel Malka 50.00 United Spinka International 2,500 00 Notzer Chesed 50.00 Agudat Lchvod Shabbat 50 00 Cong Sar Shalom 36.00 Tiferet Mordechi Shlomo 36.00 Talmud Torah Kiryat Hertzog 36.00 Cong Kerem Shlomo 36.00 Khal Toras Chaim 50.00 Cong Zichron Shlomo 100.00 C.C.R. 1,800 00 Mekimi 360.00 Rivka Laufer Bikur Cholim 100 00 Tomche Cholim of Boro Park 50.00 Lev Rifki L'kala 50 00 UTA 36 00 Cong Shomrei Shabbos 180.00 Yad Batya L'Kallah 180 00 Hachnosas Orchim Rashbi Meron 50.00 Ahavas Chesed 50 00 Yeshiva Chasan Sofer 100 00 Tzedaka Vochesed 50 00 Keren Ner Eliezer 1,000.00 Yeshiva Beth Hillel 500.00 Cong Kahal Yirei Hashem 500 00 Mosdos Yetev Lev 100 00 Keren Yesomim 50.00 Zichron Shlomo 50.00 Hebrew Academy of Cleveland 36 00 Nshei Yeshivas Vyolipol 100.00 Keren Hayeled 50.00 Bonei Olam 180.00 Cong Bais Avrohom 180.00 Mesivta Beth Chazon Ish 100.00 Childrens Village 36 00 Bikur Cholim of Boro Park 100.00 Yeshiva Chasdei Torah 36 00 Yeshiva Ohr Eliezer 36.00 Torah Communications Network 50 00 Kolel Shomre Hachomos 180 00 Kollel Kehilat Yaakov 100.00 Ezras Yisroel 36.00 Cong Bais Ahron 36.00 Gomlei Chasodim 50 00 Cong Kohanim Lmitzvos Hamoadim 36 00 Cong Shearit Hapleita 50 00 Yad Malka 50 00 Cong Bais Dovid 36 00 Tzedaka Vochesed 36 00 Cong Adas Dej Maglei Zedek 150.00 Khal Shearit Yisroel 1,366.00 Ohel 550.00 Young Israel of Midwood Tzedakah Fund 500 00 Bais Ulpano Drabeinu Yochanan 50 00 Cong Bnei Shlomo Zalman 3,500.00 Beth Jacob Hebrew Teachers Col 3,500 00 Zichron Shmuel Avraham 36.00 Tzedaka Vochesed 36 00 Gomlei Chasodim 36 00 Tzedaka Vochesed 36.00

Page 1 2:52 PM GROSSMAN FAMILY FOUNDATION 02/28/06 Transaction Detail by Account Cash Basis December 2004 through November 2005

Name Paid Amount Ohr Lyakov 36 00 Cong Ner Lavrohom 36 00 Tzedaka Vochesed 25.00 Khal Chasidim 36.00 Rav Chesed 36.00 Rav Chesed 36.00 Kerem Shlomo 36 00 Keser Torah 36 00 Cong Zichron Yecheskel 36.00 Mercaz Hatorah of Belle Harbor 36 00 Agudath Israel 36 00 Tzedaka Vochesed 36.00 Cong Ahavas Sholem 100 00 Yeshiva Bnei Shimon 180.00 Yeshiva Imrei Chaim Viznitz 100.00 Yeshiva Divrei Chaim of Jerusalem 36.00 Cong Ateres Moshe 50.00 Cong Dvar Moshe 500.00 Kolel Avreichim of UTA 100 00 UTA 100.00 Mesivta Bais Yochonon Shraga 25.00 Keren Hatora 50.00 BYA 3,000.00 Cong Tiferes Shalom 180.00 Yeshiva Chomos Yershalayim 50 00 UTA 500 00 Gemach Lehachnosas Kalah Pepi Licht 54 00 Talmudical Yeshiva of Phila 5,000.00 Toldos Avrohom Yitzchok 50.00 Khal Chasidei Yerushlaim 25.00 Cong Shomrei Emunim 25 00 Tzedaka Vochesed 25 00 Chasan Sofer Chesed Fund 36.00 Cong Sar Shalom 36.00 Bais Chana 25.00 Nshei Novominsk 100 00 Tzedaka Vochesed 36 00 Bunim Meiras 36.00 Zichron Shlomo 36 00 Tzedaka Vochesed 72.00 Beth Jacob of Boro Park 100.00 Gomlei Chasodim 36.00 Yeshiva Beth Avrohom 1,000.00 Cong Panim Meiroth 180 00 Yeshiva Vyalepol 2,500.00 Mosdos Kesser Torah Of Radomsk 1,000 00 Yeshiva Chasan Sofer 5,000.00 Ohel 200.00 N Shei Ahavas Chesed 50.00 Cong Sheves Achim 100 00 Cong Ateres Tzvi 100.00 Cong Nachlas Yitzchok 500 00 Minchas Chinuch 36.00 Hatzolah Gush Don 50.26 Ichud Hayeshivos 50 00 Lev Zahav 36.00 Zichron Shlomo Refuah Fund 100 00 Agudah Women of America 50 00 Tiferes Achaim 36 00 Yeshiva Torah Temimah 2,500.00 Mesivta Tiferes Rav Zvi Aryeh Zemel 2,500.00 Mosdos Spinka 250.00 Cong Beth Menachem 180 00 Keren Hatora 36 00 Cong Sar Shalom 36.00 Yeshiva Vyalepol 1,000.00 Lman Bnos Yisroel Intl 1,00000 Shlach Lachmecha Foundation 100.00

Page 2 2:52 PM GROSSMAN FAMILY FOUNDATION 02/2 8/06 Transaction Detail by Account Cash Basis December 2004 through November 2005

Name Paid Amount Yeshiva Mamar Mordechai 50.00 Cong Zichron Moshe 50 00 Cong Sar Shalom 36.00 Bais Chana 50.00 Tzedaka Vochesed 36 00 Cong Sheant Hapleita 36.00 Emunas Yisroel 36 00 Agudath Israel 100.00 Mosdos Kesser Torah Of Radomsk 1,000 00 Tzedaka Vochesed 50.00 Bais Pinchus 36.00 Kupas Ezra Keren Ezriel Yechiel 50 00 Cong Bais Yehuda Lieb 25.00 Girls Town 25 00 Yeshiva Keser Torah 36 00 Yeshiva Harbotzas Torah 180 00 TAB 500.00 Cong Beer Yitzchok 50.00 Mitzhalois Chasanim 36 00 Cong Toras Chaim 36.00 Ezer BZmano 36 00 American Friends of Gateshead Yeshiva 360.00 Cong Bais Avos 180.00 Keren Nesivos Moshe 180 00 Yeshiva Torah Temimah 2,500.00 Beth Jacob of Boro Park 500.00 Pikuach Nefesh Fund 180.00 Cong Tiferes Shulem 360.00 Cong Ohr Chaim 250 00 Cong Toldos Yitzchok 250.00 Cong Shearit Yisroel 360 00 Cong Shomrei Shabbos 180 00 Mercaz Hatorah Vehachinuch 500.00 Mesifta Beth Shraga 18 00 Friends of Torah Institutions 36.00 Yeshiva of Staten Island 36 00 Keren Hayeled 36 00 Diskin Orphan Of Israel 25.00 Cong Chasdei Yakov 50.00 Yeshiva Imrei Yosef 75,000 00 Yeshiva Chasan Sofer 6,360 00 Talmudical Yeshiva of Phila 5,000.00 Tzedaka Vochesed 36.00 Chaim Vochesed 36.00 Kollel Ahavas Yerushalim 36.00 Amer Friends of Yeshiva TT Kiryat Malachi 36.00 Childrens Village 25 00 Tomche Shabbos 1,000.00 JHRC 210 00 Cong Shearit Yisroel 500.00 Cong Emunat Yisroel 50.00 Bnai Yakov 36 00 Cong Sheves Achim 50.00 Cong Dvar Moshe 700 00 Tomchei Shabbos 5,000.00 Cong Shomrei Shabbos 1,000 00 Cong Chakal Yitzchok 1,000.00 Cong Sheant Yisroel 350.00 Bialer Yeshiva 100.00 Cong Beth Chana 50 00 Bais Yosef 50 00 Hachnosas Orchim Rashbi Meron 50.00 Tzedaka Vochesed 50.00 Zichron Shmuel Zalmen 72 00 Cong Ateres Moshe 50 00 Bais Medrash Ateres Yisroel 18.00 Cong Marah Yechaskel 1,000 00 Ladies Aux of Yeshiva Imrei Yosef Spinka 250 00

Page 3 2:52 PM GROSSMAN FAMILY FOUNDATION 02/28/06 Transaction Detail by Account Cash Basis December 2004 through November 2005

Name Paid Amount Yeshiva Chasan Sofer 360.00 Kollel Emes VEmunah 36 00 Bonei Olam 1,000.00 Yeshiva Rav Isacsohn 25 00 Shor Yoshuv Institute 25.00 Yeshiva Beth Yisroel 100.00 Mesivta Tifereth Jerusalem 50 00 Beth Medrash Govoha 36.00 Yad L'Achim 50 00 Oorah 50 00 Mosdos Koson 100.00 Torah Communications Network 96 00 UTA 180 00 Cong Noam Elimelech 1,800.00 Agudath Israel 36.00 Flatbush Satmar Bikur Cholim 100 00 Help Hospitalized Veterans 25.00 Atzai Chaim 72.00 Cong Ohr Chaim 1,000.00 Tzedaka Vochesed 250 00 Pisgat Yehuda PEF 50 00 Ladies League Yesh Chasan Sofe 50.00 Bikur Cholim Bnos Chayil 36.00 Lev Rifki L'kala 50.00 Yeshiva Metsuyanim London 500 00 Yeshivas Novominsk 1,000.00 Vaad Chesed 50.00 Chesed Shel Emes 500.00 Cong lkve Yosef 50 00 Hatzolah 500.00 Noam Hatorah 36.00 Tzedaka Vochesed 50 00 Cong Ateres Tzvi 100 00 Sara Kornreich Camp Fund 36.00 Tomer Dvora School 50 00 Meor Hatorah 100.00 Yeshiva Harbotzas Torah 180 00 Yeshiva Orchas Chaim 36 00 Yeshiva Chasan Sofer 50.00 Kollel Yakov Yosef 10,000.00 Cong Bais Hatifila 50 00 Zichron Shlomo 36 00 Tzedaka Vochesed 36 00 Kedishas Simchas 50 00 UTA 36.00 Cong Sheant Yisroel 550 00 Khal Minchas Eluzar 36.00 Khal Minchas Eluzar 36 00 Mosdos Shopron 36.00 Yad Lshabbos 70.00 Cong Bais Yosef 36.00 Yeshiva of Mountaindale 500 00 Cong Tefilat Yeshuron 400 00 Ohel 500 00 Woodridge Kollel 2,000.00 Cong Machzikei Torah 1,800 00 Chaff Life-line 180 00 Maccabi USA / SFF 25 00 Beth Jacob of Boro Park 1,200.00 Gemach Ezras Yisroel 360.00 Cong Stratna 50.00 Leukemia Society 15.00 Bais Aharon 100 00 Beth Chana 36 00 Tzedaka Vochesed 50.00 Torah V'emunah 36.00 Daas Maysharim 36.00 Cong Sar Shalom 36 00

Page 4 2:52 PM GROSSMAN FAMILY FOUNDATION 02/28/06 Transaction Detail by Account Cash Basis December 2004 through November 2005

Name Paid Amount Tzedaka Vochesed 36.00 Mifal Chesed 36.00 Cong Sar Shalom 25.00 Ohr Yocheved 25 00 Rav Chesed 36.00 Tzedaka Vochesed 36 00 Ohr Yehushua 36 00 Muscular Dystrophy Assoc. 25 00 Levush Malchus 360.00 Chasdei Chana 36 00 Yeshiva Toras Chaim 7,500.00 Beth Jacob of Boro Park 1,800 00 Cong Tiferes Shalom 250 00 Tzedaka Vochesed 25.00 Cong Bais Dowd 25.00 Cong Tzemach Tzadik 50.00 Beth Ulpana 50 00 Likras Shabbos 50.00 Cong Sar Shalom 36.00 Minchas Tzedek 36.00 Cong Zichron Yochenan 50.00 Rabbi Jacob Joseph School 6,000.00 Yeshivas Novominsk 3,000 00 Zichron Yitzchok 25 00 Merkaz L'Shiurei Torah 50 00 Agudath Israel 36 00 Cong Shearith Yisroel 1,000 00 Tzedaka Vochesed 36 00 Cong Dvar Moshe 3,600 00 Cong Toras Chaim 1,000.00 Cong Toldos Yitzchok 180.00 Agudah Women of America 36 00 Cong Toldos Yitzchok 180 00 Keren Hatora 36.00 Tzedaka Vochesed 50 00 UTA 36.00 Chicago Community Kollel 25 00 UTA 100 00 Shor Yoshuv Institute 25 00 Neve Yerusalem 36.00 Bikur Cholim Bnos Chayil 50 00 Chai Life-line 100 00 Torah Schools for Israel 25.00 Mirrer Yeshiva Central Institute 50.00 Telshe Yeshiva 50 00 Sinai Academy 50 00 Ptach 50.00 Kupas Ezra 36 00 Keren Aniyim 25.00 Mesivta Tifereth Jerusalem 50 00 Kollel Shomrei Hachomos RMBH 50.00 Mesivta of Long Beach 25 00 Beth Hatalmud Inc 36 00 Keren Yesomim 36 00 Ozer Dalim 36.00 Yeshiva Torah Vodaath 50 00 The Aleh Foundation 50 00 Diskin Orphan Of Israel 36 00 The Israel Youth Villas 36.00 Rabinical Seminary Of America 36.00 Great Charity of Jerusalem 36 00 Bikur Cholim Hospital 36 00 Cong Chakal Yitzchok 3,100 00 Oorah 25 00 Mosdos Chasidei Square 100 00 Arachim 25 00 Americah Friends of The Hebron Yeshiva 36 00 Keren Hayeled 36.00

Page 5 2:52 PM GROSSMAN FAMILY FOUNDATION 02/28/06 Transaction Detail by Account Cash Basis December 2004 through November 2005

Name Paid Amount The Jerusalem Open House 25 00 Tikva Layeled 36.00 The House of Sages 36 00 Lekovod Shabbos 36.00 Childrens Village 36 00 Noam Shabbos 36 00 UTA Monroe 100 00 General Israel Orphanage 36.00 Tzedaka Vochesed 36 00 Bonei Olam 1,000 00 Tzedaka Vochesed 36.00 Cong Tiferes Shalom 360.00 Kollel Tiferes Yaakov Yosef 1,800.00 Ladies Bikur Cholim D'Satmar 50.00 Lman Bnos Yisroel Intl 1,000.00 Bikur Cholim Bnos Chayil 50 00 Sheves Achim 50.00 Tzedaka Vochesed 25 00 Tomche Shabbos 100 00 Kollel America 100 00 Bais Chana 36.00 Cong Ahavas Sholem 1,000.00 Mosdos Boteshan 50 00 Yeshiva Chasan Sofer 500.00 Cong Toldos Yitzchok 180 00 Cong Beer Mayim Chaim 50 00 UTA 36 00 Young Israel of Staten Island 236.00 Cong Toldos Yitzchok 100.00 Cong Bais Yosef 36 00 Tzedaka Vochesed 36 00 Bais Chana 36 00 Mayan Hatora 100 00 Cong Toldos Aharon 36 00 Cong Mitzalois Chasanim 50 00 Cong Chasdei Shalom 50.00 Cong Toldos Yitzchok 360.00 Zichron Shlomo 36 00 Bais Chana 36 00 Notzer Chesed 50 00 Cong Toldos Yitzchok 36.00 Tzedaka Vochesed 50 00 Mesivta Machias Yakov 100 00 Mosdos Koson 50 00 Mesivta of Manhattan Beach 18.00 Mesivta Tiferet Jerusalem 50 00 Yeshiva Chasdei Torah 25 00 Talmudical Academy 18.00 Yeshiva Ohr Eliezer 25.00 Chasdei Yakov 36 00 Eruv Society of Boro Park 36.00 Bonei Olam 500 00 Ladies League Yesh Chasan Sofe 100.00 Cong Tehilas Moshe 1,000.00 Cong Emunat Yisroel 100 00 Bikur Cholim of Flatbush 50 00 Satmar Bikur Cholim 100.00 Beth Jacob of Boro Park 120.00 Cong Sar Shalom 36 00 Cong Tzemach Tzadik 36 00 Tzedaka Vochesed 36.00 Aishel Avrohom Eliezer 36.00 Cong Sheant Hapleita 36 00 Cong Oholei Yakov 36.00 Cong Emes LYakov 36 00 Tzedaka Vochesed 36 00 Cong Toldos Yitzchok 36.00 Zichron Eliezer 36.00

Page 6 2:52 PM GROSSMAN FAMILY FOUNDATION 02/28/06 Transaction Detail by Account Cash Basis December 2004 through November 2005

Name Paid Amount Tzedaka Vochesed 36 00 Zichron Shmiel Zanvil 50.00 Friends of Habain Yaskill 36.00 Yeshiva Karlin Stolin 36.00 Total Grants and Allo 229,148 26

TOTAL 229,148.26

Page 7