TY 2020 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Trust Treated as Private Foundation

Do not enter social security numbers on this form as it may be made public.
bullet

Go to www.irs.gov/Form990PF for instructions and the latest information.

OMB No. 1545-0052

2020

Open to Public Inspection

For calendar year 2020, or tax year beginning 01-01-2020 , and ending 12-31-2020

Name of foundation
FAILING HENRY FUND

Number and street (or P.O. box number if mail is not delivered to street address)6325 S RAINBOW BLVD STE 300
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
LAS VEGAS, NV89118

A Employer identification number

93-6021362

B Telephone number (see instructions)

(888) 730-4933

C If exemption application is pending, check here bullet

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address change Name change

D 1. Foreign organizations, check here............. bullet

2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet

E If private foundation status was terminated
under section 507(b)(1)(A), check here ....... bullet

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trust Other taxable private foundation

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ....... bullet

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) bullet

$2,960,304J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)	(a) Revenue and expenses per books		(b) Net investment income	(c) Adjusted net income	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check .............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities...	64,499		59,127
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		5,438
b	Gross sales price for all assets on line 6a 857,498
7	Capital gain net income (from Part IV, line 2)...			5,438
8	Net short-term capital gain.........				0
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......
12	Total. Add lines 1 through 11........	69,937		64,565
13	Compensation of officers, directors, trustees, etc.	36,492		32,843		3,649
14	Other employee salaries and wages......			0	0	0
15	Pension plans, employee benefits.......			0	0
16a	Legal fees (attach schedule).........					0
b	Accounting fees (attach schedule).......		951	0	0	951
c	Other professional fees (attach schedule)....					0
17	Interest...............					0
18	Taxes (attach schedule) (see instructions)...		4,011	1,671		0
19	Depreciation (attach schedule) and depletion...		0	0
20	Occupancy..............
21	Travel, conferences, and meetings.......			0	0
22	Printing and publications..........			0	0
23	Other expenses (attach schedule).......		392	17		375
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	41,846		34,531	0	4,975
25	Contributions, gifts, grants paid.......	130,000				130,000
26	Total expenses and disbursements. Add lines 24 and 25	171,846		34,531	0	134,975
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-101,909
b	Net investment income (if negative, enter -0-)			30,034
c	Adjusted net income (if negative, enter -0-)...				0

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2020)

Form 990-PF (2020)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............	1,237	966	966
	2	Savings and temporary cash investments.........	119,003	139,358	139,358
	3	Accounts receivable
		Less: allowance for doubtful accounts		0	0
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts 0
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule).......		550,151	939,093
	c	Investments—corporate bonds (attach schedule).......		77,594	77,164
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	2,130,844	1,380,902	1,803,723
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	2,251,084	2,148,971	2,960,304
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........		0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........	2,251,084	2,148,971
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds
	29	Total net assets or fund balances (see instructions).....	2,251,084	2,148,971
	30	Total liabilities and net assets/fund balances (see instructions).	2,251,084	2,148,971

Part III

Analysis of Changes in Net Assets or Fund Balances

Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............

2,251,084

Enter amount from Part I, line 27a .....................

-101,909

Other increases not included in line 2 (itemize) bullet

344

Add lines 1, 2, and 3 ..........................

2,149,519

Decreases not included in line 2 (itemize) bullet

548

Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .

2,148,971

Form 990-PF (2020)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	2020.202 EATON VANCE GLOBAL MACRO - I 0088		2016-12-07	2020-02-20
b	2094.327 FIDELITY NEW MRKTS INC-Z #3323			2020-02-20
c	827. ISHARES MSCI HONG KONG ETF			2020-02-20
d	440. ISHARES MSCI JAPAN ETF			2020-02-20
e	305. ROCHE HOLDINGS LTD - ADR			2020-02-20
	3237. ETRACS ALERIAN MLP ETN		2016-01-26	2020-02-20
	6262.689 WF ULTRA S/T MUNI BND-R6 #4815			2020-02-20
	105. ZOETIS INC			2020-02-20
	580. UBS GROUP AG			2020-02-20
	.718 RAYTHEON TECHNOLOGIES CORP		2019-08-23	2020-04-29
	8053.094 EATON VANCE GLOBAL MACRO - I 0088		2016-12-07	2020-05-11
	10411.831 BOSTON P LNG/SHRT RES-INS 7015			2020-05-11
	652. SPDR DJ WILSHIRE INTERNATIONAL R ETF			2020-05-11
	2234. TMPLTN EM MRKT SM CAP-R6 #8426			2020-05-11
	179. VANGUARD REAL ESTATE ETF		2019-11-25	2020-05-11
	141. VANGUARD REAL ESTATE ETF		2016-12-28	2020-05-11
	1715.266 WF CA TAX-FREE FUND-INST 3179		2016-12-28	2020-05-11
	65. CVS HEALTH CORPORATION		2003-05-06	2020-07-10
	60. CVS HEALTH CORPORATION		2019-08-23	2020-07-10
	50. EOG RESOURCES, INC		2019-08-23	2020-07-10
	95. EOG RESOURCES, INC			2020-07-10
	177. HAIN CELESTIAL GROUP INC			2020-07-10
	8. HAIN CELESTIAL GROUP INC		2019-08-23	2020-07-10
	54. HOME DEPOT INC			2020-07-10
	45. ELI LILLY & CO COM		2018-09-24	2020-07-10
	135. PNC FINANCIAL SERVICES GROUP		2018-09-24	2020-07-10
	80. TJX COMPANIES INC		2018-06-20	2020-07-10
	110. EATON CORP PLC			2020-07-10
	50000. JPMORGAN CHASE & CO 4.500% 1/24/22		2013-10-03	2020-09-18
	50000. BP CAP MARKETS AMERI 4.500% 10/01/20		2018-12-13	2020-10-01
	280. ISHARES IBOXX $ HIGH YIELD		2019-07-26	2020-12-10
	700. VANGUARD SHORT TERM BOND ETF		2020-02-20	2020-12-10
	6589.786 WF CA TAX-FREE FUND-INST 3179		2016-12-28	2020-12-10
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	18,000	17,722	278
b	32,106	31,969	137
c	19,559	15,469	4,090
d	24,956	16,447	8,509
e	13,363	8,472	4,891
	41,465	50,250	-8,785
	60,184	59,891	293
	15,045	9,118	5,927
	7,673	8,552	-879
	48	56	-8
	67,968	70,646	-2,678
	134,000	143,661	-9,661
	18,461	21,389	-2,928
	22,496	24,331	-1,835
	13,411	16,363	-2,952
	10,564	10,954	-390
	20,000	19,983	17
	4,050	853	3,197
	3,738	3,633	105
	2,245	3,609	-1,364
	4,265	10,255	-5,990
	5,529	6,834	-1,305
	250	147	103
	13,463	4,064	9,399
	7,341	4,762	2,579
	13,743	19,119	-5,376
	4,069	3,861	208
	9,442	8,097	1,345
	52,900	52,583	317
	50,000	50,947	-947
	24,293	24,405	-112
	57,946	56,847	1,099
	80,000	76,771	3,229
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925
			4,925

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			278
b			137
c			4,090
d			8,509
e			4,891
			-8,785
			293
			5,927
			-879
			-8
			-2,678
			-9,661
			-2,928
			-1,835
			-2,952
			-390
			17
			3,197
			105
			-1,364
			-5,990
			-1,305
			103
			9,399
			2,579
			-5,376
			208
			1,345
			317
			-947
			-112
			1,099
			3,229

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	5,438
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 ...................		3

Part V

Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income

SECTION 4940(e) REPEALED ON DECEMBER 20, 2019 - DO NOT COMPLETE

1 Reserved

(a) Reserved	(b) Reserved	(c) Reserved	(d) Reserved

Reserved...........................

Reserved,..........................

Form 990-PF (2020)

Page 4

Part VI

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Reserved................................	1	417
c	All other domestic foundations enter 1.39% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2	0
3	Add lines 1 and 2...........................	3	417
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4	0
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	417
6	Credits/Payments:

a	2020 estimated tax payments and 2019 overpayment credited to 2020	6a	2,172
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c	0
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	2,172
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	0
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	1,755
11	Enter the amount of line 10 to be: Credited to 2021 estimated tax420	Refunded	11	1,335

Part VII-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions

for the definition.................................

If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials

published or distributed by the foundation in connection with the activities.

Did the foundation file Form 1120-POL for this year?.....................

Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. bullet

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles

of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....

Did the foundation have unrelated business gross income of $1,000 or more during the year?........

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:

By language in the governing instrument, or

By state legislation that effectively amends the governing instrument so that no mandatory directions

that conflict with the state law remain in the governing instrument?................

Yes

Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),

and Part XV..................................

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney

General (or designate) of each state as required by General Instruction G? If "No," attach explanation .

Yes

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)

or 4942(j)(5) for calendar year 2020 or the taxable year beginning in 2020? See the instructions for Part XIV.

If "Yes," complete Part XIV .............................

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

Form 990-PF (2020)

Page 5

Part VII-A

Statements Regarding Activities (continued)

At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the

meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............

Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had

advisory privileges? If "Yes," attach statement. See instructions.................

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address bullet

N/A

The books are in care of bullet

WELLS FARGO BANK NA Telephone no. bullet

(888) 730-4933

Located at bullet

100 N MAIN ST MAC D4001-117WINSTON SALEMNC ZIP+4 bullet

27101

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here ......... bullet

and enter the amount of tax-exempt interest received or accrued during the year ........ bullet

16 At any time during calendar year 2020, did the foundation have an interest in or a signature or other authority over YesNo

a bank, securities, or other financial account in a foreign country? .................

16 No

See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country bullet

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.

Yes

During the year did the foundation (either directly or indirectly):

(1) Engage in the sale or exchange, or leasing of property with a disqualified person? YesNo

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person?......................YesNo

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? YesNo

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? YesNo

(5) Transfer any income or assets to a disqualified person (or make any of either available

for the benefit or use of a disqualified person)?...............YesNo

(6) Agree to pay money or property to a government official? (Exception. Check "No"

if the foundation agreed to make a grant to or to employ the official for a period

after termination of government service, if terminating within 90 days.).......YesNo

If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations

section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ........

Organizations relying on a current notice regarding disaster assistance check here........ bullet

Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,

that were not corrected before the first day of the tax year beginning in 2020?.............

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private

operating foundation defined in section 4942(j)(3) or 4942(j)(5)):

At the end of tax year 2020, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2020?.............YesNo

If "Yes," list the years bullet

20, 20, 20, 20

Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)

(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)

to all years listed, answer "No" and attach statement—see instructions.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year?......................YesNo

If "Yes," did it have excess business holdings in 2020 as a result of (1) any purchase by the foundation

or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved

by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)

the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine

if the foundation had excess business holdings in 2020.)..................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2020?

Form 990-PF (2020)

Page 6

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required (continued)

During the year did the foundation pay or incur any amount to:

Yes

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? YesNo

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive?.............YesNo

(3) Provide a grant to an individual for travel, study, or other similar purposes? YesNo

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 4945(d)(4)(A)? See instructions................YesNo

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals?.....YesNo

If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in

Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ......

Organizations relying on a current notice regarding disaster assistance check here......... bullet

If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the

tax because it maintained expenditure responsibility for the grant?..........YesNo

If "Yes," attach the statement required by Regulations section 53.4945–5(d).

Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on

a personal benefit contract?.....................YesNo

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....

If "Yes" to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? YesNo

If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? ....

Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or

excess parachute payment during the year? .................YesNo

Part VIII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors

1 List all officers, directors, trustees, foundation managers and their compensation. See instructions

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
WELLS FARGO BANK N A	TRUSTEE 1	36,492
100 N MAIN ST MAC D4001-117 WINSTON SALEM,NC27101	TRUSTEE 1	36,492

2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."


(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
NONE









Total number of other employees paid over $50,000...................				0

Form 990-PF (2020)

Page 7

Part VIII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors (continued)

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
NONE

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

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.	Expenses
1


2


3


4

Part IX-B

Summary of Program-Related Investments (see instructions)

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


2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... bullet

Form 990-PF (2020)

Page 8

Part X

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

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

2,553,546

Average of monthly cash balances.......................

118,970

Fair market value of all other assets (see instructions)................

Total (add lines 1a, b, and c).........................

2,672,516

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

2,672,516

Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see

instructions) .............................

40,088

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

2,632,428

Minimum investment return. Enter 5% of line 5..................

131,621

Part XI

Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow

and do not complete this part.)

Minimum investment return from Part X, line 6....................

131,621

Tax on investment income for 2020 from Part VI, line 5......

417

Income tax for 2020. (This does not include the tax from Part VI.)...

Add lines 2a and 2b............................

417

Distributable amount before adjustments. Subtract line 2c from line 1............

131,204

Recoveries of amounts treated as qualifying distributions................

Add lines 3 and 4............................

131,204

Deduction from distributable amount (see instructions).................

Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...

131,204

Part XII

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

134,975

Program-related investments—total from Part IX-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4

134,975

Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment

income. Enter 1% of Part I, line 27b. See instructions.................

Adjusted qualifying distributions. Subtract line 5 from line 4..............

134,975

Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
the section 4940(e) reduction of tax in those years.

Form 990-PF (2020)

Page 9

Part XIII

Undistributed Income (see instructions)

		(a) Corpus	(b) Years prior to 2019	(c) 2019	(d) 2020
1 Distributable amount for 2020 from Part XI, line 7					131,204
2 Undistributed income, if any, as of the end of 2020:
a Enter amount for 2019 only.......				124,178
b Total for prior years:20, 20, 20			0
3 Excess distributions carryover, if any, to 2020:
a From 2015......	0
b From 2016......	0
c From 2017......	0
d From 2018......	0
e From 2019......	0
fTotal of lines 3a through e........		0
4Qualifying distributions for 2020 from Part
XII, line 4: $ 134,975
a Applied to 2019, but not more than line 2a				124,178
b Applied to undistributed income of prior years (Election required—see instructions).....			0
c Treated as distributions out of corpus (Election required—see instructions)........		0
d Applied to 2020 distributable amount.....					10,797
e Remaining amount distributed out of corpus		0
5 Excess distributions carryover applied to 2020.		0			0
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5		0
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........			0
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......			0
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........			0
e Undistributed income for 2019. Subtract line 4a from line 2a. Taxable amount—see instructions .............				0
f Undistributed income for 2020. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2021 ..........					120,407
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......		0
8 Excess distributions carryover from 2015 not applied on line 5 or line 7 (see instructions) ...		0
9Excess distributions carryover to 2021. Subtract lines 7 and 8 from line 6a ......		0
10 Analysis of line 9:
a Excess from 2016....	0
b Excess from 2017....	0
c Excess from 2018....	0
d Excess from 2019....	0
e Excess from 2020....	0

Form 990-PF (2020)

Page 10

Part XIV

Private Operating Foundations (see instructions and Part VII-A, question 9)

1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2020, enter the date of the ruling....... bullet

b Check box to indicate whether the organization is a private operating foundation described in section4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2020	(b) 2019	(c) 2018	(d) 2017	(e) Total

b 85% of line 2a .........
c Qualifying distributions from Part XII, line 4 for each year listed .....
d Amounts included in line 2c not used directly for active conduct of exempt activities ..........
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part X, line 6 for each year listed...
c “Support" alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XV

Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

NONE

bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.

NONE

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here bullet

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions

aThe name, address, and telephone number or email address of the person to whom applications should be addressed:

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

cAny submission deadlines:

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

Form 990-PF (2020)

Page 11

Part XV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
GOOD SAMARITAN HOSPITAL MED CENTER 1015 NW 22ND AVE ATTN TOMIKA DEW PORTLAND,OR972084484	NONE	PC	GENERAL OPERATING	16,250
OREGON EPISCOPAL SCHOOL 6300 SW NICOL RD PORTLAND,OR97223	NONE	PC	GENERAL OPERATING	16,250
CHILDRENS FARM HOMES SERVICES INC OF TRILLIUM FAMILY SERVICE INC PORTLAND,OR97202	NONE	PC	GENERAL OPERATING	16,250
PORTLAND ART MUSEUM 1219 SW PARK AVE PORTLAND,OR97205	NONE	PC	GENERAL OPERATING	16,250
WILLAMETTE VIEW INC 12705 SE RIVER ROAD PORTLAND,OR97222	NONE	PC	GENERAL OPERATING	16,250
PROVIDENCE ST VINCENT MED FDN 9205 SW BARNES RD PORTLAND,OR97225	NONE	PC	GENERAL OPERATING	16,250
THE LIBRARY FOUNDATION 620 SW 5TH AVE UNIT 1025 PORTLAND,OR97204	NONE	PC	GENERAL OPERATING	16,250
UNIVERSITY OF OREGON FOUNDATION FORD ALUMNI CENTER EUGENE,OR97403	NONE	PC	GENERAL OPERATING	16,250
Total ................................. 3a				130,000

bApproved for future payment

Total ................................. 3b

Form 990-PF (2020)

Page 12

Part XVI-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments....
3 Interest on savings and temporary cash investments ...........
4 Dividends and interest from securities....			14	64,499
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property
7 Other investment income.....
8 Gain or (loss) from sales of assets other than inventory ............			18	5,438
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..				69,937

13Total. Add line 12, columns (b), (d), and (e)..................

69,937

(See worksheet in line 13 instructions to verify calculations.)

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See instructions.)

Form 990-PF (2020)

Page 13

Part XVII

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?

Yes

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash...................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements...........................

1b(4)

(5) Loans or loan guarantees.............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

(a) Line No.	(b) Amount involved	(c) Name of noncharitable exempt organization	(d) Description of transfers, transactions, and sharing arrangements

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........Yes No

If "Yes," complete the following schedule.

(a) Name of organization	(b) Type of organization	(c) Description of relationship

Sign Here

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
				May the IRS discuss this return with the preparer shown below? See instructions. Yes No
	Signature of officer or trustee	Date	Title

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name				Firm's EIN
	Firm's address				Phone no.

Form 990-PF (2020)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2020 AccountingFeesSchedule

Name:

FAILING HENRY FUND

EIN:

93-6021362

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
TAX PREPARATION FEE (NON-ALLOC	951			951

- TIN:

TY 2020 InvestmentsCorpBondsSchedule

Name:

FAILING HENRY FUND

EIN:

93-6021362

Name of Bond	End of Year Book Value	End of Year Fair Market Value
149123BV2 CATERPILLAR INC 3.90	52,697	50,742
06051GEM7 BANK OF AMERICA CORP	24,897	26,422

- TIN:

TY 2020 InvestmentsCorpStockSchedule

Name:

FAILING HENRY FUND

EIN:

93-6021362

Name of Stock	End of Year Book Value	End of Year Fair Market Value
594918104 MICROSOFT CORP	17,363	74,956
17275R102 CISCO SYSTEMS INC	5,674	16,244
883556102 THERMO FISHER SCIENT	6,545	26,549
09247X101 BLACKROCK INC	8,954	17,317
00206R102 AT & T INC	21,616	18,263
375558103 GILEAD SCIENCES INC	14,853	11,069
904767704 UNILEVER PLC - ADR	10,248	10,563
150870103 CELANESE CORP	15,228	21,570
31620M106 FIDELITY NATL INFORM	10,127	10,610
532457108 ELI LILLY & CO COM	7,407	11,819
09260D107 BLACKSTONE GROUP INC	9,101	11,018
517834107 LAS VEGAS SANDS CORP	19,045	18,178
405217100 HAIN CELESTIAL GROUP	5,077	11,122
867224107 SUNCOR ENERGY INC NE	16,365	8,054
654106103 NIKE INC CL B	11,213	25,465
11135F101 BROADCOM INC	15,571	24,082
09857L108 BOOKING HOLDINGS INC	8,498	11,136
172967424 CITIGROUP INC.	12,437	16,340
126650100 CVS HEALTH CORPORATI	2,257	11,748
12572Q105 CME GROUP INC	4,532	8,738
902973833 US BANCORP 6.500% PF	10,625	11,331
Y2573F102 FLEX LTD	11,980	17,531
097023105 BOEING CO	12,690	9,633
848574109 SPIRIT AEROSYTSEMS H	10,283	5,277
89151E109 TOTAL S.A. - ADR	17,537	15,549
56501R106 MANULIFE FINANCIAL C	19,421	22,275
907818108 UNION PACIFIC CORP	8,597	21,863
609207105 MONDELEZ INTERNATION	12,609	16,956
25243Q205 DIAGEO PLC - ADR	13,217	14,293
192446102 COGNIZANT TECH SOLUT	15,899	23,110
891160509 TORONTO DOMINION BK	13,196	13,259
871829107 SYSCO CORP	11,427	16,337
94106L109 WASTE MANAGEMENT INC	8,290	9,434
H2906T109 GARMIN LTD	10,165	12,564
46625H100 JPMORGAN CHASE & CO	9,919	20,712
037833100 APPLE INC	8,416	91,821
87612E106 TARGET CORP	6,768	18,536
H84989104 TE CONNECTIVITY LTD	6,729	9,686
G5960L103 MEDTRONIC PLC	11,161	12,300
02079K107 ALPHABET INC CL C	31,197	52,556
75513E101 RAYTHEON TECHNOLOGIE	6,303	5,792
91324P102 UNITEDHEALTH GROUP I	6,038	48,745
512807108 LAM RESEARCH CORP CO	7,744	23,614
911312106 UNITED PARCEL SERVIC	11,982	17,682
92826C839 VISA INC-CLASS A SHR	12,475	14,217
58933Y105 MERCK & CO INC NEW	11,305	15,460
254687106 WALT DISNEY CO	10,674	16,487
285512109 ELECTRONIC ARTS INC	11,393	17,232

- TIN:

TY 2020 InvestmentsOtherSchedule2

Name:

FAILING HENRY FUND

EIN:

93-6021362

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
464289529 ISHARES S&P INDIA NI	AT COST	19,362	31,830
150870103 CELANESE CORP
98978V103 ZOETIS INC
254687106 WALT DISNEY CO
277923728 EATON VANCE GLOBAL M
00206R102 AT & T INC
90267B682 ETRACS ALERIAN MLP E
872540109 TJX COS INC NEW
91324P102 UNITEDHEALTH GROUP I
922908553 VANGUARD REIT VIPER
H84989104 TE CONNECTIVITY LTD
78463X863 SPDR DJ WILSHIRE INT
17275R102 CISCO SYSTEMS INC
512807108 LAM RESEARCH CORP CO
771195104 ROCHE HOLDINGS LTD -
Y2573F102 FLEXTRONICS INTL LTD
097023105 BOEING COMPANY
192446102 COGNIZANT TECH SOLUT
693475105 PNC FINANCIAL SERVIC
89151E109 TOTAL FINA ELF S.A.
907818108 UNION PACIFIC CORP
56501R106 MANULIFE FINANCIAL C
87612E106 TARGET CORP
464286871 ISHARES MSCI HONG KO
464287879 ISHARES S&P SMALL-CA	AT COST	33,738	66,674
867224107 SUNCOR ENERGY INC NE
94988V324 WF ULTRA S/T MUNI BN
464286509 ISHARES MSCI CANADA	AT COST	22,752	26,738
149123BV2 CATERPILLAR INC 3.90
848574109 SPIRIT AEROSYTSEMS H
09247X101 BLACKROCK INC
10373QAF7 BP CAP MARKETS AMERI
46434G772 ISHARES MSCI TAIWAN	AT COST	23,800	48,515
46625HJD3 JPMORGAN CHASE & CO
037833100 APPLE COMPUTER INC C
126650100 CVS/CAREMARK CORPORA
375558103 GILEAD SCIENCES INC
437076102 HOME DEPOT INC
532457108 ELI LILLY & CO COM
88019R385 TMPLTN EM MRKT SM CA
911312106 UNITED PARCEL SERVIC
464286103 ISHARES MSCI AUSTRAL	AT COST	23,140	25,507
464287242 ISHARES IBOXX $ INVE	AT COST	237,826	284,686
46434G822 ISHARES MSCI JAPAN E	AT COST	12,671	24,322
517834107 LAS VEGAS SANDS CORP
172967424 CITIGROUP INC
06051GEM7 BANK OF AMERICA CORP
12572Q105 CME GROUP INC
464287606 ISHARES S&P MID-CAP	AT COST	68,790	179,106
26875P101 EOG RESOURCES, INC
74256W485 PRINCIPAL PREFERRED	AT COST	20,000	20,877
25243Q205 DIAGEO PLC - ADR
594918104 MICROSOFT CORP
405217100 HAIN CELESTIAL GROUP
H42097107 UBS GROUP AG
02079K107 ALPHABET INC/CA
609207105 MONDELEZ INTERNATION
G29183103 EATON CORP PLC
46625H100 JPMORGAN CHASE & CO
94988A734 WF CA TAX-FREE FUND-	AT COST	74,121	77,302
58933Y105 MERCK & CO INC NEW
902973833 US BANCORP 6.500% PF
74925K581 ROBECO BP LNG/SHRT R
654106103 NIKE INC CL B
883556102 THERMO FISHER SCIENT
464287705 ISHARES S&P MID-CAP	AT COST	86,535	163,970
464287887 ISHARES S&P SMALL-CA	AT COST	51,706	82,210
464286772 ISHARES MSCI SOUTH K	AT COST	27,202	45,176
285512109 ELECTRONIC ARTS INC
464288513 ISHARES IBOXX $ HIGH	AT COST	86,886	87,300
31641Q755 FIDELITY NEW MRKTS I
46434G103 ISHARES CORE MSCI EM	AT COST	46,856	55,836
755111507 RAYTHEON CO
464287465 ISHARES MSCI EAFE ET	AT COST	46,593	51,072
921937819 VANGUARD INTERMEDIAT	AT COST	126,485	129,990
891160509 TORONTO DOMINION BK
31620M106 FIDELITY NATL INFORM
11135F101 BROADCOM INC
G5960L103 MEDTRONIC PLC
47803P476 JH SEAPORT LONG/SHOR	AT COST	50,000	55,987
87234N765 TCW EMRG MKTS INCM-I	AT COST	56,000	54,903
74256W568 PRINCIPAL REAL EST S	AT COST	30,000	34,692
74440Y884 PGIM HIGH YIELD-Q 10	AT COST	60,000	60,109
64128R608 NEUBERGER BERMAN LON	AT COST	50,000	56,382
46432F339 ISHARES EDGE MSCI US	AT COST	27,774	34,863
19248X604 COHEN & STEERS PR SE	AT COST	20,000	21,916
464288281 ISHARES JP MORGAN US	AT COST	30,665	34,773
316390152 FIDELITY ADV INTL RL	AT COST	20,000	24,483
52106N459 LAZARD GL LIST INFRA	AT COST	28,000	24,504

- TIN:

TY 2020 OtherDecreasesSchedule

Name:

FAILING HENRY FUND

EIN:

93-6021362

Description	Amount
PY RETURN OF CAPITAL ADJ	312
TAX LOT BASIS ADJ	152
COST BASIS ADJUSTMENT	84

- TIN:

TY 2020 OtherExpensesSchedule

Name:

FAILING HENRY FUND

EIN:

93-6021362

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
FILING FEE/STATE TAX	375	0		375
INVESTMENT EXPENSES - ADR FEES	17	17		0

- TIN:

TY 2020 OtherIncreasesSchedule

Name:

FAILING HENRY FUND

EIN:

93-6021362

Description	Amount
MUTUAL FUND TIMING ADJ	344

- TIN:

TY 2020 TaxesSchedule

Name:

FAILING HENRY FUND

EIN:

93-6021362

Category	Amount	Net Investment Income
FOREIGN TAXES	1,258	1,258
FEDERAL TAX PAYMENT - PRIOR YE	168	0
FEDERAL ESTIMATES - PRINCIPAL	2,172	0
FOREIGN TAXES ON NONQUALIFIED	413	413