TY 2020 Form 990

(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)	(E) Reportable compensation from related organizations (W-2/1099-MISC)
(1) AVI VISWANATHAN...................................................................... CO-CHAIR	1.00 .................	X	X	0	0	0
(2) ELIZABETH COCO...................................................................... CO-CHAIR	1.00 .................	X	X	0	0	0
(3) ARLETA LITTLE...................................................................... TREASURER	1.00 .................	X	X	0	0	0
(4) MUNEER KARCHER-RAMOS...................................................................... SECRETARY	1.00 .................	X	X	0	0	0
(5) EBONY ADEDAYO...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(6) BILAL ALKATOUT...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(7) CAMILLE CYPRIAN...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(8) BILE DAAD...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(9) FILIBERTO NOLASCO GOMEZ...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(10) ALYSSA HAWKINS...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(11) PA CHUA VANG...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(12) JANIECE WATTS...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(13) ASALESOL YOUNG...................................................................... BOARD MEMBER	1.00 .................	X		0	0	0
(14) MARIA DE LA CRUZ...................................................................... PRESIDENT	41.00 .................		X	130,186	0	28,893
(15) JULIE REMMELTS...................................................................... CHIEF OPERATING OFFICER	41.00 .................		X	112,200	0	15,876

- TIN:

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

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization

HEADWATERS FOUNDATION FOR JUSTICE

Employer identification number

36-3359386

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 12, check only one box.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990 or 990-EZ).)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross 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.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box in lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations ...............................

Provide the following information about the supported organization(s).

(i) Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i) Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

For Paperwork Reduction Act Notice, see the Instructions for
Form 990 or 990-EZ.

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2020

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 failed to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..	2,137,063	3,166,245	2,488,718	6,924,265	13,311,485	28,027,776
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	2,137,063	3,166,245	2,488,718	6,924,265	13,311,485	28,027,776
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)..						16,078,009
6	Public support. Subtract line 5 from line 4.						11,949,767

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(f) Total
7	Amounts from line 4..	2,137,063	3,166,245	2,488,718	6,924,265	13,311,485	28,027,776
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	58,406	72,519	70,564	63,642	46,374	311,505
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..	176	884	96,268	444,695	313,491	855,514
11	Total support. Add lines 7 through 10						29,194,795

Gross receipts from related activities, etc. (see instructions) ..................

147,353

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here........................................ right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2020 (line 6, column (f) divided by line 11, column (f)) .........

40.930 %

Public support percentage for 2019 Schedule A, Part II, line 14 ...............

55.840 %

16a

33 1/3% support test—2020. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2019. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2020. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2019. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

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) 2020

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 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)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(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)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(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 VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization,
check this box and stop here............................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2020 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2019 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2020 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2019 Schedule A, Part III, line 17 .............

19a

331/3% support tests—2020. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2019. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow

Schedule A (Form 990 or 990-EZ) 2020

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked box 12a, of Part I, complete Sections A and B. If you checked box 12b, of Part I, complete Sections A and C. If you checked box 12c, of Part I, complete Sections A, D, and E. If you checked box12d, of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer lines 3b and 3c below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked box 12a or 12b in Part I, answer lines 4b and 4c below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer lines 5b and 5c below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons, as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined in line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined in line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Schedule A (Form 990 or 990-EZ) 2020

Page 5

Part IV

Supporting Organizations (continued)

Yes

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described in lines 11b and 11c below, the governing body of a supported organization?

11a

A family member of a person described in 11a above?

11b

A 35% controlled entity of a person described in line 11a or 11b above? If “Yes” to 11a, 11b, or 11c, provide detail in Part VI.

11c

Section B. Type I Supporting Organizations

Yes

Did the officers, directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in line 2 above, did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer lines 2a and 2b below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described in line 2a, above constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer lines 3a and 3b below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations?If "Yes" or "No", provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.

Schedule A (Form 990 or 990-EZ) 2020

Page 6

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970 (explain in Part VI). See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by 0.035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6

Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990 or 990-EZ) 2020

Page 7

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations(continued)

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes	1
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity	2
3 Administrative expenses paid to accomplish exempt purposes of supported organizations	3
4 Amounts paid to acquire exempt-use assets	4
5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI)	5
6 Other distributions (describe in Part VI). See instructions	6
7Total annual distributions. Add lines 1 through 6.	7
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions	8
9 Distributable amount for 2020 from Section C, line 6	9
10 Line 8 amount divided by Line 9 amount	10

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2020	(iii) Distributable Amount for 2020
1 Distributable amount for 2020 from Section C, line 6
2 Underdistributions, if any, for years prior to 2019 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2020:
a From 2015.......
b From 2016.......
c From 2017.......
d From 2018.......
e From 2019.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2020 distributable amount
i Carryover from 2015 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.
4Distributions for 2020 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2020 distributable amount
c Remainder. Subtract lines 4a and 4b from line 4.
5 Remaining underdistributions for years prior to 2020, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions.
6 Remaining underdistributions for 2020. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions.
7 Excess distributions carryover to 2021. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2016.....
b Excess from 2017.....
c Excess from 2018.....
d Excess from 2019.....
e Excess from 2020.....

Schedule A (Form 990 or 990-EZ) (2020)

Schedule A (Form 990 or 990-EZ) 2020

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation
SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME:	MISCELLANEOUS REVENUE - 2016 AMOUNT: $ 176. 2017 AMOUNT: $ 884. 2018 AMOUNT: $ 96,268. 2019 AMOUNT: $ 444,695. 2020 AMOUNT: $ 313,491.

Schedule A (Form 990 or 990-EZ) 2020

Additional Data

Software ID:
Software Version:

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2020

Name of the organization

HEADWATERS FOUNDATION FOR JUSTICE

Employer identification number

36-3359386

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or other property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Don't complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Arrow Bullet

Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2020)

Schedule B (Form 990, 990-EZ, or 990-PF) (2020) Page 2

Name of organization HEADWATERS FOUNDATION FOR JUSTICE

Part I Contributors	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	,	$ RESTRICTED	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2020)

Schedule B (Form 990, 990-EZ, or 990-PF) (2020)

Page 3

Name of organization HEADWATERS FOUNDATION FOR JUSTICE		Employer identification number 36-3359386

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) (2020)

Schedule B (Form 990, 990-EZ, or 990-PF) (2020)

Page 4


Name of organization HEADWATERS FOUNDATION FOR JUSTICE			Employer identification number 36-3359386
Part III Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) $ Use duplicate copies of Part III if additional space is needed.

(a)
No. from Part I

(b) Purpose 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

(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

(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

(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) (2020)

Additional Data

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SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," on 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

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2020

Open to Public Inspection

Name of the organization

HEADWATERS FOUNDATION FOR JUSTICE

Employer identification number

36-3359386

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.

		(a) Donor advised funds
1	Total number at end of year .........	13
2	Aggregate value of contributions to (during year)	982,747
3	Aggregate value of grants from (during year)	866,542
4	Aggregate value at end of year ........	693,550

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? ............

Yes No

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? ...................................

Yes No

Part II

Conservation Easements.
Complete if the organization answered "Yes" on Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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.


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 7/25/06, and not on a historic structure listed in the National Register ...	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

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)? .............................

Yes No

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" on Form 990, Part IV, line 8.

If the organization elected, as permitted under FASB 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.

If the organization elected, as permitted under FASB 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)

Revenue included on Form 990, Part VIII, line 1 ......................... SchDMd Bullet

(ii)

Assets included in Form 990, Part X ............................... SchDMd Bullet

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 FASB ASC 958 relating to these items:

Revenue included on Form 990, Part VIII, line 1 .......................... SchDMd Bullet

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) 2020

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

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):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

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?...

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No


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

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ...

Yes No

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" on Form 990, Part IV, line 10.

		(a) Current year	(b) Prior year	(c) Two years back	(d) Three years back	(e) Four years back

1a	Beginning of year balance ....	4,916,948	4,928,758	4,927,603	4,460,372	4,172,535
b	Contributions ...
c	Net investment earnings, gains, and losses	1,237,537	172,738	195,745	400,628	482,512
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...	276,641	184,548	194,590	189,802	194,675
f	Administrative expenses ....
g	End of year balance ......	5,877,844	4,916,948	4,928,758	4,927,603	4,460,372

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment SchDMd Bullet

0 %

Permanent endowment SchDMd Bullet

78.391 %

Term endowment SchDMd Bullet

21.609 %

The percentages on lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) Unrelated organizations .......................

3a(i)

Yes

(ii) Related organizations .......................

3a(ii)

If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........

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" on 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 .....
b	Buildings ....
c	Leasehold improvements	191,932	14,395	177,537
d	Equipment ....	14,753	14,753	0
e	Other .....
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				177,537

Schedule D (Form 990) 2020

Page 3

Part VII

Investments - Other Securities.
Complete if the organization answered "Yes" on 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........
(3)Other
(B)
(C)
(D)
(E)
(F)
(G)
(H)
(I)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)

Part VIII

Investments - Program Related. Complete if the organization answered 'Yes' on 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

(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value
(1)INTEREST IN THE NET ASSETS OF THE MINNEAPOLIS FOUNDATION				1,296,757
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				1,296,757

Part X

Other Liabilities.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability	(b) Book value
(1) Federal income taxes

(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)
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) 2020

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......			1	14,974,596
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a	820,472
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	289,192
e	Add lines 2a through 2d .....................			2e	1,109,664
3	Subtract line 2e from line 1..................			3	13,864,932
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	0
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	13,864,932

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........		1	5,774,182
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	0
3	Subtract line 2e from line 1...................		3	5,774,182
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	0
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5	5,774,182

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 V, LINE 4:	THE FOUNDATION MAINTAINS THE ENDOWMENT TO SUPPORT GENERAL OPERATIONS AND FUND GRANTMAKING FOR THE BENEFIT OF INDIGENOUS LEAD GROUPS IN MINNESOTA AND WISCONSIN.
PART X, LINE 2:	THE FOUNDATION IS TAX EXEMPT UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) AND MINNESOTA STATUTE 290.05. IT IS CLASSIFIED AS A FOUNDATION THAT IS NOT A PRIVATE FOUNDATION UNDER SECTION 509(A)(1) OF THE IRC AND CONTRIBUTIONS BY DONORS ARE TAX DEDUCTIBLE. THE FOUNDATION FOLLOWS ACCOUNTING STANDARDS FOR UNCERTAIN TAX POSITIONS AND FILES AS A TAX-EXEMPT ORGANIZATION. DURING 2021 AND 2020, THE FOUNDATION HAS NOT RECOGNIZED ANY LIABILITY FOR UNCERTAIN TAX POSITIONS. THE FOUNDATION'S TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL AND STATE AUTHORITIES.
PART XI, LINE 2D - OTHER ADJUSTMENTS:	CHANGE IN BENEFICIAL INTEREST IN THE MINNEAPOLIS FOUNDATION FUND 289,192.

Schedule D (Form 990) 2020

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Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," on Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization
HEADWATERS FOUNDATION FOR JUSTICE

Employer identification number
36-3359386

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ........................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient

that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC section (if applicable)	(d) Amount of cash grant	(f) Method of valuation (book, FMV, appraisal, other)	(g) Description of noncash assistance	(h) Purpose of grant or assistance
(1) AFRICAN CAREER AND EDUCATION RESOURCE INC 6800 78TH AVENUE N SUITE 101 BROOKLYN PARK,MN55445	47-1207676	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(2) AL MAA'UUN 1729 LYNDALE AVENUE MINNEAPOLIS,MN55411	27-1893708	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(3) ALLIANCE FOR METROPOLITAN STABILITY 2525 E FRANKLIN AVENUE SUITE 200 MINNEAPOLIS,MN55406	41-1977419	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(4) AMAZE 1380 ENERGY LANE ST PAUL,MN55108	41-1972162	501C3	8,000	N/A	N/A	GENERAL OPERATING SUPPORT
(5) AMERICAN INDIAN COMMUNITY HOUSING ORGANIZATION 202 WEST 2ND STREET DULUTH,MN55802	41-1782394	501C3	90,000	N/A	N/A	GENERAL OPERATING SUPPORT
(6) ANANYA DANCE THEATRE PO BOX 2427 MINNEAPOLIS,MN55402	20-4261878	501C3	5,000	N/A	N/A	GENERAL OPERATING SUPPORT
(7) ASIAN AMERICAN ORGANIZING PROJECT 713 MINNEHAHA AVENUE E SUITE 313 ST PAUL,MN55106	38-3777419	501C3	115,000	N/A	N/A	GENERAL OPERATING SUPPORT
(8) ASIAN MINNESOTAN ALLIANCE FOR JUSTICE 941 LAFOND AVENUE SUITE 205 ST PAUL,MN55104	38-3777419	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(9) ASSOCIATION FOR BLACK ECONOMIC POWER 227 COLFAX AVE N MINNEAPOLIS,MN55405	81-5486146	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(10) ASTRAEA LESBIAN FOUNDATION FOR JUSTICE 116 EAST 16TH STREET 7TH FLOOR NEW YORK,NY10003	13-2992977	501C3	30,000	N/A	N/A	GENERAL OPERATING SUPPORT
(11) AWOOD CENTER 2511 E FRANKLIN AVE MINNEAPOLIS,MN55406	83-1170235	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(12) AYADA LEADS 615 1ST AVE NE SUITE 500 MINNEAPOLIS,MN55413	47-4294816	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(13) BDOTE LEARNING CENTER 3216 E 29TH ST MINNEAPOLIS,MN55406	27-3168843	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(14) BLACK IMMIGRANT COLLECTIVE 2100 STEVENS AVE S MINNEAPOLIS,MN55404	38-3777419	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(15) BLACK TABLE ARTS 2100 STEVENS AVE S MINNEAPOLIS,MN55404	38-3777420	501C3	105,000	N/A	N/A	GENERAL OPERATING SUPPORT
(16) BLACK VISIONS COLLECTIVE 705 RAYMOND AVE SUITE 100 ST PAUL,MN55114	41-1635130	501C3	100,000	N/A	N/A	GENERAL OPERATING SUPPORT
(17) BODY WISDOM 2273 TELEGRAPH AVENUE OAKLAND,CA94612	94-3153475	501C3	10,000	N/A	N/A	GENERAL OPERATING SUPPORT
(18) BREAST CANCER ACTION 548 MARKET ST PMB 17179 SAN FRANCISCO,CA94104	94-3138992	501C3	10,000	N/A	N/A	GENERAL OPERATING SUPPORT
(19) BUILDING DIGNITY AND RESPECT STANDARDS COUNCIL 2730 E 31ST ST MINNEAPOLIS,MN55406	83-2526232	501C3	45,000	N/A	N/A	GENERAL OPERATING SUPPORT
(20) CENTRAL AREA NEIGHBORHOOD DEVELOPMENT ORGANIZATION 3715 CHICAGO AVE MINNEAPOLIS,MN55407	20-1794339	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(21) CENTRO DE TRABAJADORES UNIDOS EN LA LUCHA 3715 CHICAGO AVE MINNEAPOLIS,MN55407	38-3828696	501C3	55,000	N/A	N/A	GENERAL OPERATING SUPPORT
(22) COMMUNITY MEMBERS FOR ENVIRONMENTAL JUSTICE 2007 N EMERSON AVE MINNEAPOLIS,MN55411	41-1851915	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(23) COOPERATION JACKSON PO BOX 1932 JACKSON,MS39215	47-1153202	501C3	10,000	N/A	N/A	GENERAL OPERATING SUPPORT
(24) COOPERATIVE COMMUNITY OF NEW WEST JACKSON 1908 GRENADA STREET JACKSON,MS39209	64-0564343	501C3	50,000	N/A	N/A	GENERAL OPERATING SUPPORT
(25) CORPORATE ACCOUNTABILITY 10 MILK STREET SUITE 610 BOSTON,MA02108	41-1322686	501C3	20,000	N/A	N/A	GENERAL OPERATING SUPPORT
(26) COUNCIL ON AMERICAN ISLAMIC RELATIONS -CAIR-MINNESOTA INC 2511 EAST FRANKLIN AVENUE SUITE 100 100 MINNEAPOLIS,MN55406	45-0553731	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(27) DAKHOTA IAPI OKHODAKICHIYE PO BOX 548 OSSEO,MN55369	46-3946313	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(28) DAKOTA WICOHAN 230 WEST SECOND STREET PO BOX 2 MORTON,MN56270	42-1552956	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(29) DREAM OF WILD HEALTH 1308 E FRANKLIN AVENUE MINNEAPOLIS,MN55404	41-1632662	501C3	105,000	N/A	N/A	GENERAL OPERATING SUPPORT
(30) EAST SIDE FREEDOM LIBRARY 1105 GREENBRIER STREET SAINT PAUL,MN55106	46-3794535	501C3	7,500	N/A	N/A	GENERAL OPERATING SUPPORT
(31) EDUCATION FOR LIBERATION MINNESOTA GREAT RIVER SCHOOL ST PAUL,MN55108	34-1975307	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(32) FAMILY TREE INC 1619 DAYTON AVE 205 ST PAUL,MN55104	23-7133742	501C3	200,000	N/A	N/A	INTEGRATIVE HEALTH SPACE
(33) FROGTOWN NEIGHBORHOOD ASSOCIATION 501 NORTH DALE STREET ST PAUL,MN55103	41-0963444	501C3	90,000	N/A	N/A	GENERAL OPERATING SUPPORT
(34) GOOD FOOD PURCHASING POLICY TWIN CITIES 821 E 35TH ST MINNEAPOLIS,MN55407	41-1466054	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(35) GRASSROOTS INDIGENOUS MULTIMEDIA 4120 45TH AVE S MINNEAPOLIS,MN55406	41-1962329	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(36) GREATER MINNEAPOLIS CRISIS NURSERY 4544 4TH AVENUE SOUTH MINNEAPOLIS,MN55419	41-1379021	501C3	7,500	N/A	N/A	GENERAL OPERATING SUPPORT
(37) HARRISON NEIGHBORHOOD ASSOCIATION 503 IRVING AVENUE NORTH MINNEAPOLS,MN55405	41-1490425	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(38) HMONG AMERICAN FARMERS ASSOCIATION 149 THOMPSON AVENUE EAST SUITE 210 WEST SAINT PAUL,MN55118	46-0928003	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(39) HONOR THE EARTH PO BOX 63 CALLAWAY,MN56521	45-4714238	501C3	40,000	N/A	N/A	GENERAL OPERATING SUPPORT
(40) HOUSING EQUITY NOW ST PAUL CO TAKE ACTION 332 MINNESOTA ST 1650 W ST PAUL,MN55101	20-3338691	501C4	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(41) INQUILINXS UNIDXS POR JUSTICIA 3715 CHICAGO AVE S MINNEAPOLIS,MN55407	47-4987940	501C3	115,000	N/A	N/A	GENERAL OPERATING SUPPORT
(42) JEWISH COMMUNITY ACTION 2375 UNIVERSITY AVE WEST ST PAUL,MN55114	41-1830619	501C3	10,000	N/A	N/A	GENERAL OPERATING SUPPORT
(43) JOYCE PRESCHOOL 3400 PARK AVENUE MINNEAPOLIS,MN55407	81-0594016	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(44) JUXTAPOSITION ARTS 2007 EMERSON AVE N MINNEAPOLIS,MN55411	41-1851915	501C3	60,000	N/A	N/A	GENERAL OPERATING SUPPORT
(45) MAIN STREET PROJECT 105 4TH STREET EAST SUITE 213 NORTHFIELD,MN55057	20-1788275	501C3	5,000	N/A	N/A	GENERAL OPERATING SUPPORT
(46) MAKOCE IKIKCUPI PO BOX 21 GRANITE FALLS,MN56241	47-4008717	501C3	15,000	N/A	N/A	DAKOTA LAND RECOVERY PROJECT
(47) MANIDOO OGITIGAAN 102 FIRST STREET WEST 110 BEMIDJI,MN56601	82-4771865	501C3	24,500	N/A	N/A	GENERAL OPERATING SUPPORT
(48) MIDWEST FARMERS OF COLOR COLLECTIVE 2161 UNIVERSITY AVE W SUITE 100 ST PAUL,MN55114	41-1466054	501C3	10,000	N/A	N/A	GENERAL OPERATING SUPPORT
(49) MIGIZI COMMUNICATIONS 3017 27TH AVENUE S MINNEAPOLIS,MN55406	41-1379114	501C3	110,000	N/A	N/A	GENERAL OPERATING SUPPORT
(50) MINNESOTA YOUTH COLLECTIVE 2161 UNIVERSITY AVE W SUITE 100 ST PAUL,MN55114	82-3554493	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(51) NATIVE AMERICAN COMMUNITY DEVELOPMENT INSTITUTE 1414 FRANKLIN AVENUE MINNEAPOLIS,MN55401	41-2117257	501C3	40,000	N/A	N/A	GENERAL OPERATING SUPPORT
(52) NATIVE GOVERNANCE CENTER 1730 NEW BRIGHTON BLVD MINNEAPOLIS,MN55413	47-4901644	501C3	105,000	N/A	N/A	GENERAL OPERATING SUPPORT
(53) NAVIGATE MN 1515 EAST LAKE STREET SUITE 202 MINNEAPOLIS,MN55407	45-3808452	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(54) NIIBI CENTER 607 MAIN AVE CALLAWAY,MN56521	81-4593567	501C3	105,000	N/A	N/A	GENERAL OPERATING SUPPORT
(55) OUTFRONT MINNESOTA COMMUNITY SERVICES 310 E 38TH STREET MINNEAPOLIS,MN55409	36-3550489	501C3	55,000	N/A	N/A	GENERAL OPERATING SUPPORT
(56) PEOPLE'S FUND C/O FAMILY TREE CLINIC ST PAUL,MN55104	23-7133742	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(57) POWDERHORN PARK NEIGHBORHOOD ASSOCIATION 821 EAST 35TH STREET MINNEAPOLIS,MN55407	41-1409426	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(58) PREVENTION HEALTH CARE AGENCY DBA ISUROON 1600 EAST LAKE STREET SUITE 1 MINNEAPOLIS,MN55407	42-1651737	501C3	30,000	N/A	N/A	GENERAL OPERATING SUPPORT
(59) PUBLIC FUNCTIONARY 1500 JACKSON STREET NE STUDIO 400 MINNEAPOLIS,MN55413	41-1890854	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(60) REDEEMER CENTER FOR LIFE 1800 GLENWOOD AVE MINNEAPOLIS,MN55405	41-1912560	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(61) RELATIONSHIPS EVOLVING POSSIBILITIES ( REP) 3010 E LAKE STREET MINNEAPOLIS,MN55406	23-7133742	501C3	40,000	N/A	N/A	GENERAL OPERATING SUPPORT
(62) RELEASEMN8 550 RICE ST SAINT PAUL,MN55103	81-0874603	501C3	115,000	N/A	N/A	GENERAL OPERATING SUPPORT
(63) RESOURCE GENERATION 1216 BROADWAY 2ND FLOOR NEW YORK,NY10001	27-1847561	501C3	20,000	N/A	N/A	GENERAL OPERATING SUPPORT
(64) RESTAURANT OPPORTUNITIES CENTER OF MINNESOTA (ROC-MN) 1624 HARMON PL 224 MINNEAPOLIS,MN55403	01-0939141	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(65) SOLIDAIRE NETWORK INC 1330 BROADWAY AVE 3RD FLOOR OAKLAND,CA94612	84-2130536	501C3	20,000	N/A	N/A	GENERAL OPERATING SUPPORT
(66) SOUTHSIDE HARM REDUCTION SERVICES 2214 11TH AVE S MINNEAPOLIS,MN55404	82-4602523	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(67) TAKEACTION MN 705 RAYMOND AVE STE 100 ST PAUL,MN55114	41-1635130	501C3	10,000	N/A	N/A	GENERAL OPERATING SUPPORT
(68) TENDING THE SOIL 3715 CHICAGO AVE MINNEAPOLIS,MN55407	38-3828696	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(69) THE FIELDS RETREAT AND LEARNING CENTER 13537 47TH ST NW ANNANDALE,MN55302	27-1709046	501C3	20,000	N/A	N/A	GENERAL OPERATING SUPPORT
(70) THE SEAD PROJECT 1007 W BROADWAY AVE MINNEAPOLIS,MN55411	47-4088420	501C3	90,000	N/A	N/A	GENERAL OPERATING SUPPORT
(71) THE SHALOM CENTER 6711 LINCOLN DRIVE PHILADELPHIA,PA19119	23-2424621	501C3	5,000	N/A	N/A	GENERAL OPERATING SUPPORT
(72) T'RUAH 266 W 37TH STREET SUITE 803 NEW YORK,NY10018	45-0464545	501C3	5,000	N/A	N/A	GENERAL OPERATING SUPPORT
(73) TRUARTSPEAKS 2285 UNIVERSITY AVENUE W 465 SAINT PAUL,MN55114	65-1264407	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(74) TWIN CITIES INCARCERATED WORKERS ORGANIZING COMMITTEE 1350 THOMPSON AVE 316 SOUTH ST PAUL,MN55075	47-5179896	501C3	75,000	N/A	N/A	GENERAL OPERATING SUPPORT
(75) UNICORN RIOT PO BOX 7472 MINNEAPOLIS,MN55407	47-3482047	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(76) UPTAKE INSTITUTE 1041 GRAND AVENUE-STE 354 SAINT PAUL,MN55105	26-3781377	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(77) VOICES FOR RACIAL JUSTICE 2525 E FRANKLIN AVENUE SUITE 301 MINNEAPOLIS,MN55406	41-1750116	501C3	30,000	N/A	N/A	BRIDGES PROGRAM
(78) WEST BROADWAY BUSINESS & AREA COALITION 1011 WEST BROADWAY AVE N SUITE 202 MINNEAPOLIS,MN55411	41-1985423	501C3	100,000	N/A	N/A	GENERAL OPERATING SUPPORT
(79) WEST SIDE CITIZENS ORGANIZATION 209 WEST PAGE STREET SAINT PAUL,MN55107	23-7447142	501C3	90,000	N/A	N/A	GENERAL OPERATING SUPPORT
(80) WHITE EARTH LAND RECOVERY PROJECT 607 MAIN AVENUE CALLAWAY,MN56521	41-1673625	501C3	15,000	N/A	N/A	GENERAL OPERATING SUPPORT
(81) WOMEN FOR POLITICAL CHANGE 2380 WYCLIFF ST B103 SAINT PAUL,MN55114	83-1526970	501C3	25,000	N/A	N/A	GENERAL OPERATING SUPPORT
(82) WOMEN'S ENVIRONMENTAL INSTITUTE PO BOX 128 NORTH BRANCH,MN55056	20-0312344	501C3	10,000	N/A	N/A	GENERAL OPERATING SUPPORT

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50055P

Schedule I (Form 990) 2020

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance	(b) Number of recipients	(c) Amount of cash grant	(d) Amount of noncash assistance	(e) Method of valuation (book, FMV, appraisal, other)	(f) Description of noncash assistance
(1)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

Supplemental Information. Provide the information required in Part I, line 2; Part III, column (b); and any other additional information.

Return Reference

Explanation

PART I, LINE 2:

WITH AN INITIAL APPLICATION, GROUPS MUST SUPPLY A COPY OF THE DETERMINATION LETTER, A LIST OF BOARD MEMBERS, BUDGET AND FINANCIAL INFORMATION, AND A WRITTEN NARRATIVE PROPOSAL ABOUT THE PROJECT. IF AN AWARD IS MADE, GROUPS MUST SIGN A GRANT AGREEMENT INDICATING THE TERMS OF THE GRANT AND REPORTING REQUIREMENTS. GROUPS MUST ALSO PROVIDE EVIDENCE OF CURRENT REGISTRATION WITH THE MINNESOTA ATTORNEY GENERAL'S CHARITY DIVISION. IF FUNDS ARE DISTRIBUTED TO A FISCAL AGENT, A LETTER IS REQUIRED FROM THAT ORGANIZATION INDICATING THE ORGANIZATION'S WILLINGNESS TO SERVE IN THAT CAPACITY. ORGANIZATIONS RECEIVING FUNDING ARE REQUIRED TO SUBMIT A FINAL REPORT ONE YEAR AFTER FUNDS WERE RECEIVED. ORGANIZATIONS THAT WERE FUNDED IN THE PREVIOUS YEAR ARE REQUIRED TO SUBMIT A SIX-MONTH PROGRESS REPORT WITH THEIR CURRENT APPLICATION. ORGANIZATIONS THAT WERE FUNDED PREVIOUSLY MUST HAVE ALL PROGRESS REPORTS SUBMITTED BEFORE ANY ADDITIONAL DOLLARS ARE GRANTED.

Schedule I (Form 990) 2020

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
Graphic Arrow

Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
Graphic Arrow

Attach to Form 990.
Graphic Arrow

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2020

Open to Public Inspection

Name of the organization

HEADWATERS FOUNDATION FOR JUSTICE

Employer identification number

36-3359386

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes on 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 .....

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 on Line 1a? ....

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.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

During the year, did any person listed on Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization:

Receive a severance payment or change-of-control payment? .............

Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........

Participate in, or receive payment from, an equity-based compensation arrangement? .........

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), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

The organization? ....................

Any related organization? .......................

If "Yes," on line 5a or 5b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

The organization? ..................

Any related organization? ......................

If "Yes," on line 6a or 6b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any nonfixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Were any amounts reported on 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 ..........................

If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50053T

Schedule J (Form 990) 2020

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 on 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 in column (B) reported as deferred on prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1MARIA DE LA CRUZ PRESIDENT	(i) (ii)	130,186 ------------- 0	0 ------------- 0	0 ------------- 0	0 ------------- 0	28,893 ------------- 0	159,079 ------------- 0	0 ------------- 0

Schedule J (Form 990) 2020

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

Schedule J (Form 990) 2020

Additional Data

Software ID:
Software Version:

- TIN:

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 990-EZ or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.
MediumBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization

HEADWATERS FOUNDATION FOR JUSTICE

Employer identification number

36-3359386

Return Reference	Explanation
FORM 990, PART III, LINE 1	THROUGH GRANTMAKING AND CAPACITY BUILDING SUPPORT TO GRASSROOTS ORGANIZATIONS, OUR GOAL IS TO FOSTER JUST AND SUSTAINABLE COMMUNITIES THAT EMBRACE SOCIAL, RACIAL, ECONOMIC AND ENVIRONMENTAL EQUITY. TO ACHIEVE THIS GOAL, ALL OF HEADWATERS' PROGRAMS ARE DESIGNED TO ADVANCE TWO OBJECTIVES: CHANGING SYSTEMS OF POWER, AND INCREASING THE POWER OF DISENFRANCHISED COMMUNITIES. OUR COMMUNITY-LED GRANTMAKING PROCESS IS THE TOUCHSTONE OF OUR FOUNDATION.
FORM 990, PART VI, SECTION A, LINE 1	THE EXECUTIVE COMMITTEE WILL CONSIST OF AT LEAST THE CHAIR AND VICE CHAIR, OR CO-CHAIRS, SECRETARY, TREASURER, AND ADDITIONAL DIRECTORS APPOINTED BY THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE SHALL ACT ONLY DURING THE INTERVALS BETWEEN MEETINGS OF THE BOARD OF DIRECTORS AND SHALL, AT ALL TIMES, BE SUBJECT TO THE CONTROL AND DIRECTION OF THE BOARD OF DIRECTORS. DURING SUCH INTERVALS AND SUBJECT TO SUCH CONTROL AND DIRECTION, THE EXECUTIVE COMMITTEE SHALL HAVE AND MAY EXERCISE ALL AUTHORITY AND POWERS OF THE BOARD OF DIRECTORS IN THE MANAGEMENT OF THE AFFAIRS OF THE CORPORATION, SUBJECT TO SUCH LIMITATIONS AS THE BOARD OF DIRECTORS MAY IMPOSE. THE EXECUTIVE COMMITTEE SHALL KEEP REGULAR MINUTES OF ITS PROCEEDINGS AND REPORT THE SAME TO THE BOARD OF DIRECTORS.
FORM 990, PART VI, SECTION B, LINE 11B	THE FINANCE COMMITTEE REVIEWS THE PREPARED FORM 990 AND THEN FORWARDS TO THE FULL BOARD FOR THEIR CONSIDERATION AND APPROVAL.
FORM 990, PART VI, SECTION B, LINE 12C	AS NEW BOARD AND KEY STAFF MEMBERS JOIN THE ORGANIZATION, THEY COMPLETE THE CONFLICT OF INTEREST FORM. AT THE START OF THE NEW FISCAL YEAR, ALL BOARD MEMBERS AND KEY STAFF MEMBERS COMPLETE THE CONFLICT OF INTEREST FORMS. A SUMMARY OF THE CONFLICTS IS GIVEN TO THE BOARD CO-CHAIRS. ANY CONTRACTS OR PAYMENTS MADE TO/WITH DIRECTORS MUST BE APPROVED BY THE BOARD. IF ANY CONFLICT OF INTEREST OR POTENTIAL CONFLICT OF INTEREST ARISES AFTER THE ANNUAL FORM IS FILLED OUT, THE INTERESTED DIRECTOR OR ANY DIRECTOR WITH KNOWLEDGE OF SUCH CONFLICT SHALL CALL IT TO THE ATTENTION OF THE BOARD PRIOR TO BOARD ACTION ON A DECISION INVOLVING THE CONFLICT OF INTEREST. WHEN THERE IS DOUBT AS TO WHETHER A CONFLICT OF INTEREST EXISTS, THE MATTER SHALL BE RESOLVED BY A VOTE OF THE BOARD, EXCLUDING THE PERSON WHO IS THE SUBJECT OF THE POSSIBLE CONFLICT OF INTEREST. IF A CONFLICT OF INTEREST DOES EXIST, THE BOARD MAY STILL AUTHORIZE, APPROVE, OR RATIFY A CONTRACT OR TRANSACTION IN GOOD FAITH BY THE AFFIRMATIVE VOTE OF A MAJORITY OF DIRECTORS; WITH THE CONFLICTED BOARD MEMBER ABSTAINING FROM THE VOTE. THE DIRECTOR WHO HAS A CONFLICT SHALL NOT PARTICIPATE IN THE BOARD'S DISCUSSION OF THE MATTER EXCEPT TO DISCLOSE MATERIAL FACTS AND TO RESPOND TO QUESTIONS. SUCH PERSON SHALL NOT ATTEMPT TO EXERT HIS OR HER PERSONAL INFLUENCE WITH RESPECT TO THE MATTER, EITHER AT OR OUTSIDE THE MEETING. THE DIRECTOR HAVING SUCH A CONFLICT SHALL NOT PARTICIPATE IN THE FINAL DELIBERATION OR DECISION REGARDING THE MATTER UNDER CONSIDERATION AND SHALL RETIRE FROM THE ROOM IN WHICH THE BOARD IS MEETING AFTER PROVIDING THE BOARD WITH ANY AND ALL RELEVANT INFORMATION. ANY DIRECTOR DISCLOSING A CONFLICT OF INTEREST MAY BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM AT A MEETING OF THE BOARD OR A COMMITTEE THEREOF. THE MINUTES OF THE MEETING OF THE BOARD OR COMMITTEE SHALL REFLECT THAT THE CONFLICT OF INTEREST WAS DISCLOSED AND THAT THE INTERESTED DIRECTOR WAS NOT PRESENT DURING THE FINAL DISCUSSION OR VOTE AND DID NOT VOTE ON THE MATTER.
FORM 990, PART VI, SECTION B, LINE 15	CHANGES TO THE PRESIDENT'S SALARY SHALL BE MADE BY THE EXECUTIVE COMMITTEE. IN REVIEWING THE COMPENSATION OF THE PRESIDENT, THE EXECUTIVE COMMITTEE OF THE HEADWATERS BOARD OF DIRECTORS UTILIZES THE FOLLOWING PROCESS: 1) IMPARTIAL DECISION MAKERS - THE COMPENSATION ARRANGEMENT MUST BE APPROVED IN ADVANCE (BEFORE ANY PAYMENT IS MADE) BY THE EXECUTIVE COMMITTEE COMPOSED ENTIRELY OF INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT. 2) COMPARABILITY DATA - WHEN THE EXECUTIVE COMMITTEE IS CONSIDERING COMPENSATION OF THE PRESIDENT, IT MUST RELY ON COMPARABILITY DATA THAT DEMONSTRATES THE FAIR VALUE OF THE COMPENSATION IN QUESTION. THIS DATA MAY INCLUDE THE FOLLOWING -EXPERT COMPENSATION STUDIES BY INDEPENDENT FIRMS. -WRITTEN JOB OFFERS FOR POSITIONS AT SIMILAR ORGANIZATIONS. -DOCUMENTED TELEPHONE CALLS AND EMAILS ABOUT SIMILAR POSITIONS AT BOTH NON-PROFIT AND FOR-PROFIT ORGANIZATIONS. -INFORMATION OBTAINED FROM THE IRS FORM 990 FILINGS OF SIMILAR ORGANIZATIONS -USE OF SALARY SURVEYS NON-PROFIT AND FOUNDATION WORLD. EXECUTIVE COMMITTEE PRESENTS FINAL DECISIONS AND ARE DOCUMENTED THROUGH BOARD AND COMMITTEE MINUTES. THIS IS CONDUCTED ANNUALLY AND LAST OCCURRED IN FISCAL YEAR 2021. STAFF SALARIES ARE DETERMINED BY PERFORMANCE EVALUATION, YEARS OF EXPERIENCE, EDUCATION, SUPERVISOR DUTIES, AND ENSURING ALL POSITIONS ARE PAID AT LEAST WITHIN 50-75% COMPARED TO OTHER NONPROFIT ORGANIZATIONS BASED ON BUDGET, ASSETS, LOCATION, AND FOCUS AREA. THE DIRECT SUPERVISOR REVIEWS PERFORMANCE AND RECOMMENDS COMPENSATION BASED ON THE SALARY RANGES OF THE ORGANIZATION AND THE PRESIDENT APPROVES ALL SALARIES. THE VP OF OPERATIONS AND FINANCE CONDUCTS SALARY RESEARCH ANNUALLY TO DETERMINE SALARY RANGES FOR THE ORGANIZATION. SALARIES ARE DOCUMENTED IN THE APPROPRIATE PERSONNEL FILE WITH THE REQUEST MEMO AND THE SIGNED SALARY AUTHORIZATION APPROVED BY THE PRESIDENT. THIS IS CONDUCTED ANNUALLY FOR ALL STAFF AND WAS LAST COMPLETED IN FISCAL YEAR 2021.
FORM 990, PART VI, SECTION C, LINE 19	THE FOUNDATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE ON THE WEBSITE, FOR PERSONAL INSPECTION IN THE OFFICE, OR MAILED UPON REQUEST.
FORM 990, PART XI, LINE 9:	CHANGE IN BENEFICIAL INTEREST IN THE MINNEAPOLIS FOUNDATION 289,192.

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2020

Additional Data

Software ID:
Software Version:

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	6,924,265	13,311,485
9	Program service revenue (Part VIII, line 2g) .........	90,000	0
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	1,109,099	239,956
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	444,803	313,491
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	8,568,167	13,864,932
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	3,831,999	3,887,462
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)	864,967	1,229,439
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 485,203
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	529,812	657,281
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	5,226,778	5,774,182
19	Revenue less expenses. Subtract line 18 from line 12.......	3,341,389	8,090,750
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	10,629,920	20,127,206
21	Total liabilities (Part X, line 26).............	753,950	1,050,822
22	Net assets or fund balances. Subtract line 21 from line 20.....	9,875,970	19,076,384

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 2,670,999 including grants of $ 2,571,843 ) (Revenue $ 1,103,496 )
	RAPID RESPONSE GRANTMAKING THROUGH COMMUNITIES FIRST FUND AND THE TRANSFORMATION FUND: IN THE SPRING OF 2020, THE LOCAL CORONAVIRUS PUBLIC HEALTH CRISIS CALLED SYSTEMIC AND INSTITUTIONAL INEQUITIES INTO DEEPER ATTENTION. HEADWATERS' GRANTEE PARTNERS, THE MAJORITY OF WHICH ARE BIPOC-LED - TOLD US ABOUT HOW THEIR COMMUNITIES WERE ABSORBING MORE SOCIAL, POLITICAL, AND ECONOMIC CONSEQUENCES THAN THEY DID BEFORE THE OUTBREAK. OUR RESPONSE WAS TO FUNDRAISE AND ESTABLISH THE COMMUNITIES FIRST FUND ON MARCH 15, 2020. ON MAY 31, HEADWATERS RESPONDED TO ANOTHER LOCAL CRISIS: THE MURDER OF GEORGE FLOYD. WE SET UP THE TRANSFORMATION FUND (TTF) TO MOVE MONEY QUICKLY TO FRONTLINE ORGANIZATIONS AS THEY KEPT FIGHTING AGAINST AN ONGOING CULTURE OF INSTITUTIONAL VIOLENCE AND WHITE SUPREMACY. WE ALSO WANTED TTF TO SUPPORT THE LONG-TERM MOVEMENT WORK FOR REAL CHANGE REQUIRED FOR OUR COLLECTIVE LIBERATION. THESE TWO-RAPID RESPONSE GRANTMAKING INITIATIVES HELPED HEADWATERS TUNE INTO THE COMMUNITY'S REAL-TIME NEEDS AND GET GRANT DOLLARS TO WHERE THEY COULD BE MOST HELPFUL. IN FISCAL YEAR 2021, OUR RAPID RESPONSE GRANTMAKING PROGRAMS AWARDED $2,575,000 IN 52 GRANTS.

4b	(Code: ) (Expenses $ 969,222 including grants of $ 877,750 ) (Revenue $ 982,747 )
	DONOR ADVISED FUNDS THIS PROGRAM ENABLES INDIVIDUAL DONORS TO ADVANCE THEIR PHILANTHROPIC GOALS AND DIRECT RESOURCES TO SOCIAL CHANGE GROUPS LOCALLY AND NATIONALLY. DEVELOPMENT STAFF EDUCATES DONORS ABOUT SOCIAL INJUSTICE ISSUES, CONNECTS THEM TO ORGANIZATIONS THAT MATCH THEIR INTERESTS, AND PROVIDES GRANTMAKING ASSISTANCE. IN FISCAL YEAR 2021, HEADWATERS ALLOCATED $1,013,279 IN 89 DONOR ADVISED GRANTS. (INCLUDES GRANTS OF $135,529 TO HEADWATERS).

4c	(Code: ) (Expenses $ 574,823 including grants of $ 287,869 ) (Revenue $ 260,127 )
	THE GIVING PROJECT GRANT PROGRAM: SINCE 2015, THIS PROGRAM INVESTS IN ORGANIZATIONS THAT ARE LED BY AND FOR BLACK PEOPLE, INDIGENOUS PEOPLE, AND PEOPLE OF COLOR (BIPOC) THAT ALSO USE A COMMUNITY ORGANIZING APPROACH TO ADDRESS ROOT CAUSES OF INJUSTICE. DURING FISCAL YEAR 2021, A CROSS-CLASS, MULTIRACIAL COHORT OF COMMUNITY MEMBERS MANAGED THE GIVING PROJECT GRANTMAKING PROCESS. THE 16-MEMBER COHORT RAISED MONEY FROM THEIR NETWORKS AND LED THE GRANTMAKING PROCESS; THEY AWARDED $287,869 IN 23 GENERAL OPERATING GRANTS.

	(Code: ) (Expenses $ 176,104 including grants of $ 150,000 ) (Revenue $ 0 )
	THE FUND OF THE SACRED CIRCLE: ACCORDING TO NATIVE AMERICANS IN PHILANTHROPY, FOUNDATIONS INVEST LESS THAN HALF OF ONE PERCENT OF GRANT DOLLARS IN NATIVE COMMUNITIES. HEADWATERS WORKS TO ADDRESS THIS IMBALANCE THROUGH THE FUND OF THE SACRED CIRCLE PROGRAM (FSC). GRANTS SUPPORT MINNESOTA- AND WISCONSIN-BASED NATIVE AMERICAN ORGANIZATIONS THAT ADDRESS SYSTEMIC INJUSTICES. GENERAL OPERATING GRANTS OF $5,000 TO $10,000 SUPPORT WORK THAT FOCUSES ON LANGUAGE AND CULTURAL REVITALIZATION; LAND AND ENVIRONMENTAL RESTORATION; SOVEREIGNTY AND TREATY RIGHTS; AND SELF-DETERMINATION AND CIVIL RIGHTS. IN FISCAL YEAR 2021, FSC PROGRAM AWARDED $150,000 TO TEN ORGANIZATIONS.

	(Code: ) (Expenses $ 119,944 including grants of $ 0 ) (Revenue $ 0 )
	THE COMMUNITY INNOVATION GRANTS PROGRAM (CIG): THIS IS A LONGTIME PARTNERSHIP WITH THE BUSH FOUNDATION. GRANTS SUPPORT COMMUNITIES TO USE PROBLEM SOLVING PROCESSES THAT LEAD TO MORE EFFECTIVE, EQUITABLE, AND SUSTAINABLE SOLUTIONS. THIS PROJECT-SPECIFIC GRANT ALLOWS ORGANIZATIONS TO INCREASE COLLECTIVE UNDERSTANDING OF AN ISSUE, GENERATE IDEAS, AND/OR TEST AND IMPLEMENT SOLUTIONS. IN FISCAL YEAR 2021 CIG PROGRAM STAFF DID NOT AWARD GRANTS DUE TO A BUSH FOUNDATION TIMELINE SHIFT AND WILL INSTEAD ANNOUNCE GRANTEES DURING FISCAL YEAR 2022.

	(Code: ) (Expenses $ 0 including grants of $ 0 ) (Revenue $ 725,000 )
	BLACK SEED FELLOWSHIP: THE BLACK SEED FELLOWSHIP IS A NEW STRATEGY FOR BUILDING LONG-TERM POLITICAL POWER AND INFRASTRUCTURE IN MINNESOTA. IT IS OUR FIRST INITIATIVE COMING OUT OF OUR BLACK MOVEMENT ECOSYSTEM PROGRAM (BME). BY INVESTING DEEPLY IN WOMEN AND FEMME ORGANIZERS FROM DIVERSE BACKGROUNDS, HEADWATERS HELPS FELLOWS DEVELOP A SERIES OF RETREATS TO PROVIDE HEALING AND RECONCILIATION SESSIONS; VISIONING SESSIONS TO BUILD ORGANIZING UNITY AND POLITICAL ALIGNMENT; AND A WORK-INTO-ACTION SESSION TO PLAN AND EXECUTE A COLLABORATIVE CAMPAIGN. DURING THE 2021 RETREAT AND COACHING PLANNING SESSIONS, FELLOWS BEGAN A PROCESS OF ORGANIZATIONAL EXPLORATION AND DEVELOPMENT THAT INCORPORATES SUPPORT FROM ORGANIZERS AND PARTNERING ORGANIZERS WHO ACT AS VALIDATORS FOR THE FELLOWS' LEADERSHIP IN THE ENDEAVOR. IN FISCAL YEAR 2021, BME PROGRAM STAFF DID NOT AWARD GRANTS AND WERE INSTEAD FOCUSED ON IMPLEMENTATION AND FELLOW RECRUITMENT.

	(Code: ) (Expenses $ 236,705 including grants of $ 0 ) (Revenue $ 0 )
	OTHER PROGRAMS- HEADWATERS HAS ADDITIONAL PROGRAMMING THAT INCLUDES SUPPORT BEYOND THE DOLLARS, NATIVE STRATEGIES, AND GENERAL PROGRAMMATIC WORK TO SUPPORT THE MISSION AND VALUES OF ADVANCING EQUITY, DEMANDING INCLUSION, TRANSFORMING POWER, AND TRUSTING THE COMMUNITY.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 532,753 including grants of $ 150,000 ) (Revenue $ 725,000 )
4e	Total program service expenses4,747,797

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	242,386	0	44,769

(A) Name and business address	(B) Description of services	(C) Compensation





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 0

1	Briefly describe the organization’s mission or most significant activities: HEADWATERS FOUNDATION'S MISSION IS TO AMPLIFY THE POWER OF COMMUNITY TO ADVANCE EQUITY AND JUSTICE.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	13
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	13
5	Total number of individuals employed in calendar year 2020 (Part V, line 2a) ......	5	20
6	Total number of volunteers (estimate if necessary) .............	6	62
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 39 .........	7b	0

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f	13,311,485

g	Noncash contributions included in lines 1a - 1f:$		1g

h Total. Add lines 1a-1f.......		13,311,485

		Business Code
2a
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....

3 Investment income (including dividends, interest, and othersimilar amounts) ......			46,374			46,374
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents			6a
b	Less: rental expenses			6b
c	Rental income or (loss)			6c
d	Net rental income or (loss).......
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory		3,562,531	7a
b	Less: cost or other basis and sales expenses		3,368,949	7b
c	Gain or (loss)		193,582	7c
d	Net gain or (loss).........			193,582			193,582
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a
b	Less: direct expenses ...		8b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a
b	Less: direct expenses ...		9b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
			10a
b	Less: cost of goods sold ..		10b
c	Net income or (loss) from sales of inventory..
Business Code			Miscellaneous Revenue
11a	ADMINISTRATIVE REVENUE		900099	313,491			313,491
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			313,491
12	Total revenue. See instructions.....			13,864,932	0	0	553,447

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	3,887,462	3,887,462
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............
4	Benefits paid to or for members .......
5	Compensation of current officers, directors, trustees, and key employees ...........	319,465	162,927	67,088	89,450
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........	711,246	364,902	147,946	198,398
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	43,137	22,096	8,996	12,045
9	Other employee benefits .......	80,166	41,181	16,641	22,344
10	Payroll taxes ...........	75,425	38,634	15,730	21,061
11	Fees for services (non-employees):
a	Management ......
b	Legal .........
c	Accounting ...........	112,523		112,523
d	Lobbying ...........
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)	70,229	41,464	20,015	8,750
12	Advertising and promotion ....
13	Office expenses .......	135,712	54,728	61,515	19,469
14	Information technology ......	115,959	26,770	18,323	70,866
15	Royalties ..
16	Occupancy ...........	111,041	56,256	23,568	31,217
17	Travel ............
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....	18,234	13,544	3,385	1,305
20	Interest ...........	6,126		6,126
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..	14,728		14,728
23	Insurance ...	6,439	2,496	2,572	1,371
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	MEMBERSHIPS	33,590	33,442	0	148
b	MISCELLANEOUS	30,766	79	21,908	8,779
c	BAD DEBT	1,934	1,816	118
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	5,774,182	4,747,797	541,182	485,203
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 if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........			3,711,306	1	3,808,312
2	Savings and temporary cash investments .........			1,244,804	2	1,201,440
3	Pledges and grants receivable, net ......			500,861	3	8,885,243
4	Accounts receivable, net .............				4	88,652
5	Loans and other receivables from any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
					5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
					6
7	Notes and loans receivable, net ...........				7
8	Inventories for sale or use ............				8
9	Prepaid expenses and deferred charges ......			248,362	9	88,178
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	206,685
b	Less: accumulated depreciation	10b	29,148	333	10c	177,537
11	Investments—publicly traded securities .			3,366,283	11	4,071,087
12	Investments—other securities. See Part IV, line 11 .....				12
13	Investments—program-related. See Part IV, line 11 ..			510,000	13	510,000
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			1,047,971	15	1,296,757
16	Total assets. Add lines 1 through 15 (must equal line 33)...			10,629,920	16	20,127,206

17	Accounts payable and accrued expenses .....	38,982	17	73,033
18	Grants payable ...	553,500	18	850,000
19	Deferred revenue .........	4,190	19
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 any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
			22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..	157,278	24	127,789
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		25
26	Total liabilities. Add lines 17 through 25..	753,950	26	1,050,822

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	2,639,221	27	2,939,556
28	Net assets with donor restrictions ...........	7,236,749	28	16,136,828
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	9,875,970	32	19,076,384
33	Total liabilities and net assets/fund balances ........	10,629,920	33	20,127,206