TY 2020 Form 990PF

- TIN:

Form990-PF
Click to see attachment

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

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
Walter Connally Powell Jr Foundation

Number and street (or P.O. box number if mail is not delivered to street address)PO Box 670812
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Dallas, TX75367

A Employer identification number

47-2091696

B Telephone number (see instructions)

(214) 750-0937

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

$1,799,133J 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)	164,851
2	Check .............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities...	33,350		33,350	33,350
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		101,360
b	Gross sales price for all assets on line 6a 230,097
7	Capital gain net income (from Part IV, line 2)...			101,360
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......
12	Total. Add lines 1 through 11........	299,561		134,710	33,350
13	Compensation of officers, directors, trustees, etc.
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........		2,548
b	Accounting fees (attach schedule).......		8,450
c	Other professional fees (attach schedule)....		997	997
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		7,477	107
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		273
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	19,745		1,104		0
25	Contributions, gifts, grants paid.......	137,276				137,276
26	Total expenses and disbursements. Add lines 24 and 25	157,021		1,104		137,276
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	142,540
b	Net investment income (if negative, enter -0-)			133,606
c	Adjusted net income (if negative, enter -0-)...				33,350

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.............	1,937	11,228	11,228
	2	Savings and temporary cash investments.........	3,599	11,786	11,786
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	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).......	294,442	336,999	604,495
	c	Investments—corporate bonds (attach schedule).......
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	1,080,231	1,175,138	1,171,624
	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)	1,380,209	1,535,151	1,799,133
	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........
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds	1,380,209	1,535,151
	29	Total net assets or fund balances (see instructions).....	1,380,209	1,535,151
	30	Total liabilities and net assets/fund balances (see instructions).	1,380,209	1,535,151

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) ...............

1,380,209

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

142,540

Other increases not included in line 2 (itemize) bullet

13,114

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

1,535,863

Decreases not included in line 2 (itemize) bullet

712

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

1,535,151

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	JP Morgan Acct F84784001	P	2020-01-01	2020-12-31
b	JP Morgan Acct M19077003	P	2020-01-01	2020-12-31
c	JP Morgan Acct M19077003	D	2000-01-01	2020-12-31
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	42,868	49,083	-6,215
b	20,000	20,021	-21
c	167,229	59,633	107,596
d
e

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			-6,215
b			-21
c			107,596
d
e

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	101,360
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	-6,236

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	1,857
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
3	Add lines 1 and 2...........................	3	1,857
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	1,857
6	Credits/Payments:

a	2020 estimated tax payments and 2019 overpayment credited to 2020	6a	2,720
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	2,720
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	15
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	848
11	Enter the amount of line 10 to be: Credited to 2021 estimated tax848	Refunded	11

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

Walter Connally Powell Telephone no. bullet

(214) 750-0937

Located at bullet

PO Box 670812DallasTX ZIP+4 bullet

753670812

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
Walter Connally Powell	President 3.75	0
PO Box 670812 Dallas,TX753670812	President 3.75	0
Bolivia C Powell	Vice President 3.75	0
PO Box 670812 Dallas,TX753670812	Vice President 3.75	0
Edward D Biggers	Secretary 0.50	0
2616 Hibernia St Dallas,TX752042514	Secretary 0.50	0
Frederick E Clarke IV	Treasurer 0.50	0
8222 Douglas Ave Suite 600 Dallas,TX75225	Treasurer 0.50	0

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...................

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	Awarded scholarships to two (2) individuals to fund such individuals participation in beer brewing and malting educational courses.	0
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...................

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

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

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

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.........................

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

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

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

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

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....................

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

1,857

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

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

1,857

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

1,857

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

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

1,857

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

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

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 ..........

137,276

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

137,276

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..............

137,276

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	(d) 2020
1 Distributable amount for 2020 from Part XI, line 7			0
2 Undistributed income, if any, as of the end of 2020:
a Enter amount for 2019 only.......
b Total for prior years:20, 20, 20
3 Excess distributions carryover, if any, to 2020:
a From 2015......	53,882
b From 2016......	76,313
c From 2017......	97,592
d From 2018......	120,410
e From 2019......	133,132
fTotal of lines 3a through e........		481,329
4Qualifying distributions for 2020 from Part
XII, line 4: $ 137,276
a Applied to 2019, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions)........		0
d Applied to 2020 distributable amount.....
e Remaining amount distributed out of corpus		137,276
5 Excess distributions carryover applied to 2020.
(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		618,605
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........
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......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........
e Undistributed income for 2019. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2020. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2021 ..........			0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......
8 Excess distributions carryover from 2015 not applied on line 5 or line 7 (see instructions) ...		53,882
9Excess distributions carryover to 2021. Subtract lines 7 and 8 from line 6a ......		564,723
10 Analysis of line 9:
a Excess from 2016....	76,313
b Excess from 2017....	97,592
c Excess from 2018....	120,410
d Excess from 2019....	133,132
e Excess from 2020....	137,276

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).)

Walter Connally Powell

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

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

Check here bullet

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 e-mail address of the person to whom applications should be addressed:

Walter Connally Powell
PO Box 670812
Dallas,TX753670812
(214) 750-0937
w.c.powell@sbcglobal.net

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

See attached application.

cAny submission deadlines:

April 15

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

The Walt Powell Memorial Scholarship is limited to students who wish to attend the beer brewing and malting science course offered by the Master Brewers Association of the Americas or a similar course endorsed or offered by a qualified brewing industry. Scholarship is limited to students who have experience or a connection with the beer brewing and malting industry.

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

Walter Connally Powell
PO Box 670812
Dallas,TX753670812
(214) 750-0937
w.c.powell@sbcglobal.net

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

See attached application.

cAny submission deadlines:

April 1

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

The Walt Powell Memorial Scholarship- Cicerone Certification Program scholarship is limited to students who wish to attend either the Certified Cicerone Styles and Service Bootcamp course or another Cicerone Certification Program course. Scholarship is limited to students who have experience or a connection with the beer brewing and malting industry.

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
Samaritan's Purse PO Box 3000 Boone,NC28607		PC	Charitable Contribution	28,000
Responsible Pet Owners 900 NE Loop 410 311-D San Antonio,TX78209		PC	Charitable Contribution	10,000
Master Brewers Assn of America 3340 Pilot Knob Rd St Paul,MN55121		I	Scholarship	4,998
The Independence Fund PO Box 680370 Charlotte,NC28216		PC	Charitable Contribution	16,000
Gary Sinise Foundation PO Box 5008 Studio City,CA91614		PC	Charitable Contribution	8,000
St Jude's Childrens 501 St Jude Place Memphis,TN38105		PC	Charitable Contribution	10,000
The Fisher House PO Box 97229 Washington,DC20077		PC	Charitable Contribution	5,000
Choir School of East Texas 118 S Bois DArc Ave Tyler,TX75702		PC	Charitable Contribution	3,000
Young America Foundation 11480 Commerce Park Dr Suite 600 Reston,VA20191		PC	Charitable Contribution	5,500
The NRA Foundation 11250 Waples Mill Road Fairfax,VA22030		PC	Charitable Contribution	10,000
Town North Family YMCA 4332 Northaven Rd Dallas,TX75229		PC	Charitable Contribution	1,280
Leadership Institute 1101 North Highland Street Arlington,VA22201		PC	Charitable Contribution	8,000
Billy Graham Evangelistic Associati 1 Billy Graham Parkway Charlotte,NC28201		PC	Charitable Contribution	5,000
US Space Rocket Center 1 Tranquility Base Huntsville,AL35805		PC	Charitable Contribution	7,495
Hospitality Investors Inc from K-1 2000 South IH 35 Suite Q-11 Round Rock,TX78681		PC	Charitable Contribution	3
Shriners Hospitals for Children 2900 Rocky Point Drive Tampa,FL33607		PC	Charitable Contribution	5,000
People Attempting to Help 402 W Front Street Tyler,TX75702		PC	Charitable Contribution	1,000
The Coolidge Foundation PO Box 97 Plymouth Notch,VT05056		PC	Charitable Contribution	2,000
Smith County Historical Society 125 South College Ave Tyler,TX75702		PC	Charitable Contribution	1,000
Judicial Watch 425 Third Street SW Suite 800 Washington,DC20024		PC	Charitable Contribution	3,000
K9 Partners for Patriots Inc 15322 Aviation Loop Dr Brookville,FL34604		PC	Charitable Contribution	3,000
Total ................................. 3a				137,276

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....					33,350
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 ............					101,360
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: aHospitality Investors Inc	722100
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..					134,710

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

134,710

(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:	20011551
Software Version:	2020v4.0

Form 990PF - Special Condition Description:

Special Condition Description

- 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

Walter Connally Powell Jr Foundation

Employer identification number

47-2091696

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 Walter Connally Powell Jr Foundation

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
1	Walter Connally Powell PO Box 670812 Dallas, TX753670812	$ 137,000	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
2	Walter Connally Powell PO Box 670812 Dallas, TX753670812	$ 23,440	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
3	Walter Connally Powell PO Box 670812 Dallas, TX753670812	$ 25,076	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
4	Walter Connally Powell PO Box 670812 Dallas, TX753670812	$ 21,077	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
5	Walter Connally Powell PO Box 670812 Dallas, TX753670812	$ 16,103	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 Walter Connally Powell Jr Foundation		Employer identification number 47-2091696

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
2	200 Shs Apple Inc	$ 23,440	2020-09-09
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
3	500 Shs Coca-Cola Co	$ 25,076	2020-09-09
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
4	100 Shs Microsoft Corp	$ 21,077	2020-09-09
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
5	200 Shs Philip Morris International	$ 16,103	2020-09-09
(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 Walter Connally Powell Jr Foundation			Employer identification number 47-2091696
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

Software ID:	20011551
Software Version:	2020v4.0

- TIN:

TY 2020 AccountingFeesSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Accounting Fees	8,450	0	0	0

- TIN:

TY 2020 InvestmentsCorpStockSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Name of Stock	End of Year Book Value	End of Year Fair Market Value
1254 Shs Coca-Cola Company	25,832	68,769
975 Shs Exxon Mobil Corp	23,759	40,190
757 Shs Royal Dutch Shell
20000 Shs Hospitality Investors	50,000
328 Shs Philip Morris International	11,244	27,155
1276 Shs Southside Bancshares Inc
30 Shs Alphabet Inc	21,458	52,579
756 Shs Apple Inc	20,374	100,314
378 Shs Microsoft Corp	16,068	84,075
757 Shs Pfizer Inc	19,843	27,865
Hospitality Inv K-1 Accum T/B Income	38,112	38,112
425 Shs Health Care Select Sector	33,293	48,212
225 Shs Walmart Inc	15,568	32,434
66 Shs Cisco Systems Inc	2,869	2,954
128 Shs Comcast Corp	5,627	6,707
18 Shs Constellation Brands Inc
25 Shs Home Depot Inc	5,725	6,641
5 Shs Honeywell International Inc
32 Shs Illinois Tool Works	5,790	6,524
44 Shs Johnson & Johnson	6,357	6,925
44 Shs Marsh & McLennan Cos	4,931	5,148
30 Shs McDonald's Corp	5,995	6,437
42 Shs Microsoft Corp	7,117	9,342
79 Shs Nextera Energy Inc	4,847	6,095
56 Shs Nike Inc	5,749	7,922
52 Shs Pepsico Inc	7,112	7,712
45 Shs Phillips 66
39 Shs PNC Financial Services Group	5,936	5,811
31 Shs Royal Caribbean Cruises Ltd
7 Shs Sherwin-Williams Co	3,978	5,144
21 Shs TE Connectivity Ltd
59 Shs Texas Instruments Inc	7,667	9,684
32 Shs Union Pacific Corp	5,833	6,663
24 Shs Unitedhealth Group Inc	7,125	8,416
32 Shs Accenture Plc	6,811	8,359
3 Shs Becton Dickinson and Co
20 Shs Broadcom Inc	6,581	8,757
93 Shs Viatris Inc	1,088	1,743
13 Shs Air Products & Chemicals Inc	3,552	3,552
92 Shs Bristol Myers Squibb Co	5,348	5,707
51 Shs Colgate Palmolive Co	3,783	4,361
18 Shs Intercontinental Exchange	1,843	2,075
10 Shs Lam Reserch Corp	3,253	4,723
7 Shs Mastercard Inc	2,124	2,499
88 Shs Verizon Communications Inc	4,980	5,170
34 Shs 3M Co	5,651	5,943

- TIN:

TY 2020 InvestmentsOtherSchedule2

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
59209.87 Shs JPM Managed Inc Fd-Instl	AT COST	592,795	594,467
32721.08 Shs JPM Strat Inc Opp Fd-Sel	AT COST	376,248	376,292
14010.89 Shs JPM Float Rate Inc Fd-Sel	AT COST	129,600	123,996
7788.17 Shs JPM Sh Duration Core Plus	AT COST	76,495	76,869

- TIN:

TY 2020 LegalFeesSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Legal Fees	2,548	0	0	0

- TIN:

TY 2020 OtherDecreasesSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Description	Amount
Adjustment to Investment Basis for Wash Sales	712

- TIN:

TY 2020 OtherExpensesSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Hospitality Inv (K-1)-Nondeductible Exps	273

- TIN:

TY 2020 OtherIncreasesSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Description	Amount
Passive Activity Loss Carryforward Utilized	13,114

- TIN:

TY 2020 OtherProfessionalFeesSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Advisory Fees	997	997	0	0

- TIN:

TY 2020 TaxesSchedule

Name:

Walter Connally Powell Jr Foundation

EIN:

47-2091696

Software ID:

20011551

Software Version:

2020v4.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Excise Tax	7,370
Foreign Tax	107	107