Form990
Click to see attachment
Department of the Treasury
Internal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations)
MediumBullet Do not enter Social Security numbers on this form as it may be made public. By law, the IRS
generally cannot redact the information on the form.
MediumBullet Information about Form 990 and its instructions is at www.IRS.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
A For the 2013 calendar year, or tax year beginning 01-01-2013 , 2013, and ending 12-31-2013
BCheck if applicable:
CName of organization
ARTSPACE PROJECTS INC
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
250 3RD AVENUE NORTH NO 400
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
MINNEAPOLIS, MN55401
D Employer identification number

41-1350071
E Telephone number

G Gross receipts $ 16,720,855
F Name and address of principal officer:
L KELLEY LINDQUIST
250 3RD AVENUE NORTH NO 400
MINNEAPOLIS,MN55401
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
WWW.ARTSPACE.ORG
H(a)
Is this a group return for
subordinates?
H(b)
Are all subordinates
included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet  
K Form of organization:
 
L Year of formation: 1978
M State of legal domicile: MN
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: TO CREATE, FOSTER, AND PRESERVE AFFORDABLE SPACE FOR ARTISTS AND ARTS ORGANIZATIONS.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 39
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 39
5 Total number of individuals employed in calendar year 2013 (Part V, line 2a) ...... 5 41
6 Total number of volunteers (estimate if necessary) ............. 6 40
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 0
b Net unrelated business taxable income from Form 990-T, line 34 ......... 7b 0
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 7,440,937 5,471,573
9 Program service revenue (Part VIII, line 2g) ......... 11,966,981 10,598,272
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 618,688 651,010
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 0 0
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 20,026,606 16,720,855
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 0 0
14 Benefits paid to or for members (Part IX, column (A), line 4)..... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 3,906,470 4,322,935
16a Professional fundraising fees (Part IX, column (A), line 11e)..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet708,188    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 15,144,992 11,565,661
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 19,051,462 15,888,596
19 Revenue less expenses. Subtract line 18 from line 12....... 975,144 832,259
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 47,444,330 47,994,424
21 Total liabilities (Part X, line 26)............. 20,864,627 20,582,462
22 Net assets or fund balances. Subtract line 21 from line 20..... 26,579,703 27,411,962
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
Preparer's signature
Date
PTIN
Firm's name MediumBullet

Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ............
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2013)
Form 990 (2013)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response or note to any line in this Part III ..............
1
Briefly describe the organization’s mission: ARTSPACE'S MISSION IS TO CREATE, FOSTER, AND PRESERVE AFFORDABLE SPACE FOR ARTISTS AND ARTS ORGANIZATION.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ......................
If "Yes," describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ............................
If "Yes," describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 2,084,282 including grants of $   ) (Revenue $ 2,072,648 )
REAL ESTATE PROJECTS - PROVIDES PROPERTIES THAT ARE SENSITIVE TO THE UNIQUE NEEDS AND ENVIRONMENT NECESSARY FOR ARTISTS, ARTS ORGANIZATIONS, AND ARTS VENUES, THROUGH WHOLLY, OR PARTIALLY, OWNED COMMERCIAL AND/OR RESIDENTIAL SUBSIDIARIES. THESE REAL ESTATE PROJECTS PROVIDE SPACE FOR ARTISTS TO WORK ON THEIR PARTICULAR MEANS OF ARTISTIC EXPRESSION. AS AN EXAMPLE, A PAINTER OR DANCER NEEDS SPACE TO PRODUCE A HUGE PAINTING, OR TO PRACTICE THEIR DANCE STEPS.
4b (Code:   ) (Expenses $ 9,536,473 including grants of $   ) (Revenue $ 6,229,675 )
DEVELOPMENT - DEVELOPS ARTISTS' LIVE/WORK SPACE AND CULTURAL FACILITIES WITH BOTH PUBLIC AGENCIES AND PRIVATE GROUPS BY INVOLVEMENT IN REAL ESTATE PROJECTS AS PROJECT COORDINATOR, DEVELOPER, CO-DEVELOPER, AND GENERAL CONTRACTOR, INFORMS AND EDUCATES THE GENERAL PUBLIC AND KEY DECISION MAKERS ABOUT PROJECTS AND ISSUES RELATED TO ARTISTS, SPACE AND ART FACILITIES.
4c (Code:   ) (Expenses $ 1,007,899 including grants of $   ) (Revenue $ 926,656 )
CONSULTING AND STRATEGIC PARTNERSHIPS - CONSULTING SERVICES TO ARTS ORGANIZATIONS AND INDIVIDUAL ARTISTS AROUND THE COUNTRY, SUPPORT ON REAL ESTATE DEVELOPMENT PROJECTS, COMMUNITY BUILDING, DIVERSITY IN ARTS, AND NEIGHBORHOOD DEVELOPMENT AND THE ARTS.
(Code:   ) (Expenses $ 1,608,392 including grants of $   ) (Revenue $ 1,369,293 )
ASSET & PROPERTY MANAGEMENT - ASSET MANAGEMENT OVERSEES AND COLLABORATES WITH ARTISTS COOPERATIVES, ARTS TENANTS, PARTNERS, FUNDERS AND MANAGEMENT COMPANIES OF THE ORGANIZATION'S LIMITED PARTNERSHIP HOLDINGS, TO ESTABLISH AND MAINTAIN LONG-TERM FINANCIALLY AND PHYSICALLY STABLE ASSETS. PROPERTY MANAGEMENT PROVIDES SERVICES FOR VARIOUS PROJECTS, AND IS RESPONSIBLE FOR OVERSEEING AND COORDINATING THE DAILY STATUS OF THE PROJECT INCLUDING FINANCIAL, PHYSICAL AND TENANT COMMUNICATIONS, AND REPORTING ON THE ONGOING STATUS OF THE PROJECTS AND WITH REGARD TO ISSUES REQUIRING OWNER INPUT AND DECISIONS.
4d Other program services (Describe in Schedule O.)
(Expenses $ 1,608,392 including grants of $   ) (Revenue $ 1,369,293 )
4e Total program service expensesMediumBullet14,237,046
Form 990 (2013)
Form 990 (2013)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule AClick to see attachment........................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? Click to see attachment...
2
Yes
 
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part IClick to see attachment..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part IIClick to see attachment........
4
Yes
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C,
Part IIIClick to see attachment............................
5
 
No
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part IClick to see attachment........................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IVClick to see attachment..............
9
 
No
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes," complete Schedule D, Part VClick to see attachment......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If "Yes," complete Schedule D, Part VI.Click to see attachment...................
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIClick to see attachment.......
11b
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIIClick to see attachment.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IXClick to see attachment............
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part XClick to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part XClick to see attachment.........................
11f
Yes
 
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If "Yes," complete Schedule D, Parts XI and XII Click to see attachment.................
12a
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E....
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?.....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV...
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I (see instructions)....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....
20a
 
No
b
If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2013)
Form 990 (2013)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
Did the organization report more than $5,000 of grants or other assistance to any domestic organization or government on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II...
21
 
No
22
Did the organization report more than $5,000 of grants or other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........
22
 
No
23
Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J....................... Click to see attachment
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a................
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
 
d
Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I........
25a
 
No
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I...................
25b
 
No
26
Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If so, complete Schedule L, Part II....................
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III.........
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV ..........................
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If "Yes,"
complete Schedule L, Part IV.....................
28b
 
No
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV...
28c
 
No
29
Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..Click to see attachment
29
Yes
 
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M............. Click to see attachment
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II......................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I........ Click to see attachment
33
Yes
 
34
Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1........................ Click to see attachment
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
Yes
 
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2... Click to see attachment
35b
Yes
 
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2............. Click to see attachment
36
 
No
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2013)
Form 990 (2013)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response or note to any line in this Part V ..............
Yes
No
1a
Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..
1a
28
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
41
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)
2b
Yes
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
 
No
b
If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...
3b
 
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)?..........................
4a
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions?...
6a
 
No
b
If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If "Yes," did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If "Yes," indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?............................
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?............................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?............
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?..........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?.......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If "Yes," enter the amount of tax-exempt interest received or accrued during the year. ....................
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..
14b
 
 
Form 990 (2013)
Form 990 (2013)
Page 6
Part VI
Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response or note to any line in this Part VI ..............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year .....................
1a
39
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent ...................
1b
39
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
 
No
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
 
No
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
 
No
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
 
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If "No," go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done.......................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
Yes
 
b
If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
Yes
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
CA , MN , NY , PA , WA
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how) the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization:
MediumBulletMARK CONRAD250 3RD AVENUE NORTH SUITE 400MINNEAPOLISMN55401 (612) 669-0212
Form 990 (2013)
Form 990 (2013)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response or note to any line in this Part VII ..............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

RoundBullet List all of the organization’s current key employees, if any. See instructions for definition of "key employee."
RoundBullet List the organization’s five current highest compensated employees (other than an officer, director, trustee or key employee)
who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the
organization and any related organizations.

RoundBullet List all of the organization’s former officers, key employees, or highest compensated employees who received more than $100,000
of reportable compensation from the organization and any related organizations.

RoundBullet List all of the organization’s former directors or trustees that received, in the capacity as a former director or trustee of the
organization, more than $10,000 of reportable compensation from the organization and any related organizations.

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(1) JOHN G SKOGMO........................................................................
CHAIR
 1.00
.......................1.00 		X   X       0 0 0
(2) REBECCA DRISCOLL........................................................................
PAST CHAIR
 1.00
.......................1.00 		X   X       0 0 0
(3) LESLIE BLACK SULLIVAN........................................................................
VICE CHAIR
 1.00
.......................1.00 		X   X       0 0 0
(4) MARGARET PEGGY LUCAS........................................................................
SECRETARY
 1.00
.......................1.00 		X   X       0 0 0
(5) TERRANCE R DOLAN........................................................................
TREASURER
 1.00
.......................1.00 		X   X       0 0 0
(6) JAMES C ADAMS........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(7) MARK W ADDICKS........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(8) PETER BEARD........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(9) BRUCE HUDSON-BOGAARD........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(10) RANDALL BOURSHEIDT........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(11) BLYTHE BRENDEN........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(12) OGDEN CONFER........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(13) DIANE DALTO........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(14) MATTHEW E DAMON........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(15) WENDY DAYTON........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(16) LOUIS LOU DEMARS........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(17) MARIE FEELY........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
Form 990 (2013)
Form 990 (2013)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(18) ROY GABAY........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(19) KATHERINE HAYES........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(20) BONNIE HELLER........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(21) BURTON KASSELL........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(22) SUZANNE KOEPPLINGER........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(23) PETER A LEFFERTS........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(24) RANDY LOOMIS........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(25) MARK MANBECK........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(26) RICHARD MARTIN........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(27) BETTY MASSEY........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(28) DAN MEHLS........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(29) HERMAN J MILLIGAN JR PHD........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(30) CYNTHIA J NEWSOM........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(31) ROGER OPP........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(32) GLORIA PEREZ........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(33) BARBARA PORTWOOD........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(34) ELIZABETH REDLEAF........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(35) JOEL RONNING........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(36) ANNAMARIE SAARINEN........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(37) GLORIA SEWELL........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(38) SUSAN KENNY STEVENS PHD........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(39) CREE ZISCHKE........................................................................
BOARD MEMBER
 1.00
.......................1.00 		X           0 0 0
(40) L KELLEY LINDQUIST........................................................................
PRESIDENT
 30.00
.......................10.00 		    X       197,274 0 21,759
(41) MARK CONRAD........................................................................
CHIEF FINANCIAL OFFICER
 30.00
.......................10.00 		    X       118,138 0 15,217
(42) WILLIAM LAW........................................................................
CHIEF OPERATING OFFICER
 40.00
.......................1.00 		        X   158,500 0 16,155
(43) GREG HANDBERG........................................................................
SR. VP - PROPERTIES
 40.00
.......................1.00 		        X   153,985 0 15,755
(44) WENDY HOLMES........................................................................
SR. VP - STRATEGIC PARTNERSHIPS
 40.00
.......................1.00 		        X   156,768 0 16,328
(45) COLIN HAMILTON........................................................................
SR. VP - NATIONAL ADVANCEMENT
 40.00
.......................1.00 		        X   155,601 0 7,780
(46) WILLIAM MAGUE........................................................................
VP - PORTFOLIO
 40.00
.......................1.00 		        X   131,021 0 6,551
1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 1,071,287 0 99,545
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet7
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
THE ABO GROUP12600 WEST COLFAX STREET C-200LAKEWOODCO80215 ARCHITECTUAL 226,007
WINTHROP & WINSTINE225 6TH STREET SOUTH SUITE 3500MINNEAPOLISMN55402 LEGAL 184,566
BILLES PARTNERS LLC1055 SAINT CHARLES AVENUENEW ORLEANSLA70130 ARCHITECTUAL 127,542
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet3
Form 990 (2013)
Form 990 (2013)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response or note to any line in this Part VIII .............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512-514
Contributions, Gifts, GrantAmt and OtherAmt Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d  
e Government grants (contributions)1e 2,148,252
f All other contributions, gifts, grants, and
similar amounts not included above1f 		3,323,321
g Noncash contributions included in lines
1a-1f:$ 		260,000
h Total. Add lines 1a-1f.......MediumBullet 5,471,573
Program Service RevenueAmt Business Code
2a DEVELOPER FEES 531390 5,334,303 5,334,303    
b RENTAL REVENUE 531190 2,835,674 2,835,674    
c CONSULTING SERVICES 531390 902,354 902,354    
d PROJECT FEES 531390 676,268 676,268    
e PROPERTY MANAGEMENT FEES 531390 527,104 527,104    
f All other program service revenue . 322,569 322,569    
g Total. Add lines 2a–2f........MediumBullet 10,598,272
OtherAmt RevenueAmt 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 651,010     651,010
4 Income from investment of tax-exempt bond proceeds..MediumBullet        
5 Royalties...........MediumBullet        
(i) Real (ii) Personal
6a Gross rents    
b Less: rental expenses    
c Rental income or (loss)    
d Net rental income or (loss).......MediumBullet        
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory    
b Less: cost or other basis and sales expenses    
c Gain or (loss)    
d Net gain or (loss)..........MediumBullet        
8a Gross income from fundraising events (not including
$  
of contributions reported on line 1c). See Part IV, line 18 ..
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet      
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities...MediumBullet        
10a Gross sales of inventory, less
returns and allowances .
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet        
Miscellaneous Revenue Business Code
11a            
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ...... MediumBullet  
12 Total revenue. See Instructions......MediumBullet 16,720,855 10,598,272 0 651,010
Form 990 (2013)
Form 990 (2013)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX ...............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to governments and organizations in the United States. See Part IV, line 21    
2 Grants and other assistance to individuals in the United States. See Part IV, line 22    
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16    
4 Benefits paid to or for members    
5 Compensation of current officers, directors, trustees, and key employees .... 331,415 129,252 152,451 49,712
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....        
7 Other salaries and wages 3,197,698 2,583,518 412,056 202,124
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 133,223 114,323 11,868 7,032
9 Other employee benefits ....... 413,204 333,841 53,245 26,118
10 Payroll taxes ........... 247,395 199,878 31,879 15,638
11 Fees for services (non-employees):        
a Management ...... 80,568 80,568    
b Legal ......... 101,934 80,850 13,433 7,651
c Accounting ........... 27,221   19,721 7,500
d Lobbying ........... 85,836 85,836    
e Professional fundraising services. See Part IV, line 17    
f Investment management fees ......        
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........ 2,194,573 1,972,846 38,695 183,032
12 Advertising and promotion .... 109,284 64,628 1,585 43,071
13 Office expenses ....... 389,000 292,702 61,353 34,945
14 Information technology ......        
15 Royalties ..        
16 Occupancy ........... 633,960 592,992 25,215 15,753
17 Travel ............ 864,732 756,767 30,940 77,025
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ......        
19 Conferences, conventions, and meetings ....        
20 Interest ........... 462,679 412,795 31,782 18,102
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization ..... 417,457 417,457    
23 Insurance .............. 148,708 119,815 18,408 10,485
24 Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a BAD DEBT 4,992,331 4,992,331    
b MASTER LEASES 800,971 800,971    
c PERMITS & FEES 256,407 205,676 40,731 10,000
d
e All other expenses        
25 Total functional expenses. Add lines 1 through 24e 15,888,596 14,237,046 943,362 708,188
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2013)
Form 990 (2013)
Page 11
Part X Balance Sheet Check if Schedule O contains a response or note to any line in this Part X ..............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash–non-interest-bearing .............   1  
2 Savings and temporary cash investments ......... 2,031,850 2 4,732,883
3 Pledges and grants receivable, net ........... 4,744,053 3 591,755
4 Accounts receivable, net ............. 19,572,576 4 25,446,576
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..................
  5  
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
  6  
7 Notes and loans receivable, net .............   7  
8 Inventories for sale or use ..............   8  
9 Prepaid expenses and deferred charges .......... 124,998 9 142,164
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 21,722,465
b Less: accumulated depreciation ..... 10b 6,632,634 14,812,165 10c 15,089,831
11 Investments—publicly traded securities ..........   11  
12 Investments—other securities. See Part IV, line 11 ..... 3,842,758 12 433,629
13 Investments—program-related. See Part IV, line 11 ..... 2,275,000 13 1,525,000
14 Intangible assets ...............   14  
15 Other assets. See Part IV, line 11 ........... 40,930 15 32,586
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 47,444,330 16 47,994,424
Liabilities 17 Accounts payable and accrued expenses ......... 2,578,923 17 1,894,674
18 Grants payable .................   18  
19 Deferred revenue ................ 3,718,064 19 3,634,527
20 Tax-exempt bond liabilities .............   20  
21 Escrow or custodial account liability. Complete Part IV of Schedule D..   21  
22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L..........   22  
23 Secured mortgages and notes payable to unrelated third parties .. 14,076,487 23 14,946,694
24 Unsecured notes and loans payable to unrelated third parties ....   24  
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.................... 491,153 25 106,567
26 Total liabilities. Add lines 17 through 25......... 20,864,627 26 20,582,462
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets .............. 21,835,650 27 23,039,068
28 Temporarily restricted net assets ........... 4,744,053 28 4,372,894
29 Permanently restricted net assets ...........   29  
Organizations that do not follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds ........   30  
31 Paid-in or capital surplus, or land, building or equipment fund .....   31  
32 Retained earnings, endowment, accumulated income, or other funds   32  
33 Total net assets or fund balances ........... 26,579,703 33 27,411,962
34 Total liabilities and net assets/fund balances ........ 47,444,330 34 47,994,424
Form 990 (2013)
Form 990 (2013)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response or note to any line in this Part XI ..............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
16,720,855
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
15,888,596
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
832,259
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
26,579,703
5
Net unrealized gains (losses) on investments ...............
5
 
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
 
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
0
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
27,411,962
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response or note to any line in this Part XII .............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
 
No
b
If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits.
3b
 
 
Form 990 (2013)
Form 990, Special Condition Description:
Special Condition Description
Additional Data


Software ID:  
Software Version:  
SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow Attach to Form 990 or Form 990-EZ. right arrow See separate instructions.
right arrow Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Part I
Reason for Public Charity Status (All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
f
g
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization? ................
11g(i)
 
 
(ii) A family member of a person described in (i) above? ......................
11g(ii)
 
 
(iii) A 35% controlled entity of a person described in (i) or (ii) above? ................
11g(iii)
 
 
h
Provide the following information about the supported organization(s).
(i) Name of supported organization (ii) EIN (iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions)) (iv) Is the organization in col. (i) listed in your governing document? (v) Did you notify the organization in col. (i) of your support? (vi) Is the organization in col. (i) organized in the U.S.? (vii) Amount of monetary support
Yes No Yes No Yes No
Total  

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .... 23,500,618 3,208,715 8,989,858 7,440,937 5,471,573 48,611,701
2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......            
3 The value of services or facilities furnished by a governmental unit to the organization without charge..            
4 Total. Add lines 1 through 3 23,500,618 3,208,715 8,989,858 7,440,937 5,471,573 48,611,701
5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f).. 12,281,574
6 Public support. Subtract line 5 from line 4. 36,330,127
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
7 Amounts from line 4.. 23,500,618 3,208,715 8,989,858 7,440,937 5,471,573 48,611,701
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... 548,656 536,288 622,899 618,688 651,009 2,977,540
9 Net income from unrelated business activities, whether or not the business is regularly carried on.. 31,503 7,614 10,051     49,168
10 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..            
11 Total support (Add lines 7 through 10). 51,638,409
12
12
30,431,806
13
First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization, check this box and stop here.................................................right arrow
Section C. Computation of Public Support Percentage
14
14
70.350 %
15
15
74.360 %
16a
b
17a
b
18
Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .            
2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......            
3 Gross receipts from activities that are not an unrelated trade or business under section 513..            
4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...            
5 The value of services or facilities furnished by a governmental unit to the organization without charge..            
6 Total. Add lines 1 through 5.            
7a Amounts included on lines 1, 2, and 3 received from disqualified persons...            
b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.            
c Add lines 7a and 7b..            
8 Public support (Subtract line 7c from line 6.)  
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
9 Amounts from line 6...            
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b.            
11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) ..            
13 Total support. (Add lines 9, 10c, 11, and 12.)..            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
 
Explanation
 
 
 
 
Schedule A (Form 990 or 990-EZ) 2013

Additional Data


Software ID:  
Software Version:  
Schedule B
(Form 990, 990-EZ,
or 990-PF)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors
Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
Arrow Bullet Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ





Form 990-PF




Check if your organization is covered by the General Rule or a Special Rule.  
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
General Rule
Special Rules
......................... Arrow Bullet $  
Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).
For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.
Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)
Page 2
Name of organization
ARTSPACE PROJECTS INC
  		Employer identification number

41-1350071
Part I
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
RESTRICTED
RESTRICTED
 

   
RESTRICTED
RESTRICTED
RESTRICTED, RESTRICTEDRESTRICTED

$RESTRICTED


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

   
 
 

$  


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

   
 
 

$  


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

   
 
 

$  


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

   
 
 

$  


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

   
 
 

$  


(Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)
Page 3
Name of organization
ARTSPACE PROJECTS INC
  		Employer identification number

41-1350071
Part II
Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No.
from
Part I		 (b)
Description of noncash property given		 (c)
FMV (or estimate)
(see instructions) 		(d)
Date received
 
$    
(a) No.
from
Part I		 (b)
Description of noncash property given		 (c)
FMV (or estimate)
(see instructions) 		(d)
Date received
 
$    
(a) No.
from
Part I		 (b)
Description of noncash property given		 (c)
FMV (or estimate)
(see instructions) 		(d)
Date received
 
$    
(a) No.
from
Part I		 (b)
Description of noncash property given		 (c)
FMV (or estimate)
(see instructions) 		(d)
Date received
 
$    
(a) No.
from
Part I		 (b)
Description of noncash property given		 (c)
FMV (or estimate)
(see instructions) 		(d)
Date received
 
$    
(a) No.
from
Part I		 (b)
Description of noncash property given		 (c)
FMV (or estimate)
(see instructions) 		(d)
Date received
 
$    
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)
Page 4
Name of organization
ARTSPACE PROJECTS INC
  		Employer identification number

41-1350071
Part III
Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
that total more than $1,000 for the year. Complete columns (a) through (e) and the following line entry.
For organizations completing Part III, enter the total of exclusively religious, charitable, etc.,
contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
Use duplicate copies of Part III if additional space is needed.
(a) No.
from
Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a) No.
from
Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a) No.
from
Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a) No.
from
Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Additional Data


Software ID:  
Software Version:  
SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet Complete if the organization is described below.SchCMd Bullet Attach to Form 990 or Form 990-EZ.
SchCMd Bullet See separate instructions.SchCMd Bullet Information about Schedule C (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
If the organization answered "Yes" to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, Part V, line 35c (Proxy Tax), then
Round Bullet Section 501(c)(4), (5), or (6) organizations: Complete Part III.
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Part I-A
Complete if the organization is exempt under section 501(c) or is a section 527 organization.

1
Provide a description of the organization’s direct and indirect political campaign activities in Part IV.
2
Political expenditures ....................................SchCMd Bullet
$  
3
Volunteer hours ........................................
 

Part I-B
Complete if the organization is exempt under section 501(c)(3).
1
Enter the amount of any excise tax incurred by the organization under section 4955 .........SchCMd Bullet
$  
2
Enter the amount of any excise tax incurred by organization managers under section 4955 ......SchCMd Bullet
$  
3
If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............
4a
Was a correction made? .........................................
b
If "Yes," describe in Part IV.
Part I-C
Complete if the organization is exempt under section 501(c), except section 501(c)(3).
1
Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet
$  
2
Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt function activities ...................................SchCMd Bullet

$  
3
Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b..SchCMd Bullet

$  
4
Did the filing organization file Form 1120-POL for this year? ..........................
5
Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.
(a) Name (b) Address (c) EIN (d) Amount paid from filing organization's funds. If none, enter -0-. (e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.










For Paperwork Reduction Act Notice, see the instructions for Form 990 or 990-EZ.
Cat. No. 50084S
Schedule C (Form 990 or 990-EZ) 2013

Schedule C (Form 990 or 990-EZ) 2013
Page 2
Part II-A
Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).
A Check SchCMd Bulletexpenses, and share of excess lobbying expenditures).
B Check SchCMd Bullet
Limits on Lobbying Expenditures
(The term "expenditures" means amounts paid or incurred.) 		(a) Filing
organization's
totals 		(b) Affiliated group
totals
1a Total lobbying expenditures to influence public opinion (grass roots lobbying) ......    
b Total lobbying expenditures to influence a legislative body (direct lobbying) .......    
c Total lobbying expenditures (add lines 1a and 1b) ...................    
d Other exempt purpose expenditures ........................    
e Total exempt purpose expenditures (add lines 1c and 1d) ...............    
f Lobbying nontaxable amount. Enter the amount from the following table in both
columns.		    
If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
Not over $500,00020% of the amount on line 1e.
Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
Over $17,000,000$1,000,000.
g Grassroots nontaxable amount (enter 25% of line 1f) .................    
h Subtract line 1g from line 1a. If zero or less, enter -0-. ................    
i Subtract line 1f from line 1c. If zero or less, enter -0-. ................    
j If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting
section 4911 tax for this year? ......................................

4-Year Averaging Period Under Section 501(h)
(Some organizations that made a section 501(h) election do not have to complete all of the five
columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
Calendar year (or fiscal year
beginning in) 		(a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) Total
2a Lobbying nontaxable amount          
b Lobbying ceiling amount
(150% of line 2a, column(e)) 		 
c Total lobbying expenditures          
d Grassroots nontaxable amount          
e Grassroots ceiling amount
(150% of line 2d, column (e))		  
f Grassroots lobbying expenditures          
Schedule C (Form 990 or 990-EZ) 2013


Schedule C (Form 990 or 990-EZ) 2013
Page 3
Part II-B
Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).
For each "Yes" response to lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.
(a)
No
Yes
(b)
Amount
1
During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:
a
Volunteers? .........................................
 
No
b
Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....
Yes
 
c
Media advertisements? ....................................
 
No
 
d
Mailings to members, legislators, or the public? .........................
 
No
 
e
Publications, or published or broadcast statements? .......................
 
No
 
f
Grants to other organizations for lobbying purposes? .......................
 
No
 
g
Direct contact with legislators, their staffs, government officials, or a legislative body? ........
Yes
 
85,836
h
Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......
 
No
 
i
Other activities? ..........................
 
No
 
j
Total. Add lines 1c through 1i ...............................
85,836
2a
Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....
 
No
b
If "Yes," enter the amount of any tax incurred under section 4912 .................
 
c
If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....
 
d
If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? .......
 
 
Part III-A
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).
Yes
No
1
Were substantially all (90% or more) dues received nondeductible by members? ................
1
 
 
2
Did the organization make only in-house lobbying expenditures of $2,000 or less? ................
2
 
 
3
Did the organization agree to carry over lobbying and political expenditures from the prior year? ..........
3
 
 
Part III-B
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either (a) BOTH Part III-A, lines 1 and 2, are answered "No" OR (b) Part III-A, line 3, is answered “Yes."
1
Dues, assessments and similar amounts from members .....................
1
 
2
Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).
a
Current year .........................................
2a
 
b
Carryover from last year ....................................
2b
 
c
Total ............................................
2c
 
3
Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .
3
 
4
If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ................................
4
 
5
Taxable amount of lobbying and political expenditures (see instructions) ..............
5
 
Part IV
Supplemental Information
Provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; Part II-A (affiliated group list); Part II-A, line 2; and Part ll-B, line 1. Also, complete this part for any additional information.
Return Reference Explanation
PART II-B, LINE 1: STAFF TIME AND TRAVEL EXPENSE TO LOBBY FOR STATE FUNDING.
Schedule C (Form 990 or 990EZ) 2013

Additional Data


Software ID:  
Software Version:  

SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet Attach to Form 990. SchDMd Bullet See separate instructions. SchDMd Bullet Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year .........    
2 Aggregate contributions to (during year) ...    
3 Aggregate grants from (during year) .....    
4 Aggregate value at end of year ........    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ....................... 2a  
b Total acreage restricted by conservation easements .................. 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register .................... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .......................................
9
In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:
(i)
Revenues included in Form 990, Part VIII, line 1 ........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ..............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIII and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ........
Part V
Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.
(a)Current year (b)Prior year b (c)Two years back (d)Three years back (e)Four years back
1a Beginning of year balance ....          
b Contributions ........          
c Net investment earnings, gains, and losses          
d Grants or scholarships .....          
e Other expenditures for facilities
and programs ........ 		         
f Administrative expenses ....          
g End of year balance ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages in lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIII the intended uses of the organization's endowment funds.
Part VI
Land, Buildings, and Equipment. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11a. See Form 990, Part X, line 10.
Description of property (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................   3,809,172 3,809,172
b Buildings ................   17,604,856 6,473,899 11,130,957
c Leasehold improvements ............        
d Equipment ................   206,061 158,735 47,326
e Other .................   102,376   102,376
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 15,089,831
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 3
Part VII
Investments—Other Securities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11b. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c) Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests    
Other








Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet  
Part VIII
Investments—Program Related. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11c. See Form 990, Part X, line 13.
(a) Description of investment (b) Book value (c) Method of valuation:
Cost or end-of-year market value








Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11d. See Form 990, Part X, line 15.
(a) Description (b) Book value








Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet  
Part X
Other Liabilities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
Federal income taxes  
SECURITY DEPOSITS 106,567








Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 106,567
2. Liability for uncertain tax positions In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII ..................................................
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1 Total revenue, gains, and other support per audited financial statements ....... 1  
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b....................... 4c  
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5  
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1 Total expenses and losses per audited financial statements ........... 1  
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a  
b Prior year adjustments .............. 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d...................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b....................... 4c  
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5  
Part XIII
Supplemental Information
Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Return Reference Explanation
PART X, LINE 2: THE ORGANIZATION IS EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND SIMILAR STATE STATUTES. THE ORGANIZATION IS A NON-PRIVATE FOUNDATION AND CONTRIBUTIONS TO THE ORGANIZATION QUALIFY AS A CHARITABLE TAX DEDUCTION BY THE CONTRIBUTOR. THE VARIOUS PARTNERSHIPS AND COMPANIES THAT HAVE BEEN CONSOLIDATED ARE NOT TAXPAYING ENTITIES, THUS NO PROVISION FOR INCOME TAXES HAS BEEN RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS. ALL TAX EFFECTS OF THE PARTNERSHIPS ARE PASSED THROUGH TO THE PARTNERS AND MEMBERS. THE ORGANIZATION REVIEWS AND ASSESSES ITS TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN TAX RETURNS. BASED ON THIS ASSESSMENT THE ORGANIZATION DETERMINES WHETHER IT IS MORE LIKELY THAN NOT THE TAX POSITIONS WOULD BE SUSTAINED UPON EXAMINATION BY TAX AUTHORITIES. THE ORGANIZATION'S ASSESSMENT HAS NOT IDENTIFIED ANY SIGNIFICANT POSITIONS THAT IT BELIEVES WOULD NOT BE SUSTAINED UNDER EXAMINATION. THE ORGANIZATION WOULD RECOGNIZE FUTURE ACCRUED INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS AND LIABILITIES IN INCOME TAX EXPENSE IF SUCH INTEREST AND PENALTIES ARE INCURRED. THE ORGANIZATION BELIEVES IT IS NO LONGER SUBJECT TO FEDERAL AND TAX EXAMINATIONS BY TAX AUTHORITIES FOR THE YEARS BEFORE 2010.
Schedule D (Form 990) 2013

Additional Data


Software ID:  
Software Version:  




Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" to Form 990, Part IV, line 23.
SchJMediumBullet Attach to Form 990. SchJMediumBullet See separate instructions.
SchJMediumBullet Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
b
If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain....
1b
 
 
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked in line 1a? ..
2
 
 
3
Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.
4
During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment? ................
4a
 
No
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........
4b
 
No
c
Participate in, or receive payment from, an equity-based compensation arrangement? .........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.
5
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ...........................
5a
 
No
b
Any related organization? .........................
5b
 
No
If "Yes," to line 5a or 5b, describe in Part III.
6
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization? ...........................
6a
 
No
b
Any related organization? .........................
6b
 
No
If "Yes," to line 6a or 6b, describe in Part III.
7
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............
7
Yes
 
8
Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................
8
 
No
9
If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2013

Schedule J (Form 990) 2013
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.
For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.
(A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and other deferred compensation (D) Nontaxable
benefits		 (E) Total of columns
(B)(i)-(D) 		(F) Compensation
reported as deferred
in prior Form 990
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
(1)L KELLEY LINDQUISTPRESIDENT (i)
(ii)		 182,274
0 		15,000
0 		0
0 		10,014
0 		11,908
0 		219,196
0 		0
0
(2)WILLIAM LAWCHIEF OPERATING OFFICER (i)
(ii)		 146,500
0 		12,000
0 		0
0 		8,788
0 		7,529
0 		174,817
0 		0
0
(3)GREG HANDBERGSR. VP - PROPERTIES (i)
(ii)		 141,985
0 		12,000
0 		0
0 		8,389
0 		7,528
0 		169,902
0 		0
0
(4)WENDY HOLMESSR. VP - STRATEGIC PARTNERSHIPS (i)
(ii)		 148,768
0 		8,000
0 		0
0 		8,042
0 		8,448
0 		173,258
0 		0
0
(5)COLIN HAMILTONSR. VP - NATIONAL ADVANCEMENT (i)
(ii)		 147,601
0 		8,000
0 		0
0 		7,780
0 		162
0 		163,543
0 		0
0
Schedule J (Form 990) 2013

Schedule J (Form 990) 2013
Page 3
Part III
Supplemental Information
Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II.
Also complete this part for any additional information.
Return Reference Explanation
PART I, LINE 7 THE ORGANIZATION DETERMINES THE TOTAL AMOUNT AVAIALABLE FOR BONUSES AND THAT AMOUNT IS THEN ALLOCATED TO INDIVIDUALS BASED ON THEIR COMPENSATION AND CONTRIBUTIONS TO THE ORGANIZATION. THE FINAL LIST OF INDIVIDUALS RECEIVING BONUS PAYMENTS IS REVIEWED AND APPROVED BY THE BOARD CHAIR, PRESIDENT, AND CHIEF OPERATING OFFICER.
Schedule J (Form 990) 2013

Additional Data


Software ID:  
Software Version:  
SCHEDULE M
(Form 990)

Department of the Treasury
Internal Revenue Service
Noncash Contributions
Right pointing arrow large imageComplete if the organizations answered "Yes" on Form 990, Part IV, lines 29 or 30.
Right pointing arrow large image Attach to Form 990.
Right pointing arrow large imageInformation about Schedule M (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Part I
Types of Property
(a)
Check if applicable 		(b)
Number of contributions or items contributed 		(c)
Noncash contribution amounts reported on
Form 990, Part VIII, line 1g 		(d)
Method of determining
noncash contribution amounts
1 Art—Works of art ....        
2 Art—Historical treasures .        
3 Art—Fractional interests ..        
4 Books and publications ..      
5 Clothing and household
goods ....... 		     
6 Cars and other vehicles ..        
7 Boats and planes ....        
8 Intellectual property ...        
9 Securities—Publicly traded .        
10 Securities—Closely held stock .        
11 Securities—Partnership, LLC,
or trust interests .... 		       
12 Securities—Miscellaneous ..        
13 Qualified conservation
contribution—Historic
structures ..... 		       
14 Qualified conservation
contribution—Other ... 		       
15 Real estate—Residential .        
16 Real estate—Commercial .. X 1 260,000 FMV
17 Real estate—Other ...        
18 Collectibles .....        
19 Food inventory ...        
20 Drugs and medical supplies .        
21 Taxidermy ......        
22 Historical artifacts ....        
23 Scientific specimens ..        
24 Archeological artifacts ...        
25 Other Right pointing arrow large image ( )
26 Other Right pointing arrow large image( )
27 Other Right pointing arrow large image( )
28 Other Right pointing arrow large image ( )
29
Number of Forms 8283 received by the organization during the tax year for contributions
for which the organization completed Form 8283, Part IV, Donee Acknowledgement ...
29
0
Yes
No
30a
During the year, did the organization receive by contribution any property reported in Part I, lines 1 through 28, that
it must hold for at least three years from the date of the initial contribution, and which is not required to be used
for exempt purposes for the entire holding period? ..................
30a
 
No
b
If "Yes," describe the arrangement in Part II.
31
Does the organization have a gift acceptance policy that requires the review of any non-standard contributions?
31
 
No
32a
Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash
contributions? ..........................
32a
 
No
b
If "Yes," describe in Part II.
33
If the organization did not report an amount in column (c) for a type of property for which column (a) is checked,
describe in Part II.
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 51227J
Schedule M (Form 990) (2013)
Schedule M (Form 990) (2013)
Page 2
Part II
Supplemental Information. Provide the information required by Part I, lines 30b,
32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information.
Return Reference Explanation
Schedule M (Form 990) (2013)
Additional Data


Software ID:  
Software Version:  
SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
MediumBullet Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Return Reference Explanation
FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE CONSISTS OF ALL OFFICERS OF THE CORPORATION WHO ARE ALSO DIRECTORS, PLUS SUCH AT-LARGE DIRECTORS AS THE BOARD SHALL DETERMINE FROM TIME TO TIME. THE EXECUTIVE COMMITTEE IS EMPOWERED AND AUTHORIZED TO ACT UPON SUCH MATTERS AS REQUIRE ACTION PRIOR TO THE NEXT REGULARLY SCHEDULED BOARD OF DIRECTORS MEETING AND ANY SUCH ACTIONS OF THE EXECUTIVE COMMITTEE SHALL HAVE THE SAME FORCE AND EFFECT AS AN ACTION OF THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE SHALL EMPLOY, DISCHARGE AND DETERMINE THE DUTIES AND COMPENSATION OF THE PRESIDENT.
FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS REVIEWED AND APPROVED BY THE CFO AND FINANCE COMMITTEE AND ALSO PROVIDED TO THE ENTIRE BOARD PRIOR TO FILING .
FORM 990, PART VI, SECTION B, LINE 12C BOARD MEMBERS ARE REQUIRED TO SIGN OFF ON THE CONFLICT OF INTEREST POLICY ANNUALLY TO SHOW THAT THEY UNDERSTAND THE POLICY. THE CONFLICT OF INTEREST STATEMENT WAS COLLECTED FROM ALL BOARD MEMBERS IN THE FALL OF 2013. AN INTERESTED PERSON MAY PRESENT THE FACTS OF THE PROPOSED TRANSACTION OR ARRANGEMENT, BUT MAY NOT DISCUSS OR VOTE ON APPROVAL. THE CHAIR OF THE BOARD OR THE RESPECTIVE COMMITTEE DETERMINES, IF APPROPRIATE, IF A DISINTERESTED PERSON OR COMMITTEE NEEDS TO BE APPOINTED TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT.
FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR THE PRESIDENT OF ARTSPACE PROJECTS, INC. IS ESTABLISHED BY THE EXECUTIVE COMMITTEE BASED ON COMPARABLE DATA AVAILABLE FOR VARIOUS NON-PROFIT AND FOR-PROFIT REAL ESTATE DEVELOPMENT SALARY SURVEYS. SURVEYS FOR BOTH NON-PROFITS AND FOR-PROFITS ARE USED BECAUSE STAFF RETENTION IS AFFECTED BY BOTH AREAS. THE BOARD CHAIR REVIEWS THE PRESIDENT'S PERFORMANCE ON AN ANNUAL BASIS. THE BOARD CHAIR DISCUSSES THIS REVIEW WITH OTHER BOARD OFFICERS. THE LAST COMPENSATION STUDY WAS UNDERTAKEN IN 2007. ONLY COST OF LIVING OR NO INCREASES HAVE BEEN PROVIDED SINCE THAT TIME. THE LAST REVIEW OF THE PRESIDENT WAS CONDUCTED IN APRIL OF 2014. COMPENSATION FOR OTHER OFFICERS IS DETERMINED BY THE PRESIDENT AND CHIEF OPERATING OFFICER IN CONSULTATION WITH THE BOARD CHAIR. COMPENSATION IS BASED ON COMPARABLE DATA AVAILABLE FOR VARIOUS NON-PROFIT AND FOR-PROFIT REAL ESTATE DEVELOPMENT SALARY SURVEYS. THE LAST COMPENSATION STUDY WAS UNDERTAKEN IN 2007. ONLY COST OF LIVING OR NO INCREASES HAVE BEEN PROVIDED SINCE THAT TIME.
FORM 990, PART VI, SECTION C, LINE 19 THE ARTICLES OF INCORPORATION, BYLAWS, CONFLICT OF INTEREST POLICY, AND FINANCIAL INFORMATION ARE PROVIDED UPON REQUEST.
FORM 990, PART IX, LINE 11G ARCHITECTURAL SERVICES: PROGRAM SERVICE EXPENSES 612,227. MANAGEMENT AND GENERAL EXPENSES 38,695. FUNDRAISING EXPENSES 183,032. TOTAL EXPENSES 833,954. ENVIRONMENTAL SERVICES: PROGRAM SERVICE EXPENSES 141,383. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 141,383. RESEARCH SERVICES: PROGRAM SERVICE EXPENSES 162,214. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 162,214. CONSULTING SERVICES: PROGRAM SERVICE EXPENSES 216,985. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 216,985. REPAIRS & MAINTENANCE FEES: PROGRAM SERVICE EXPENSES 263,477. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 263,477. OTHER SERVICES: PROGRAM SERVICE EXPENSES 576,560. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 576,560.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2013

Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.
MediumBullet Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
ARTSPACE PROJECTS INC
 
Employer identification number

41-1350071
Part I
Identification of Disregarded Entities Complete if the organization answered "Yes" on Form 990, Part IV, line 33.
(a)
Name, address, and EIN (if applicable) of disregarded entity


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Total income


 		(e)
End-of-year assets


 		(f)
Direct controlling
entity
(1) ARTSPACE BELL SCHOOL LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(2) ARTSPACE BRAINERD LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
20-1367855 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(3) ARTSPACE BRIDGEPORT LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-2018262 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(4) ARTSPACE CAFAC LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 47,774 922,056 ARTSPACE PROJECTS INC
 
(5) ARTSPACE CHICAGO LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1972155 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(6) ARTSPACE EVERETT LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(7) ARTSPACE FROGTOWN LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(8) ARTSPACE GRAIN BELT LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
45-4670556 		HOLDING COMPANY MN 724,291 3,591,543 ARTSPACE PROJECTS INC
 
(9) ARTSPACE HARVESTER ARTIST LOFTS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY IA 0 0 ARTSPACE PROJECTS INC
 
(10) ARTSPACE HIAWATHA LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(11) ARTSPACE MOUNT RAINIER LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
01-0591507 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(12) ARTSPACE NORTHERN WAREHOUSE COMMERCIAL UNIT LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 351,396 647,307 ARTSPACE PROJECTS INC
 
(13) ARTSPACE TANNERY LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-3695585 		HOLDING COMPANY CA 339,419 611,726 ARTSPACE PROJECTS INC
 
(14) ARTSPACE TASHIRO-KAPLAN LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
91-2120222 		HOLDING COMPANY WA 0 0 ARTSPACE PROJECTS INC
 
(15) BROOKLAND ARTSPACE LOFTS MINNESOTA LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(16) EVERETT STATIONS LOFTS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1923434 		HOLDING COMPANY MN 606,018 2,488,001 ARTSPACE PROJECTS INC
 
(17) HAMILTON ARTSPACE LOFTS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(18) THE HISTORIC NATIONAL HOTEL ARTIST LOFTS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1975810 		HOLDING COMPANY TX 269,847 2,534,784 ARTSPACE PROJECTS INC
 
(19) HISTORIC WESTSIDE SCHOOL LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
13-4342116 		HOLDING COMPANY MN 113,077 4,125,422 ARTSPACE PROJECTS INC
 
(20) KADDATZ ARTIST LOFTS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
01-0743919 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(21) PERFORMANCE PROPERTY MANAGEMENT COMPANY LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1928196 		HOLDING COMPANY MN 665,601 100,330 ARTSPACE PROJECTS INC
 
(22) RIVERSIDE ARTIST LOFTS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1957459 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(23) SHUBERT LANDHOLDING LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
27-1080431 		HOLDING COMPANY MN 0 3,931,299 ARTSPACE PROJECTS INC
 
(24) SHUBERT LEVERAGE LENDER LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 81,117 8,119,038 ARTSPACE PROJECTS INC
 
(25) WASHINGTON STUDIOS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 345,425 2,019,500 ARTSPACE PROJECTS INC
 
(26) ARTSPACE MT BAKER LOFTS LLC
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 0 0 ARTSPACE PROJECTS INC
 
(27) GREEN HOMES NORTH
250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1350071 		HOLDING COMPANY MN 118,031 0 ARTSPACE PROJECTS INC
 
Part II
Identification of Related Tax-Exempt Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.
(a)
Name, address, and EIN of related organization


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Exempt Code section


 		(e)
Public charity status
(if section 501(c)(3))

 		(f)
Direct controlling
entity

 		(g)
Section 512(b)(13) controlled entity?
Yes No
(1) HENNEPIN CENTER FOR THE ARTS

250 3RD AVENUE NORTH SUITE 500

MINNEAPOLIS,MN55401
41-1312371 		RENTALS MN 501(C)(3) PF ARTSPACE PROJECTS INC
 
Yes
 
(2) MINNESOTA SHUBERT CENTER FOR DANCE AND MUSIC INC

250 3RD AVENUE NORTH SUITE 500

MINNEAPOLIS,MN55401
27-1173436 		THEATER MN 501(C)(3) LINE 7 ARTSPACE PROJECTS INC
 
Yes
 










For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.
(a)
Name, address, and EIN of
related organization



 		(b)
Primary activity




 		(c)
Legal
domicile
(state or foreign
country)


 		(d)
Direct controlling
entity



 		(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




 		(g)
Share of end-of-year
assets



 		(h)
Disproprtionate allocations?




 		(i)
Code V-UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) ARTSPACE AFFORDABLE FAMILY HOUSING I LP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
35-2248133 		LIHTC RENTAL HOUSING NY ARTSPACE AFFORDABLE FAMILY HOUSING GP LLC
  		RENTALS -35 2,670,572   No     No 0.400 %
(2) ARTSPACE BELL SCHOOL LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
45-2821231 		LIHTC RENTAL HOUSING MN ARTSPACE BELL SCHOOL LLC
  		RENTALS       No     No 100.000 %
(3) ARTSPACE BRAINERD LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
20-1387993 		LIHTC RENTAL HOUSING MN ARTSPACE BRAINERD LLC
  		RENTALS -16 1,044,156   No   Yes   0.010 %
(4) ARTSPACE BRIDGEPORT LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-2018263 		LIHTC RENTAL HOUSING MN ARTSPACE BRIDGEPORT LLC
  		RENTALS -49 3,009,085   No   Yes   0.010 %
(5) ARTSPACE CHICAGO LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1972156 		LIHTC RENTAL HOUSING MN ARTSPACE CHICAGO LLC
  		RENTALS -22 376,289   No   Yes   0.010 %
(6) ARTSPACE EVERETT LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
61-1569469 		LIHTC RENTAL HOUSING MN ARTSPACE EVERETT LLC
  		RENTALS 9,813 1,707,466   No   Yes   0.010 %
(7) ARTSPACE HIAWATHA LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
20-5002364 		LIHTC RENTAL HOUSING MN ARTSPACE HIAWATHA LLC
  		RENTALS -41 -263   No   Yes   0.010 %
(8) ARTSPACE JACKSON FLATS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
80-0825121 		LIHTC RENTAL HOUSING MN ARTSPACE JACKSON FLATS LLC
  		RENTALS -24 638,622   No     No 0.010 %
(9) ARTSPACE MOUNT RAINIER LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
01-0591486 		LIHTC RENTAL HOUSING MN ARTSPACE MOUNT RANIER LLC
  		RENTALS -44 1,400,233   No   Yes   0.010 %
(10) ARTSPACE NORTHERN WAREHOUSE LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
30-0500976 		LIHTC RENTAL HOUSING MN ARTSPACE NORTHERN WAREHOUSE LLC
  		RENTALS -119 2,813,163   No     No 0.010 %
(11) ARTSPACE PATCHOGUE LOFTS LP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-2299573 		LIHTC RENTAL HOUSING NY ARTSPACE PATCHOGUE LOFTS GP LLC
  		RENTALS -64 1,132,694   No     No 0.010 %
(12) ARTSPACE PITTSBURGH LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
25-1802305 		LIHTC RENTAL HOUSING PA ARTSPACE PITTSBURGH DEVELOPMENT INC
  		RENTALS -7,454 869,865   No     No 15.300 %
(13) BRANDT JENS KLUGE LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1706530 		LIHTC RENTAL HOUSING MN ARTSPACE PROJECTS INC
  		RENTALS -50,338 -18,906   No   Yes   0.500 %
(14) BROOKLAND ARTSPACE LOFTS LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-4203805 		LIHTC RENTAL HOUSING DC BROOKLAND ARTSPACE LOFT MINNESOTA LLC
  		RENTALS -48 -144   No   Yes   0.010 %
(15) EL BARRIO ARTSPACE LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
38-3749676 		LIHTC RENTAL HOUSING NY EL BARRIO ARTSPACE LLC
  		RENTALS   15,114,251   No     No 0.010 %
(16) ELGIN ARTSPACE LOFTS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-4595718 		LIHTC RENTAL HOUSING MN ELGIN ARTSPACE LOFTS LLC
  		RENTALS -137 3,075,559   No     No 0.010 %
(17) HAMILTON ARTSPACE LOFTS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-1274535 		LIHTC RENTAL HOUSING MN HAMILTON ARTSPACE LOFTS LLC
  		RENTALS       No   Yes   1.000 %
(18) HARVESTER ARTIST LOFTS LP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-1274535 		LIHTC RENTAL HOUSING IA ARTSPACE HARVESTER ARTIST LOFTS LLC
  		RENTALS -59 2,050,296   No   Yes   0.010 %
(19) JEFFERSON DAVIS ARTIST LOFTS LIMITED PARTNESHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1955581 		LIHTC RENTAL HOUSING MN JEFFERSON DAVIS LLC
  		RENTALS -36 2,861,737   No     No 0.010 %
(20) KADDATZ ARTIST LOFTS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
01-0743915 		LIHTC RENTAL HOUSING MN KADDATZ ARTISTS LOFTS LLC
  		RENTALS 27 154,008   No   Yes   0.010 %
(21) KARCHER ARTSPACE LOFTS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
45-3013687 		LIHTC RENTAL HOUSING NY KARCHER ARTSPACE LOFTS LLC
  		RENTALS -72 3,261,936   No     No 0.010 %
(22) MINOT ARTSPACE LOFTS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
27-5153835 		LIHTC RENTAL HOUSING MN MINOT ARTSPACE LOFTS LLC
  		RENTALS -21 3,187,693   No     No 0.010 %
(23) RIVERSIDE ARTIST LOFTS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
88-0424838 		LIHTC RENTAL HOUSING NV RIVERSIDE ARTIST LOFTS LLC
  		RENTALS -13,860 1,091,479   No   Yes   0.010 %
(24) SAILBOAT BEND LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
20-0899374 		LIHTC RENTAL HOUSING MN SAILBOAT BEND LLC
  		RENTALS -30 4,291,832   No     No 0.010 %
(25) TANNERY ARTISTS LOFTS LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
65-1287815 		LIHTC RENTAL HOUSING CA ARTSPACE TANNERY LLC
  		RENTALS -123 1,608,350   No     No 0.750 %
(26) TASHIRO ARTS BUILDING LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
72-1560934 		COMMERCIAL RENTALS WA ARTSPACE PROJECTS INC
  		RENTALS 29,768 151,908   No   Yes   75.000 %
(27) TASHIRO-KAPLAN LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
37-1440790 		LIHTC RENTAL HOUSING WA ARTSPACE TASHIRO KAPLAN LLC
  		RENTALS -22 633,795   No   Yes   0.010 %
(28) TILSNER BUILDING LIMITED PARTNERSHIP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1735426 		LIHTC RENTAL HOUSING MN ARTSPACE PROJECTS INC
  		RENTALS -400 294,973   No   Yes   0.490 %
(29) BCQ LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
46-1125972 		LIHTC RENTAL HOUSING MN ARTSPACE PROJECTS INC
  		RENTALS 350,000 163,601   No   Yes   60.000 %
(30) TZP LLP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1769748 		LIHTC RENTAL HOUSING MN ARTSPACE PROJECTS INC
  		RENTALS -92,057 176,455   No   Yes   50.000 %
(31) ARTSPACE MT BAKER LOFTS LLLP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
90-0926924 		LIHTC RENTAL HOUSING MN ARTSPACE MT BAKER LOFTS LLC
  		RENTALS   3,870,542   No   Yes   0.010 %
Part IV
Identification of Related Organizations Taxable as a Corporation or Trust Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.
(a)
Name, address, and EIN of
related organization
 		(b)
Primary activity
 		(c)
Legal
domicile
(state or foreign
country)
 		(d)
Direct controlling
entity
 		(e)
Type of entity
(C corp, S corp,
or trust) 		(f)
Share of total income
 		(g)
Share of end-of-year
assets
 		(h)
Percentage
ownership
 		(i)
Section 512(b)(13) controlled entity?
Yes No
(1) ARTSPACE AFFORDABLE FAMILY HOUSING DEVELOPMENT CORP

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
75-3201620 		HOLDING COMPANY NY ARTSPACE PROJECTS INC
  		C -7 -68 100.000 % Yes  
(2) ARTSPACE AFFORDABLE FAMILY HOUSING GP LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
35-2248130 		HOLDING COMPANY NY ARTSPACE PROJECTS INC
  		C -28 -273 100.000 % Yes  
(3) ARTSPACE DEVELOPMENT CORPORATION

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1671600 		HOLDING COMPANY MN ARTSPACE PROJECTS INC
  		C -35,051 3,591,543 100.000 % Yes  
(4) ARTSPACE JACKSON FLATS LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
46-0978548 		HOLDING COMPANY MN ARTSPACE PROJECTS INC
  		C -24 -24 100.000 % Yes  
(5) ARTSPACE LP INTEREST INC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-2016926 		HOLDING COMPANY CT ARTSPACE PROJECTS INC
  		C     100.000 % Yes  
(6) ARTSPACE NORTHERN WAREHOUSE LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
45-4444950 		HOLDING COMPANY MN ARTSPACE PROJECTS INC
  		C -119 436,615 100.000 % Yes  
(7) ARTSPACE PATCHOGUE LOFTS GP LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-2299526 		HOLDING COMPANY NY ARTSPACE PROJECTS INC
  		C -64 -425 100.000 % Yes  
(8) ARTSPACE PITTSBURGH DEVELOPMENT INC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
41-1887465 		HOLDING COMPANY PA ARTSPACE PROJECTS INC
  		C -7,454 797,375 100.000 % Yes  
(9) ELGIN ARTSPACE LOFTS LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
45-3367984 		HOLDING COMPANY MN ARTSPACE PROJECTS INC
  		C -137 -176 100.000 % Yes  
(10) JEFF DAVIS LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
20-1077023 		HOLDING COMPANY MN ARTSPACE HOUSTON LLC
  		C -36 -317 51.000 % Yes  
(11) KARCHER ARTSPACE LOFTS LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
45-3669042 		HOLDING COMPANY MN ARTSPACE PROJECTS INC
  		C -72 313,225 100.000 % Yes  
(12) MINOT ARTSPACE LOFTS LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
27-5153874 		HOLDING COMPANY MN ARTSPACE PROJECTS INC
  		C -21 -21 100.000 % Yes  
(13) SAILBOAT BEND LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
20-0902980 		HOLDING COMPANY FL ARTSPACE PROJECTS INC
  		C -30 -44,344 100.000 % Yes  
(14) TANNERY ARTISTS LOFTS LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
26-3695585 		HOLDING COMPANY CA ARTSPACE PROJECTS INC
  		C -123 1,120,854 90.000 % Yes  
(15) EL BARRIO ARTSPACE GP LLC

250 3RD AVENUE NORTH SUITE 400
MINNEAPOLIS,MN55401
38-3749674 		HOLDING COMPANY CA ARTSPACE PROJECTS INC
  		C   3,475,000 100.000 % Yes  
Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 3
Part V
Transactions With Related Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.
Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.
Yes
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest (ii) annuities (iii) royalties or (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .
1a
 
No
b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
 
No
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
 
No
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
Yes
 
e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
No
g Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
Yes
 
k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
Yes
 
m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1n
 
No
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
 
No
p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
 
No
q Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
Yes
 
r Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
 
No
s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1s
Yes
 
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of related organization 		(b)
Transaction
type (a-s) 		(c)
Amount involved 		(d)
Method of determining amount involved
(1) AFFORDABLE FAMILY HOUSING

 S 757,012 FMV
(2) AFFORDABLE FAMILY HOUSING

 D 1,420,079 FMV
(3) AFFORDABLE FAMILY HOUSING

 Q 972,729 FMV
(4) ARTSPACE BRAINERD LIMITED PARTNERSHIP

 S 260,061 FMV
(5) ARTSPACE BRAINERD LIMITED PARTNERSHIP

 D 464,325 FMV
(6) ARTSPACE BRAINERD LIMITED PARTNERSHIP

 Q 270,994 FMV
(7) ARTSPACE BRIDGEPORT LIMITED PARTNERSHIP

 S 438,921 FMV
(8) ARTSPACE BRIDGEPORT LIMITED PARTNERSHIP

 D 637,572 FMV
(9) ARTSPACE BRIDGEPORT LIMITED PARTNERSHIP

 Q 793,021 FMV
(10) BROOKLAND ARTSPACE LOFTS LLC

 S 61,584 FMV
(11) BROOKLAND ARTSPACE LOFTS LLC

 D 200,278 FMV
(12) ARTSPACE CHICAGO LIMITED PARTNERSHIP

 S 218,471 FMV
(13) ARTSPACE CHICAGO LIMITED PARTNERSHIP

 D 122,050 FMV
(14) ELGIN ARTSPACE LOFTS LIMITED PARTNERSHIP

 S 833 FMV
(15) ELGIN ARTSPACE LOFTS LIMITED PARTNERSHIP

 D 3,027,163 FMV
(16) ARTSPACE EVERETT LIMITED PARTNERSHIP

 D 942,525 FMV
(17) ARTSPACE EVERETT LIMITED PARTNERSHIP

 Q 1,080,953 FMV
(18) HARVESTER ARTIST LOFTS LIMITED PARTNERSHIP

 S 1,739 FMV
(19) HARVESTER ARTIST LOFTS LIMITED PARTNERSHIP

 D 2,040,119 FMV
(20) ARTSPACE HIAWATHA LIMITED PARTNERSHIP

 S 126,035 FMV
(21) ARTSPACE HIAWATHA LIMITED PARTNERSHIP

 D 1,699,925 FMV
(22) ARTSPACE HIAWATHA LIMITED PARTNERSHIP

 Q 109,714 FMV
(23) JEFFERSON DAVIS ARTIST LOFTS LIMITED PARTNERSHIP

 S 564,142 FMV
(24) JEFFERSON DAVIS ARTIST LOFTS LIMITED PARTNERSHIP

 D 765,519 FMV
(25) JEFFERSON DAVIS ARTIST LOFTS LIMITED PARTNERSHIP

 Q 405,000 FMV
(26) KARCHER ARTSPACE LOFTS LIMITED PARTNERSHIP

 D 2,213,738 FMV
(27) KARCHER ARTSPACE LOFTS LIMITED PARTNERSHIP

 Q 693,553 FMV
(28) KADDATZ ARTIST LOFTS LIMITED PARTNERSHIP

 Q 94,959 FMV
(29) ARTSPACE MOUNT RAINIER LP

 D 499,776 FMV
(30) ARTSPACE MOUNT RAINIER LP

 Q 930,000 FMV
(31) ARTSPACE NORTHERN WAREHOUSE LIMITED PARTNERSHIP

 S 8,181 FMV
(32) ARTSPACE NORTHERN WAREHOUSE LIMITED PARTNERSHIP

 D 1,006,571 FMV
(33) ARTSPACE NORTHERN WAREHOUSE LIMITED PARTNERSHIP

 Q 1,102,635 FMV
(34) RIVERSIDE ARTIST LOFTS LIMITED PARTNERSHIP

 S 869,241 FMV
(35) RIVERSIDE ARTIST LOFTS LIMITED PARTNERSHIP

 D 1,404,287 FMV
(36) ARTSPACE PATCHOGUE LOFTS LIMITED PARTNERSHIP

 S 47,842 FMV
(37) ARTSPACE PATCHOGUE LOFTS LIMITED PARTNERSHIP

 D 259,311 FMV
(38) ARTSPACE PATCHOGUE LOFTS LIMITED PARTNERSHIP

 Q 1,044,458 FMV
(39) ARTSPACE PITTSBURGH LIMITED PARTNERSHIP

 D 120,364 FMV
(40) SAILBOAT BEND LIMITED PARTNERSHIP

 D 1,239,589 FMV
(41) SAILBOAT BEND LIMITED PARTNERSHIP

 Q 1,294,532 FMV
(42) TANNERY ARTISTS LOFTS LIMITED PARTNERSHIP

 S 30,968 FMV
(43) TANNERY ARTISTS LOFTS LIMITED PARTNERSHIP

 Q 300,258 FMV
(44) TASHIRO-KAPLAN LIMITED PARTNERSHIP

 S 55,588 FMV
(45) TASHIRO-KAPLAN LIMITED PARTNERSHIP

 Q 573,115 FMV
(46) EL BARRIO ARTSPACE HOUSING DEVELOPMENT FUND

 Q 1,756,189 FMV
(47) JACKSON FLATS LIMITED PARTNERSHIP

 D 135,804 FMV
(48) JACKSON FLATS LIMITED PARTNERSHIP

 Q 450,000 FMV
(49) MINOT ARTSPACE LOFTS LIMITED PARTNERSHIP

 S 68,897 FMV
(50) MINOT ARTSPACE LOFTS LIMITED PARTNERSHIP

 D 2,473,958 FMV
(51) MINOT ARTSPACE LOFTS LIMITED PARTNERSHIP

 Q 625,000 FMV
(52) MINNESOTA SHUBERT CENTER FOR DANCE AND MUSIC INC

 D 1,525,000 FMV
(53) MINNESOTA SHUBERT CENTER FOR DANCE AND MUSIC INC

 Q 1,008,851 FMV
(54) MINNESOTA SHUBERT CENTER FOR DANCE AND MUSIC INC

 L 1,034,815 FMV
(55) MOUNT BAKER ARTISTS LOFTS LIMITED PARTNERSHIP

 D 1,500,000 FMV
(56) MOUNT BAKER ARTISTS LOFTS LIMITED PARTNERSHIP

 Q 410,480 FMV
Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 37.
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity 		(b)
Primary activity 		(c)
Legal domicile
(state or foreign
country) 		(d)
Predominant income (related, unrelated, excluded from tax under sections 512-514)

(e)
Are all partners
section
501(c)(3)
organizations? 		(f)
Share of total income




 		(g)
Share of
end-of-year
assets 		(h)
Disproprtionate allocations? 		(i)
Code V?UBI
amount in box 20
of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 5
Part VII
Supplemental Information
Provide additional information for responses to questions on Schedule R (see instructions).
Return Reference Explanation
Schedule R (Form 990) 2013
Additional Data


Software ID:  
Software Version: