Form990-PF
Click to see attachment

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0052
2019
Open to Public Inspection
For calendar year 2019, or tax year beginning 05-01-2019 , and ending 04-30-2020
Name of foundation
THE ANDY WARHOL FOUNDATION FOR THE
VISUAL ARTS INC
Number and street (or P.O. box number if mail is not delivered to street address)65 BLEECKER STREET 7TH FL
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
NEW YORK, NY10012
A Employer identification number

13-3410749
B Telephone number (see instructions)

(212) 387-7555
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$337,323,279J Accounting method:
MODIFIED CASH
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet.............
3 Interest on savings and temporary cash investments 98,384 98,384  
4 Dividends and interest from securities... 2,060,007 2,060,007  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 8,177,788
b Gross sales price for all assets on line 6a 112,048,401
7 Capital gain net income (from Part IV, line 2)... 13,693,436
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 3,559,755 5,040,389  
12 Total. Add lines 1 through 11........ 13,895,934 20,892,216  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 1,196,328 850,266   346,062
14 Other employee salaries and wages...... 2,045,291 691,477   1,353,814
15 Pension plans, employee benefits....... 1,502,336 707,230   795,106
16a Legal fees (attach schedule)......... Click to see attachment 604,441 123,763   480,678
b Accounting fees (attach schedule)....... Click to see attachment 172,453 120,717   51,736
c Other professional fees (attach schedule).... Click to see attachment 955,061 955,061   0
17 Interest...............   433,012    
18 Taxes (attach schedule) (see instructions)... Click to see attachment 681,750 192,611   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy.............. 479,141 227,113   252,028
21 Travel, conferences, and meetings....... 161,996 62,747   99,249
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 544,648 1,761,128   262,552
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 8,343,445 6,125,125   3,641,225
25 Contributions, gifts, grants paid....... 14,090,069 14,035,069
26 Total expenses and disbursements. Add lines 24 and 25 22,433,514 6,125,125   17,676,294
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -8,537,580
b Net investment income (if negative, enter -0-) 14,767,091
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2019)
Form 990-PF (2019)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.) 		Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............. 300 300 300
2 Savings and temporary cash investments......... 10,876,378 5,770,211 5,770,211
3 Accounts receivable bullet78,053
Less: allowance for doubtful accounts bullet   25,677 78,053 78,053
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule) 13,515,369 Click to see attachment14,810,700 14,810,700
b Investments—corporate stock (attach schedule)....... 56,608,274 Click to see attachment34,557,267 34,557,267
c Investments—corporate bonds (attach schedule)....... 0 Click to see attachment16,469,449 16,469,449
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 231,151,040 Click to see attachment215,648,139 215,648,139
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment12,254,358 Click to see attachment12,207,170 Click to see attachment49,989,160
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 324,431,396 299,541,289 337,323,279
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable................. 2,952,710 3,007,710
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)......... 2,952,710 3,007,710
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions........... 321,478,686 296,533,579
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds    
29 Total net assets or fund balances (see instructions)..... 321,478,686 296,533,579
30 Total liabilities and net assets/fund balances (see instructions). 324,431,396 299,541,289
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
321,478,686
2
Enter amount from Part I, line 27a .....................
2
-8,537,580
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
312,941,106
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
16,407,527
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
296,533,579
Form 990-PF (2019)
Form 990-PF (2019)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)		 (b)
How acquired
P—Purchase
D—Donation 		(c)
Date acquired
(mo., day, yr.) 		(d)
Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES      
b SALE OF ARTWORKS P    
c SUMMIT ROCK SELECT EQUITY PORTFOLIO P    
d SUMMIT ROCK PRIVATE EQUITY PORTFOLIOS I, II, III, & IV P    
e ADAGE CAPITAL PARTNERS L.P. P    
BAUPOST VALUE PARTNERS, L.P. - IV P    
SUMMIT ROCK PRIVATE EQUITY PORTFOLIO II, L.P. P    
SUMMIT ROCK PRIVATE EQUITY PORTFOLIO III, L.P. P    
LESS: AMOUNT ATTRIBUTED TO UNRELATED BUSINESS INCOME P    
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 92,635,706   93,519,469 -883,763
b 2,603,159   27,404 2,575,755
c 12,500,000   5,994,420 6,505,580
d 4,309,536   4,309,536 0
e       4,803,645
      81,353
      591,739
      31,908
      -12,781
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69 		(j)
Adjusted basis
as of 12/31/69 		(k)
Excess of col. (i)
over col. (j), if any
a       -883,763
b       2,575,755
c       6,505,580
d       0
e       4,803,645
      81,353
      591,739
      31,908
      -12,781
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 13,693,436
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 ................... 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2018 17,802,791 346,002,878 0.051453
2017 16,266,437 348,089,329 0.046731
2016 15,453,502 331,574,153 0.046606
2015 15,723,380 324,411,012 0.048467
2014 14,763,364 340,087,542 0.043410
2
Total of line 1, column (d) .....................
2
0.236667
3
Average distribution ratio for the 5-year base period—divide the total on line 2 by 5.0, or by the number of years the foundation has been in existence if less than 5 years ......
3
0.047333
4
Enter the net value of noncharitable-use assets for 2019 from Part X, line 5......
4
350,964,653
5
Multiply line 4 by line 3......................
5
16,612,210
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
147,671
7
Add lines 5 and 6........................
7
16,759,881
8
Enter qualifying distributions from Part XII, line 4,.............
8
17,676,294
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions.
Form 990-PF (2019)
Form 990-PF (2019)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here Bullet and enter “N/A" on line 1. Bracket includes lines 1a and 1b
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Domestic foundations that meet the section 4940(e) requirements in Part V, check 1 147,671
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2........................... 3 147,671
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 147,671
6 Credits/Payments:
a 2019 estimated tax payments and 2018 overpayment credited to 2019 6a 645,000
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 0
d Backup withholding erroneously withheld ........... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 645,000
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment 8 0
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 497,329
11 Enter the amount of line 10 to be: Credited to 2020 estimated taxBullet497,329 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions
for definition).................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletNY, CA
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2019 or the taxable year beginning in 2019? See the instructions for Part XIV.
    If "Yes," complete Part XIV .............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement. See instructions.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletWWW.WARHOLFOUNDATION.ORG
    14
    The books are in care ofbulletTHE FOUNDATION Telephone no.bullet (212) 387-7555

    Located atbullet65 BLEECKER STREET 7TH FLNEW YORKNY ZIP+4bullet10012
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ........bullet
    15
     
    16 At any time during calendar year 2019, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country? .................
    16   No
    See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
    country bullet
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?......................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?...............
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).......
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ........
    1b
     
    No
    ........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2019?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2019, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2019?.............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?......................
    b
    If "Yes," did it have excess business holdings in 2019 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2019.)..................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2019?
    4b
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?.............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? See instructions................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?.....
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ......
    5b
     
    No
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?..........
    If "Yes," attach the statement required by Regulations section 53.4945–5(d). Click to see attachment
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.....................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    8
    Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
    excess parachute payment during the year? .................
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
    other allowances
    JOEL WACHS PRESIDENT
    40.00     		550,038 56,333 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    KATHLEEN C MAURER TREASURER/SECRETARY/CFO
    40.00     		398,634 56,333 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    DONALD WARHOLA VICE PRESIDENT
    20.00     		69,531 11,406 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    CATHERINE OPIE DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    SHANA BERGER DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    CARRIE MAE WEEMS DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    RUBY LERNER DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    JONATHAN LEE DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    COURTNEY FINK DIRECTOR
    3.00     		3,125 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    CARY DAVIS DIRECTOR
    12.00     		9,375 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    DEBORAH WILLIS DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    JULIAN ZUGAZAGOITIA DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    ADAM D WEINBERG DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    KRISTAN KENNEDY DIRECTOR
    9.00     		9,375 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    DEBORAH KASS DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    JOHN TAFT DIRECTOR
    12.00     		9,375 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    ANNE PASTERNAK DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    PAUL HA DIRECTOR
    12.00     		9,375 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    NAOMI BECKWITH DIRECTOR
    12.00     		12,500 0 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    MICHAEL HERMANN LICENSING DIRECTOR
    40.00     		248,332 49,667 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    RACHEL BERS PROGRAM DIRECTOR
    40.00     		234,062 46,812 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    NEIL PRINTZ EDITOR, CATALOGUE RA
    40.00     		221,743 44,349 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    JAMES BEWLEY SEN. PROGRAM OFFICER
    40.00     		183,723 36,745 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    SALLY KING-NERO EXEC. EDITOR CATALOG
    40.00     		159,646 31,929 0
    65 BLEECKER STREET 7TH FL
    NEW YORK,NY10012
    Total number of other employees paid over $50,000...................bullet 11
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    SUMMIT ROCK ADVISORS LLC INVESTMENT ADVISOR 777,910
    9 WEST 57TH ST 12TH FL
    NEW YORK,NY10019
    QUINN EMANUEL URQUHART & SULLIVAN LLP LEGAL SERVICES 519,657
    865 S FIGUEROA ST 10TH FL
    LOS ANGELES,CA90017
    CONDON O'MEARA MCGINTY & DONNELLY LLP AUDIT & TAX SERVICIES 172,453
    ONE BATTERY PARK PLAZA 7TH FL
    NY,NY10004
    ALLIANCEBERNSTEIN LLP INVESTMENT ADVISOR 109,616
    1345 AVENUE OF THE AMERICAS
    NEW YORK,NY10105
    DSJCPA ACCOUNTING 108,605
    5788 MERRICK ROAD
    MASSAPEQUA,NY11758
    Total number of others receiving over $50,000 for professional services.............bullet2
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1 THE ANDY WARHOL CATALOGUE RAISONNE: PAINTINGS, SCULPTURES, AND DRAWINGS IS A MULTI-VOLUME, SCHOLARLY PROJECT THAT WILL DOCUMENT WARHOL'S WORK IN THESE MEDIA. 1,016,397
    2  
    3  
    4  
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 8
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    71,216,671
    b
    Average of monthly cash balances.......................
    1b
    5,836,936
    c
    Fair market value of all other assets (see instructions)................
    1c
    279,255,685
    d
    Total (add lines 1a, b, and c).........................
    1d
    356,309,292
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) Click to see attachment.............
    1e
    59,216,340
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    356,309,292
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    5,344,639
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    350,964,653
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    17,548,233
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    17,548,233
    2a
    Tax on investment income for 2019 from Part VI, line 5......
    2a
    147,671
    b
    Income tax for 2019. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    147,671
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    17,400,562
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    100,000
    5
    Add lines 3 and 4............................
    5
    17,500,562
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    17,500,562
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    17,676,294
    b
    Program-related investments—total from Part IX-B..................
    1b
    0
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    17,676,294
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b. See instructions.................
    5
    147,671
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    17,528,623
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2018     		(c)
    2018     		(d)
    2019
    1 Distributable amount for 2019 from Part XI, line 7 17,500,562
    2 Undistributed income, if any, as of the end of 2019:
    a Enter amount for 2018 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2019:
    a From 2014......  
    b From 2015......  
    c From 2016......  
    d From 2017......  
    e From 2018...... 713,357
    fTotal of lines 3a through e........ 713,357
    4Qualifying distributions for 2019 from Part
    XII, line 4: bullet$ 17,676,294
    a Applied to 2018, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		0
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2019 distributable amount..... 17,500,562
    e Remaining amount distributed out of corpus 175,732
    5 Excess distributions carryover applied to 2019. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 889,089
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2018. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2019. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2020 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    8 Excess distributions carryover from 2014 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9Excess distributions carryover to 2020.
    Subtract lines 7 and 8 from line 6a ......     		889,089
    10 Analysis of line 9:
    a Excess from 2015....  
    b Excess from 2016....  
    c Excess from 2017....  
    d Excess from 2018.... 713,357
    e Excess from 2019.... 175,732
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 10
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2019, enter the date of the ruling....... bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2019 (b) 2018 (c) 2017 (d) 2016
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the foundation had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    RACHEL BERS PROGRAM DIRECTOR
    65 BLEECKER ST 7TH FL
    NEW YORK,NY10012
    (212) 387-7555
    DEADLINE@WARHOLFOUNDATION.ORG
    bThe form in which applications should be submitted and information and materials they should include:
    THE FOUNDATION DOES NOT HAVE AN APPLICATION FORM. INSTEAD, A FULL PROPOSAL FOR FUNDING SHOULD BE SUBMITTED IN THE FORM OF A LETTER OF APPROXIMATELY 3 PAGES DESCRIBING THE ACTIVITY FOR WHICH FUNDS ARE BEING REQUESTED; IF APPLYING FOR THE FIRST TIME, GIVE A BRIEF DESCRIPTION OF THE ORGANIZATION'S MISSION, PURPOSE AND GOALS. IN ADDITION, INCLUDE A PROJECT BUDGET AND A COPY OF THE ORGANIZATION'S 501(C)(3) RULING FROM THE IRS. APPLICANTS FOR CURATORIAL RESEARCH FELLOWSHIPS MUST APPLY THROUGH THEIR INSTITUTIONS AND MUST INCLUDE A LETTER OF SUPPORT FROM THE INSTITUTION'S DIRECTOR. PROPOSALS MAY BE SUBMITTED BY MAIL OR EMAIL.
    cAny submission deadlines:
    THE DEADLINES FOR PROPOSALS ARE MARCH 1ST AND SEPTEMBER 1ST.
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    NOTE THAT THE FOUNDATION IS UNABLE TO FUND PROPOSALS USING A FISCAL AGENT. THE FOUNDATION IS ALSO UNABLE TO MAKE GRANTS DIRECTLY TO INDIVIDUALS.
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 11
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    1708 GALLERY
    PO BOX 12520
    RICHMOND,VA23241     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 37,500
    A BLADE OF GRASS
    81 PROSPECT STREET
    BROOKLYN,NY11201     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ABRONS ART CENTER HENRY STREET SETTLEMENT
    265 HENRY STREET
    NEW YORK,NY10002     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ADDISON GALLERY OF AMERICAN ART PHILLIPS ACADEMY
    PHILLIPS ACADEMY
    ANDOVER,MA018104161     		N/A PC CATALOG TO ACCOMPANY "MEL KENDRICK: SEEING THINGS IN THINGS" EXHIBITION 10,000
    AFRICAN FILM FESTIVAL
    154 WEST 18TH STREET SUITE 2A
    NEW YORK,NY10011     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    AGGREGATE SPACE GALLERY
    801 W GRAND AVENUE
    OAKLAND,CA94607     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 45,000
    ALABAMA CONTEMPORARY ART CENTER
    301 CONTI STREET
    MOBILE,AL36602     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ALLIANCE OF ARTISTS COMMUNITIES
    144 WESTMINSTER STREET
    PROVIDENCE,RI02903     		N/A PC DIVERSITY AND LEADERSHIP INITIATIVES (OVER 2 YEARS) 60,000
    ANCHORAGE MUSEUM
    625 C STREET
    ANCHORAGE,AK99501     		N/A PC "FAST FORWARD" PROJECT 75,000
    ANTENNA PRESS STREET
    3718 ST CLAUDE AVENUE
    NEW ORLEANS,LA70117     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ARIZONA STATE UNIVERSITY ART MUSEUM
    PO BOX 872911
    TEMPE,AZ852872911     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 45,000
    ART IN GENERAL
    888 NEWARK AVENUE 348
    JERSEY CITY,NJ07306     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ART INSTITUTE OF CHICAGO
    111 SOUTH MICHIGAN AVENUE
    CHICAGO,IL606036110     		N/A PC "BARBARA KRUGER: THINKING OF YOU, I MEAN ME, I MEAN YOU" EXHIBITION 100,000
    ART PAPERS
    PO BOX 5748
    ATLANTA,GA31107     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ART21
    231 WEST 29TH STREET SUITE 706
    NEW YORK,NY10001     		N/A PC "ART IN THE TWENTY-FIRST CENTURY" (SEASON TEN) AND THE DIGITAL FILM SERIES "EXTENDED PLAY AND "NY CLOSE UP" 100,000
    ARTISTS IN RESIDENCE IN EVERGLADES
    5110 LAKEVIEW DRIVE
    MIAMI BEACH,FL33140     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    ARTISTS SPACE
    11 CORTLANDT ALLEY
    NEW YORK,NY10013     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ARTISTS' TELEVISION ACCESS
    992 VALENCIA
    SAN FRANCISCO,CA94110     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    ARTPACE
    445 NORTH MAIN AVENUE
    SAN ANTONIO,TX78205     		N/A PC ARTIST-IN-RESIDENCE PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ASIAN ART MUSEUM OF SAN FRANCISCO
    200 LARKIN STREET
    SAN FRANCISCO,CA94102     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: ABBY CHEN 50,000
    BEALL CENTER FOR ART AND TECHNOLOGY UNIVERSITY OF CALIFORNIA
    712 ARTS PLAZA
    IRVINE,CA926972775     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    BERKELEY ART MUSEUM AND PACIFIC FILM ARCHIVE UNIVERSITY OF CALIFORNIA
    2120 OXFORD STREET 2250
    BERKELEY,CA94720     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: SUSAN OXTOBY ($47,000); "NEW TIME: ART AND FEMINISMS IN THE 21ST CENTURY" EXHIBITION ($100,000) 147,000
    BETA-LOCAL
    PO BOX 9023697
    SAN JUAN,PR009023697     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    BIDOUN PROJECTS
    144 N7TH STREET 501
    BROOKLYN,NY11249     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 37,500
    BROOKLYN MUSEUM
    200 EASTERN PARKWAY
    BROOKLYN,NY112386052     		N/A PC "LORRAINE O'GRADY, BOTH/AND" EXHIBITION 100,000
    BURLINGTON CITY ARTS FOUNDATION INC
    135 CHURCH STREET
    BURLINGTON,VT05401     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    BURNAWAY
    928 PONCE DE LEON AVENUE SUITE 300
    ATLANTA,GA30306     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 17,500
    CANYON CINEMA FOUNDATION
    1777 YOSEMITE AVENUE SUITE 210
    SAN FRANCISCO,CA94124     		N/A PC CANYON CINEMA DISCOVERED PROJECT (OVER 2 YEARS) 30,000
    CARPENTER CENTER FOR THE VISUAL ARTS HARVARD UNIVERSITY
    24 QUINCY STREET
    CAMBRIDGE,MA02138     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CENTER FOR INDEPENDENT DOCUMENTARY
    1300 SOLDIERS FIELD ROAD SUITE 5
    BOSTON,MA02315     		N/A PC FILM ABOUT SHIRLEY CLARKE 100,000
    CENTER FOR WOMEN AND THEIR WORK
    1710 LAVACA STREET
    AUSTIN,TX78701     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 45,000
    CEPA GALLERY
    617 MAIN STREET 201
    BUFFALO,NY14203     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CHARLOTTE STREET FOUNDATION
    PO BOX 10263
    KANSAS CITY,MO64171     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CHINESE CULTURE FOUNDATION OF SAN FRANCISCO
    750 KEARNY STREET 3RD FLOOR
    SAN FRANCISCO,CA94108     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CLOCKSHOP
    2806 CLEARWATER STREET
    LOS ANGELES,CA90039     		N/A PC VISUAL ART COMMISSIONS (OVER 2 YEARS) 30,000
    COLEMAN CENTER FOR THE ARTS
    630 AVENUE A
    YORK,AL36925     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    COLORADO SPRINGS FINE ARTS CENTER AT COLORADO COLLEGE
    30 WEST DALE STREET
    COLORADO SPRINGS,CO80903     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: POLLY NORDSTRAND 45,000
    COMMITTEE ON GLOBAL THOUGHT COLUMBIA UNIVERSITY
    91 CLAREMONT AVENUE SUITE 513
    NEW YORK,NY10027     		N/A PC "POLITICS OF VISUAL ARTS IN A CHANGING WORLD" PROJECT 95,000
    CONTEMPORARY ART MUSEUM ST LOUIS
    3750 WASHINGTON BOULEVARD
    ST LOUIS,MO63108     		N/A PC "STORIES OF RESISTANCE" EXHIBITION 75,000
    COUNCIL ON FOUNDATIONS
    32 OLD SLIP 24TH FLOOR
    NEW YORK,NY10005     		N/A PC GENERAL SUPPORT 21,600
    CREATIVE CAPITAL FOUNDATION
    SUITE 1800 15 MAIDEN LANE
    NEW YORK,NY10038     		N/A PC ($1,500,000) GENERAL OPERATING SUPPORT; ($237,969) SUPPORT FOR 7TH YEAR RENT AND EXPENSES 1,737,969
    CUE ART FOUNDATION
    137 WEST 25TH STREET
    NEW YORK,NY10001     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    DENNISTON HILL
    43 DENNISON HILL ROAD
    WOODRIDGE,NY12789     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    DES MOINES ART CENTER
    4700 GRAND AVENUE
    DES MOINES,ID503122099     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    DIASPORA VIBE CULTURAL ARTS INCUBATOR
    686 NE 56TH STREET
    MIAMI,FL33137     		N/A PC INTER SECTIONALITY: DIASPORA ART FROM THE CREOLE CITY EXHIBITION 80,000
    DISJECTA INTERDISCIPLINARY ART CENTER
    8371 N INTERSTATE AVENUE
    PORTLAND,OR97217     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    DIVERSEWORKS
    3400 MAIN STREET SUITE 292
    HOUSTON,TX77002     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    EL MUSEO DEL BARRIO
    1230 FIFTH AVENUE
    NEW YORK,NY10029     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: OLGA VISO 50,000
    FOUNDATION FOR CONTEMPORARY ARTS
    820 GREENWICH STREET
    NEW YORK,NY10014     		N/A PC FOR THE COVID-19 RELIEF FUND 500,000
    GALLERY 400 AT THE UNIVERSITY OF ILLINOIS
    400 S PEORIA STREET MC 034
    CHICAGO,IL60607     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    HALLWALLS CONTEMPORARY ARTS CENTER
    341 DELAWARE AVENUE
    BUFFALO,NY14202     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    HUMAN RESOURCES
    410 COTTAGE HOME ST
    LOS ANGELES,CA90012     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    INDEPENDENT CURATORS INTERNATIONAL
    401 BROADWAY SUITE 1620
    NEW YORK,NY10013     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    INSTITUTE FOR RESEARCH IN ART CONTEMPORARY ART MUSEUM UNIVERSITY OF SOUTHE
    3702 SPECTRUM BLVD SUITE 100
    TAMPA,FL33612     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    INSTITUTE OF CONTEMPORARY ART MIAMI
    61 NE 41ST STREET
    MIAMI,FL33137     		N/A PC BETYE SAAR EXHIBITION 100,000
    INSTITUTE OF CONTEMPORARY ARTBOSTON
    25 HARBOR SHORE DRIVE
    BOSTON,MA02210     		N/A PC DEANA LAWSON EXHIBITION 100,000
    INTERNATIONAL CENTER OF PHOTOGRAPHY
    79 ESSEX STREET
    NEW YORK,NY10002     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: MARINA CHAO 40,000
    INTERNATIONAL STUDIO & CURATORIAL PROGRAM
    1040 METROPOLITAN AVENUE
    BROOKLYN,NY11211     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    KENTUCKY MUSEUM OF ART AND CRAFT
    715 WEST MAIN STREET
    LOUISVILLE,KY40202     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    LA FREEWAVES
    6522 HOLLYWOOD BLVD
    LOS ANGELES,CA90028     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: ANNE BRAY 50,000
    LAART
    7000 SANTA MONICA BLVD
    HOLLYWOOD,CA90038     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: CATHERINE TAFT 30,000
    LIGHT INDUSTRY
    155 FREEMAN STREET
    BROOKLYN,NY11222     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    LIGHT WORK
    316 WAVERLY AVENUE
    SYRACUSE,NY13244     		N/A PC ARTIST IN RESIDENCE PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    LIST VISUAL ARTS CENTER MASSACHUSETTS INSTITUTE OF TECHNOLOGY
    WIESNER BUILDING E15-109 20 AMES
    STREET
    CAMBRIDGE,MA02139     		N/A PC LIST PROJECTS EXHIBITION SERIES (OVER 2 YEARS) 50,000
    LOCUST PROJECTS
    3852 NORTH MIAMI AVENUE
    MIAMI,FL33127     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    LOS ANGELES CONTEMPORARY EXHIBITIONS
    6522 HOLLYWOOD BOULEVARD
    LOS ANGELES,CA90028     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    LOS ANGELES POVERTY DEPARTMENT
    PO BOX 26190
    LOS ANGELES,CA90026     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    LOWER MANHATTAN CULTURAL COUNCIL
    125 MAIDEN LANE 2ND FLOOR
    NEW YORK,NY10038     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    M12
    800 WEST 1ST AVENUE
    BROOMFIELD,CO80020     		N/A PC "LANDLINES INITIATIVE" (OVER 2 YEARS) 30,000
    MIDWAY CONTEMPORARY ART
    527 SECOND AVENUE SE
    MINNEAPOLIS,MT55414     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    MISSOULA ART MUSEUM
    335 N PATTEE STREET
    MISSOULA,MT59802     		N/A PC EXHIBITION SUPPORT FOR NATIVE ARTISTS (OVER 2 YEARS) 50,000
    MOVEMENT RESEARCH INC
    150 FIRST AVENUE
    NEW YORK,NY10009     		N/A PC FOR SUPPORT OF THE MOVEMENT RESEARCH PERFORMANCE JOURNAL 10,000
    MUSEUM OF CONTEMPORARY ART DENVER
    1485 DELGANY STREET
    DENVER,CO80202     		N/A PC "CITIZENSHIP" EXHIBITION 100,000
    MUSEUM OF CONTEMPORARY ART LOS ANGELES
    250 SOUTH GRAND AVENUE
    LOS ANGELES,CA90012     		N/A PC "TALA MADANI" EXHIBITION 100,000
    MUSEUM OF CONTEMPORARY ART TUCSON
    265 SOUTH CHURCH AVENUE
    TUCSON,AZ85701     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    MUSEUM OF TEXAS TECH UNIVERSITY
    PO BOX 43191
    LUBBOCK,TX79409     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: PETER S. BRIGGS 49,000
    NATIONAL COALITION AGAINST CENSORSHIP
    19 FULTON STREET SUITE 407
    NEW YORK,NY10038     		N/A PC ARTS ADVOCACY PROJECT (OVER 2 YEARS) 75,000
    NEW MUSEUM
    235 BOWERY
    NEW YORK,NY10002     		N/A PC "GRIEF AND GREIVANCE: ART AND MOURNING IN AMERICA" EXHIBITION 100,000
    NEW ORLEANS FILM SOCIETY
    1215 PRYTANIA ST SUITE 423
    NEW ORLEANS,LA70130     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    NEW VENTURES FUND
    1201 CONNECTICUT AVENUE NW SUITE
    300
    WASHINGTON,DC20036     		N/A PC MEDIA DEMOCRACY FUND (OVER 2 YEARS) 50,000
    OAKLAND MUSEUM OF CALIFORNIA
    1000 OAK STREET
    OAKLAND,CA946074892     		N/A PC "MOTHERSHIP: AN EXPLORATION INTO AFROFUTURISM" EXHIBITION 75,000
    OKLAHOMA VISUAL ARTS COALITION
    1702 N SHARTEL AVENUE SUITE B
    OKLAHOMA CITY,OK73103     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    OUTSIDER FILM & ARTS FESTIVAL
    3702 ROBINSON AVE
    AUSTIN,TX78722     		N/A PC SUPPORT FOR THE "IN PLAIN SIGHT" PUBLIC PERFORMANCE 10,000
    PARTICIPANT INC
    253 EAST HOUSTON STREET
    NEW YORK,NY10002     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    PEN AMERICA
    588 BROADWAY
    NEW YORK,NY10012     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    PENNSYLVANIA ACADEMY OF THE FINE ARTS
    128 NORTH BROAD STREET
    PHILADELPHIA,PA19102     		N/A PC "JOAN SEMMEL: CENTERED" EXHIBITION 100,000
    PERFORMA
    100 WEST 23RD STREET 5TH FLOOR
    NEW YORK,NY10011     		N/A PC SUPPORT FOR PERFORMA 19 100,000
    PHILADELPHIA PHOTO ARTS CENTER
    1400 N AMERICAN STREET 103
    PHILADELPHIA,PA19122     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    PLAINS ART MUSEUM
    704 FIRST AVENUE NORTH
    FARGO,ND581082338     		N/A PC "HIGH VISIBILITY: ON LOCATION IN RURAL AMERICA" EXHIBITION 60,000
    PORTLAND INSTITUTE FOR CONTEMPORARY ARTS
    15 NE HANCOCK ST
    PORTLAND,OR97212     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    PORTLAND MUSEUM OF ART
    7 CONGRESS SQUARE
    PORTLAND,ME04101     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: JAIME DESIMONE 50,000
    PRIMARY INFORMATION
    155 FREEMAN STREET GROUND FLOOR
    BROOKLYN,NY11222     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    PRINTED MATTER
    231 11TH AVENUE
    NEW YORK,NY10001     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    PROJECT ROW HOUSES
    2521 HOLMAN STREET
    HOUSTON,TX77004     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    RAIR
    7333 MILNOR STREET
    PHILADELPHIA,PA19136     		N/A PC RESIDENCY PROGRAM SUPPORT (OVER 2 YEARS) 42,500
    REAL ART WAYS
    56 ARBOR STREET
    HARTFORD,CT06106     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    RECESS
    46 WASHINGTON AVENUE
    BROOKLYN,NY11205     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ROCKEFELLER PHILANTHROPY ADVISORS
    6 WEST 48TH STREET 10TH FLOOR
    NEW YORK,NY10036     		N/A PC FOR UPSTART CO-LAB'S CONVENING 10,000
    ROOT DIVISION
    1131 MISSION STREET
    SAN FRANCISCO,CA94103     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SAN FRANCISCO ART INSTITUTE
    800 CHESTNUT STREET
    SAN FRANCISCO,CA941332299     		N/A PC "CARLOS VILLA: A RETROSPECTIVE OF RITUAL AND ACTION" EXHIBITION 100,000
    SAN FRANCISCO MUSEUM OF MODERN ART
    151 THIRD STREET
    SAN FRANCISCO,CA941033159     		N/A PC "DAWOUD BEY: AN AMERICAN PROJECT" EXHIBITION 100,000
    SAN JOSE MUSEUM OF ART
    110 SOUTH MARKET STREET
    SAN JOSE,CA95113     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: LAUREN SCHELL DICKENS 50,000
    SANTA FE ART INSTITUTE
    PO BOX 24044
    SANTA FE,NM87502     		N/A PC SFAI INTERNATIONAL RESIDENCY PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SCULPTURECENTER
    44-19 PURVES STREET
    LONG ISLAND CITY,NY11101     		N/A PC CURATORIAL RESEARCH FELLOWSHIP: SOHRAB MOHEBBI 28,000
    SILVER EYE CENTER FOR PHOTOGRAPHY
    4808 PENN AVENUE
    PITTSBURGH,PA15224     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SLOUGHT FOUNDATION
    4017 WALNUT STREET
    PHILADELPHIA,PA191043513     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    SOCRATES SCULPTURE PARK INC
    PO BOX 6259
    LONG ISLAND CITY,NY11106     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SOUTHERN EXPOSURE
    3030 20TH STREET
    SAN FRANCISCO,CA94110     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SPACE GALLERY
    538 CONGRESS STREET
    PORTLAND,ME04101     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    STAMPS GALLERY UNIVERSITY OF MICHIGAN
    201 SOUTH DIVISION STREET
    ANN ARBOR,MI48104     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    STANLEE AND GERALD RUBIN CENTER UNIVERSITY OF TEXAS AT EL PASO
    500 WEST UNIVERSITY AVENUE
    EL PASO,TX79968     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SWISS INSTITUTENY
    117 2ND AVENUE 2ND FLOOR
    NEW YORK,NY10003     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE ANDY WARHOL MUSEUM
    117 SANDUSKY STREET
    PITTSBURGH,PA152125890     		N/A PC GENERAL OPERATING SUPPORT 434,000
    THE ASPEN INSTITUTE
    2300 N STREET NW SUITE 700
    WASHINGTON,DC20037     		N/A PC SUPPORT OF THE NEW PUBLICATION "ARTISTS AND THEIR FOUNDATIONS" 10,000
    THE CENTER FOR LAND USE INTERPRETATION
    9331 VENICE BOULEVARD
    CULVER CITY,CA90232     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE DRAWING CENTER
    35 WOOSTER STREET
    NEW YORK,NY10013     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    THE JANE VOORHEES ZIMMERLI ART MUSEUM RUTGERS UNIVERSITY
    71 HAMILTON STREET
    NEW BRUNSWICK,NJ089011248     		N/A PC "ANGELA IS HAPPENING! ANGELA DAVIS: IMAGE AND TEXT" EXHIBITION 50,000
    THE LAB
    2948 16TH STREET
    SAN FRANCISCO,CA94103     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE LAUNDROMAT PROJECT
    PO BOX 472917
    BROOKLYN,NY11247     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE MISTAKE ROOM
    1811 E 20TH STREET
    LOS ANGELES,CA90058     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE MORGAN LIBRARY & MUSEUM
    225 MADISON AVENUE
    NEW YORK,NY100163205     		N/A PC "WRITING A CHRYSANTHEMUM: THE WRITINGS OF RICK BARTON" EXHIBITION 60,000
    THE NATURE CONSERVANCY INC
    PO BOX 5125
    EAST HAMPTON,NY11937     		N/A PC SUPPORT FOR THE 2019ANDY WARHOL PRESERVE VISUAL ARTS PROGRAM 22,500
    THE PARRISH ART MUSEUM
    279 MONTAUK HIGHWAY
    WATER MILL,NY11976     		N/A PC SUPPORT FOR TWO EXHIBITIONS "TELLING STORIES AND " PLATFORM: TOMASHI JACKSON" 100,000
    THE PHILLIPS COLLECTION
    1600 21ST STREET NW
    WASHINGTON,DC200091090     		N/A PC "MOIRA DRYER: BACK IN BUSINESS" EXHIBITION 75,000
    THE QUEENS MUSEUM
    FLUSHING MEADOWS CORONA PARK
    QUEENS,NY113683398     		N/A PC "AFTER THE PLASTER FOUNDATION" EXHIBITION 75,000
    THE UNDERGROUND MUSEUM
    3508 W WASHINGTON BLVD
    LOS ANGELES,CA90018     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE UTAH MUSEUM OF CONTEMPORARY ART
    20 SOUTH WEST TEMPLE
    SALT LAKE CITY,UT84101     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE VELASLAVASAY PANORAMA
    1122 WEST 24TH STREET
    LOS ANGELES,CA90007     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    TIMES SQUARE ALLIANCE
    1560 BROADWAY SUITE 800
    NEW YORK,NY10036     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    TRANSFORMER
    1404 P STREET NW
    WASHINGTON,DC20005     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    TRIPLE CANOPY
    264 CANAL STREET 3W
    NEW YORK,NY10013     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    US BIENNIAL INC
    PO BOX 58800
    NEW ORLEANS,LA70158     		N/A PC SUPPORT FOR PROSPECT.5 150,000
    UCLA ART & GLOBAL HEALTH CENTER
    120 WESTWOOD PLAZA STE 150
    LOS ANGELES,CA900951608     		N/A PC FOR THE PUBLICATION OF "THROUGH POSITIVE EYES" 10,000
    UCLA HAMMER MUSEUM
    10899 WILSHIRE BOULEVARD
    LOS ANGELES,CA90024     		N/A PC "NO HUMANS INVOLVED" EXHIBITION 100,000
    UNITED STATES ARTISTS
    200 WEST MADISON STREET FL 3
    CHICAGO,IL60606     		N/A PC ARTISTS RELIEF FUND *COVID-19 EMERGENCY GRANT 250,000
    UNIVERSITY GALLERIES ILLINOIS STATE UNIVERSITY
    CAMPUS BOX 5600
    NORMAL,IL617905600     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    UTAH MUSEUM OF FINE ARTS UNIVERSITY OF UTAH
    410 CAMPUS CENTER DRIVE
    SALT LAKE CITY,UT841120350     		N/A PC "AIR" EXHIBITION 80,000
    VINCENT PRICE ART MUSEUM EAST LOS ANGELES COLLEGE FOUNDATION
    1301 AVENIDA CESAR CHAVEZ
    MONTEREY PARK,CA917546099     		N/A PC "SONIDXS: AUDIO CULTURE IN LATINX ART" EXHIBITION 50,000
    VISUAL AIDS
    526 WEST 26TH STREET NO 510
    NEW YORK,NY10001     		N/A PC THREE PUBLICATION PROJECTS (OVER 2 YEARS) 40,000
    VISUAL ARTS CENTER THE UNIVERSITY OF TEXAS AT AUSTIN
    PO BOX 7458
    AUSTIN,TX78713     		N/A PC "SOCIAL FABRIC: ART AND ACTIVISM IN CONTEMPORARY BRAZIL" EXHIBTION 75,000
    WASHINGTON PROJECT FOR THE ARTS
    2124 8TH STREET NW
    WASHINGTON,DC20001     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    WHITE COLUMNS
    320 WEST 13TH STREET
    NEW YORK,NY10014     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    WHITNEY MUSEUM OF AMERICAN ART
    99 GANSEVOORT STREET
    NEW YORK,NY10014     		N/A PC JULIE MEHRETU EXHIBITION 100,000
    WOMENS CENTER FOR CREATIVE WORK
    2425 GLOVER PLACE
    LOS ANGELES,CA90031     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    WOMENS STUDIO WORKSHOP
    PO BOX 489
    ROSENDALE,NY12472     		N/A PC ARTIST-IN-RESIDENCE PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ZILKHA GALLERY CENTER FOR THE ARTS WESLEYAN UNIVERSITY
    283 WASHINGTON TERRACE
    MIDDLETOWN,CT06459     		N/A PC FOR THE PUBLICATION ACCOMPANYING THE "DIANE SIMPSON: CARDBOARD-PLUS, 1977-1980" EXHIBITION 10,000
    CREATIVE CAPITAL FOUNDATION
    SUITE 1800 15 MAIDEN LANE
    NEW YORK,NY10038     		N/A PC ARTS WRITERS INITIATIVE 1,090,000
    COMMON FIELD
    PO BOX 26202
    LOS ANGELES,CA90026     		N/A PC COMMON FIELD INITIATIVE 500,000
    DIVERSEWORKS
    3400 MAIN STREET SUITE 292
    HOUSTON,TX77002     		N/A PC WARHOL INITIATIVE 100,000
    516 ARTS
    PO BOX 4570
    ALBUQUERQUE,NM87196     		N/A PC WARHOL INITIATIVE 100,000
    MIDWAY CONTEMPORARY ART
    527 SECOND AVENUE SE
    MINNEAPOLIS,MN55414     		N/A PC WARHOL INITIATIVE 100,000
    PORTLAND INSTITUTE FOR CONTEMPORARY ART
    15 NE HANCOCK ST
    PORTLAND,OR97212     		N/A PC WARHOL INITIATIVE 100,000
    SPACE GALLERY
    538 CONGRESS STREET
    PORTLAND,ME04101     		N/A PC WARHOL INITIATIVE 100,000
    WASHINGTON PROJECT FOR THE ARTS
    2124 8TH STREET NW
    WASHINGTON,DC20001     		N/A PC WARHOL INITIATIVE 100,000
    ANTENNA PRESS STREET
    3718 ST CLAUDE AVENUE
    NEW ORLEANS,LA70117     		N/A PC WARHOL INITIATIVE 100,000
    BALTIMORE ARTS REALTY CORPORATION
    2519 N CHARLES STREET
    BALTIMORE,MD21218     		N/A PC WARHOL INITIATIVE 100,000
    CHARLOTTE STREET FOUNDATION
    PO BOX 10263
    KANSAS CITY,MO64171     		N/A PC WARHOL INITIATIVE 100,000
    LOCUST PROJECTS
    3852 NORTH MIAMI AVENUE
    MIAMI,FL33127     		N/A PC WARHOL INITIATIVE 100,000
    REDLINE CONTEMPORARY ART CENTER
    2350 ARAPAHOE STREET
    DENVER,CO80205     		N/A PC WARHOL INITIATIVE 100,000
    SOUTHERN EXPOSURE
    3030 20TH STREET
    SAN FRANCISCO,CA94110     		N/A PC WARHOL INITIATIVE 100,000
    SPACES
    2900 DETROIT AVENUE
    CLEVELAND,OH44113     		N/A PC WARHOL INITIATIVE 100,000
    TEMPLE CONTEMPORARYTYLER SCHOOL OF ART TEMPLE U
    2001 NORTH 13TH STREET
    PHILADELPHIA,PA19122     		N/A PC WARHOL INITIATIVE 100,000
    THE LUMINARY
    2701 CHEROKEE STREET
    ST LOUIS,MO63118     		N/A PC WARHOL INITIATIVE 100,000
    THREEWALLS
    2738 W NORTH AVENUE
    CHICAGO,IL60647     		N/A PC WARHOL INITIATIVE 100,000
    BLAFFER ART MUSEUM UNIVERSITY OF HOUSTON
    120 FINE ARTS BUILDING
    HOUSTON,TX772044018     		N/A NC (EXPENDITURE RESPONSIBILITY GRANT - SEE STATEMENT 12) PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE LEBANESE ASSOCAITION FOR PLASTIC ARTS ASHKAL ALWAN
    JISR AL WATI
    BEIRUT   2066-8421
    LE     		N/A NC (EXPENDITURE RESPONSIBILITY GRANT - SEE STATEMENT 12) PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE POWER PLANT
    231 QUEENS QUAY WEST
    TORONTO,ONTARIOM5J 2G8
    CA     		N/A NC (EXPENDITURE RESPONSIBILITY GRANT - SEE STATEMENT 12) "ARCTIC/AMAZON" EXHIBITION 100,000
    Total .................................bullet 3a 14,035,069
    bApproved for future payment
    1708 GALLERY
    PO BOX 12520
    RICHMOND,VA23241     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 37,500
    A BLADE OF GRASS
    81 PROSPECT STREET
    BROOKLYN,NY11201     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ABRONS ART CENTER HENRY STREET SETTLEMENT
    265 HENRY STREET
    NEW YORK,NY10002     		N/A PC CURATORIAL - VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ALABAMA CONTEMPORARY ART CENTER
    301 CONTI STREET
    MOBILE,AL36602     		N/A PC CURATORIAL - PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    ARIZONA STATE UNIVERSITY ART MUSEUM
    PO BOX 872911
    TEMPE,AZ852872911     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 45,000
    ARTISTS' TELEVISION ACCESS
    992 VALENCIA
    SAN FRANCISCO,CA94110     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    BEALL CENTER FOR ART AND TECHNOLOGY UNIVERSITY OF CALIFORNIA
    712 ARTS PLAZA
    IRVINE,CA926972775     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    BIDOUN PROJECTS
    144 N7TH STREET 501
    BROOKLYN,NY11249     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 37,500
    BLAFFER ART MUSEUM UNIVERSITY OF HOUSTON
    120 FINE ARTS BUILDING
    HOUSTON,TX772044018     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CANYON CINEMA FOUNDATION
    1777 YOSEMITE AVENUE SUITE 210
    SAN FRANCISCO,CA94124     		N/A PC CANYON CINEMA DISCOVERED PROJECT (OVER 2 YEARS) 30,000
    CARPENTER CENTER FOR THE VISUAL ARTS HARVARD UNIVERSITY
    24 QUINCY STREET
    CAMBRIDGE,MA02138     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CEPA GALLERY
    617 MAIN STREET 201
    BUFFALO,NY14203     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CHARLOTTE STREET FOUNDATION
    PO BOX 10263
    KANSAS CITY,MO64171     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    CLOCKSHOP
    2806 CLEARWATER STREET
    LOS ANGELES,CA90039     		N/A PC VISUAL ART COMMISSIONS (OVER 2 YEARS) 30,000
    COLEMAN CENTER FOR THE ARTS
    630 AVENUE A
    YORK,AL36925     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    CREATIVE CAPITAL FOUNDATION
    SUITE 1800 15 MAIDEN LANE
    NEW YORK,NY10038     		N/A PC ($1,500,000) GENERAL OPERATING SUPPORT; ($237,969) SUPPORT FOR 7TH YEAR RENT AND EXPENSES 26,760
    CUE ART FOUNDATION
    137 WEST 25TH STREET
    NEW YORK,NY10001     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    DENNISTON HILL
    43 DENNISON HILL ROAD
    WOODRIDGE,NY12789     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    DISJECTA INTERDISCIPLINARY ART CENTER
    8371 N INTERSTATE AVENUE
    PORTLAND,OR97217     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    HUMAN RESOURCES
    410 COTTAGE HOME ST
    LOS ANGELES,CA90012     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    INDEPENDENT CURATORS INTERNATIONAL
    401 BROADWAY SUITE 1620
    NEW YORK,NY10013     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    INSTITUTE FOR RESEARCH IN ART CONTEMPORARY ART MUSEUM UNIVERSITY OF SOUTHE
    3702 SPECTRUM BLVD SUITE 100
    TAMPA,FL33612     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    INTERMEDIA ARTS
    2822 LYNDALE AVENUE SOUTH
    MINNEAPOLIS,MN554082108     		N/A PC IMPACT INITIATIVE 40,000
    LIGHT WORK
    316 WAVERLY AVENUE
    SYRACUSE,NY13244     		N/A PC ARTIST IN RESIDENCE PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    LOCUST PROJECTS
    3852 NORTH MIAMI AVENUE
    MIAMI,FL33127     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    LOWER MANHATTAN CULTURAL COUNCIL
    125 MAIDEN LANE 2ND FLOOR
    NEW YORK,NY10038     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    M12
    800 WEST 1ST AVENUE
    BROOMFIELD,CO80020     		N/A PC "LANDLINES INITIATIVE" (OVER 2 YEARS) 30,000
    MISSOULA ART MUSEUM
    335 N PATTEE STREET
    MISSOULA,MT59802     		N/A PC EXHIBITION SUPPORT FOR NATIVE ARTISTS (OVER 2 YEARS) 50,000
    MUSEUM OF CONTEMPORARY ART TUCSON
    265 SOUTH CHURCH AVENUE
    TUCSON,AZ85701     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    NATIONAL COALITION AGAINST CENSORSHIP
    19 FULTON STREET SUITE 407
    NEW YORK,NY10038     		N/A PC ARTS ADVOCACY PROJECT (OVER 2 YEARS) 75,000
    NEW ORLEANS FILM SOCIETY
    1215 PRYTANIA ST SUITE 423
    NEW ORLEANS,LA70130     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    OKLAHOMA VISUAL ARTS COALITION
    1702 N SHARTEL AVENUE SUITE B
    OKLAHOMA CITY,OK73103     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    PARTICIPANT INC
    253 EAST HOUSTON STREET
    NEW YORK,NY10002     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    PRIMARY INFORMATION
    155 FREEMAN STREET GROUND FLOOR
    BROOKLYN,NY11222     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    PRINTED MATTER
    231 11TH AVENUE
    NEW YORK,NY10001     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    REAL ART WAYS
    56 ARBOR STREET
    HARTFORD,CT06106     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SILVER EYE CENTER FOR PHOTOGRAPHY
    4808 PENN AVENUE
    PITTSBURGH,PA15224     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SOUTHERN EXPOSURE
    3030 20TH STREET
    SAN FRANCISCO,CA94110     		N/A PC VISUAL ARTS PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    STAMPS GALLERY UNIVERSITY OF MICHIGAN
    201 SOUTH DIVISION STREET
    ANN ARBOR,MI48104     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    STANLEE AND GERALD RUBIN CENTER UNIVERSITY OF TEXAS AT EL PASO
    500 WEST UNIVERSITY AVENUE
    EL PASO,TX79968     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    SWISS INSTITUTENY
    117 2ND AVENUE 2ND FLOOR
    NEW YORK,NY10003     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE CENTER FOR LAND USE INTERPRETATION
    9331 VENICE BOULEVARD
    CULVER CITY,CA90232     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE DRAWING CENTER
    35 WOOSTER STREET
    NEW YORK,NY10013     		N/A PC EXHIBITION PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    THE LAB
    2948 16TH STREET
    SAN FRANCISCO,CA94103     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE LAUNDROMAT PROJECT
    PO BOX 472917
    BROOKLYN,NY11247     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    THE VELASLAVASAY PANORAMA
    1122 WEST 24TH STREET
    LOS ANGELES,CA90007     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 30,000
    TRANSFORMER
    1404 P STREET NW
    WASHINGTON,DC20005     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    TRIPLE CANOPY
    264 CANAL STREET 3W
    NEW YORK,NY10013     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 60,000
    UNIVERSITY GALLERIES ILLINOIS STATE UNIVERSITY
    CAMPUS BOX 5600
    NORMAL,IL617905600     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 50,000
    WHITE COLUMNS
    320 WEST 13TH STREET
    NEW YORK,NY10014     		N/A PC PROGRAM SUPPORT (OVER 2 YEARS) 40,000
    WARHOL INITIATIVE
    65 BLEECKER ST 7TH FL
    NEW YORK,NY10012     		N/A PC WARHOL INIATIVE - TOTAL APPROVED GRANTS TO BE PAID IN THE FUTURE 241,765
    ART WRITERS INITATIVE
    65 BLEECKER ST 7TH FL
    NEW YORK,NY10012     		N/A PC ARTS WRITERS INITIATIVE - TOTAL APPROVED GRANTS TO BE PAID IN THE FUTURE 424,185
    Total .................................bullet 3b 3,007,710
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........     		    14 98,384  
    4 Dividends and interest from securities....     14 2,060,007  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....          
    8 Gain or (loss) from sales of assets other than
    inventory ............     		    18 8,177,788  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aROYALTIES AND LICENSING FEES     		    15 3,439,708  
    bOTHER     18 47  
    cRETURNED GRANT         100,000
    dRETURNED LEGAL FEES     18 20,000  
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 13,795,934 100,000
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    13,895,934
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    11C RETURNED GRANT USED IN FURTHERANCE OF THE FOUNDATION'S EXEMPT PURPOSE
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
    b
    If "Yes," complete the following schedule.

    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


    		 Phone no.
    Form 990-PF (2019)
    Additional Data


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    Form 990PF - Special Condition Description:
    Special Condition Description