TY 2023 Form 990PF

Part I	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)	(a) Revenue and expenses per books	(b) Net investment income	(c) Adjusted net income	(d) Disbursements for charitable purposes (cash basis only)
	1	Contributions, gifts, grants, etc., received (attach schedule)	250,000
2	Check .............
3	Interest on savings and temporary cash investments	47,156	47,156	47,156
4	Dividends and interest from securities...	98,894	98,894	98,894
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		282,560
b	Gross sales price for all assets on line 6a 1,177,628
7	Capital gain net income (from Part IV, line 2)...		282,560
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).......	List of Attached Documents: // Content	211,082	211,082	211,082
12	Total. Add lines 1 through 11........	889,692	639,692	357,132
	13	Compensation of officers, directors, trustees, etc.	0	0	0	0
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	3,600	3,600	0	0
c	Other professional fees (attach schedule)....
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	1,723	1,723	0	0
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	139,482	139,482	0	0
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	144,805	144,805	0	0
25	Contributions, gifts, grants paid.......	381,851			381,851
26	Total expenses and disbursements. Add lines 24 and 25	526,656	144,805	0	381,851
	27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	363,036
b	Net investment income (if negative, enter -0-)		494,887
c	Adjusted net income (if negative, enter -0-)...			357,132

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.............	379,682	1,161,560	1,161,560
	2	Savings and temporary cash investments.........
	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..........		1,500	1,500
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule).......
	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)..........	6,491,535	List of Attached Documents: // Content 6,137,218	5,957,690
	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)	6,871,217	7,300,278	7,120,750
	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	0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........	6,871,217	7,300,278
	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
	29	Total net assets or fund balances (see instructions).....	6,871,217	7,300,278
	30	Total liabilities and net assets/fund balances (see instructions).	6,871,217	7,300,278

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

6,871,217

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

363,036

Other increases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

68,286

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

7,302,539

Decreases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

2,261

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

7,300,278

(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	1099 CAPITAL GAIN DISTRIBUTION	P
b	PTP K1 LONG TERM	P
c	US TREASURY BILL	P	2022-12-01	2023-03-02
d	US TREASURY BILL	P	2023-03-02	2023-06-01
e	US TREASURY BILL	P	2023-06-05	2023-07-13
	DCP MIDSTREAM LP COMMON UNITS	P	2013-05-16	2023-06-16

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	10,128		10,128
b		8,083	-8,083
c	250,000	247,298	2,702
d	250,000	244,268	5,732
e	250,000	244,078	5,922
	417,500	151,341	266,159

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			10,128
b			-8,083
c			2,702
d			5,732
e			5,922
			266,159

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	282,560
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	14,356

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)	1	6,879
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) 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	6,879
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	6,879
6	Credits/Payments:

a	2023 estimated tax payments and 2022 overpayment credited to 2023	6a	1,500
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	0

7	Total credits and payments. Add lines 6a through 6d..............		7	1,500
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	1
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9	5,380
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10
11	Enter the amount of line 10 to be: Credited to 2024 estimated tax	Refunded	11

(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
MICHAEL D WATFORD	PRES/SEC/TR 0.00	0	0	0
2 VILLEROY WAY THE WOODLANDS,TX77382
AMANDA N WATFORD	DIRECTOR 0.00	0	0	0
2 VILLEROY WAY THE WOODLANDS,TX77382
JASON M WATFORD	DIRECTOR 0.00	0	0	0
2 VILLEROY WAY THE WOODLANDS,TX77382

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

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

		(a) Corpus	(b) Years prior to 2022	(c) 2022	(d) 2023
1 Distributable amount for 2023 from Part X, line 7					324,708
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2022 only.......				0
b Total for prior years:20 , 20, 20			0
3 Excess distributions carryover, if any, to 2022:
a From 2018......
b From 2019......
c From 2020......
d From 2021......
e From 2022......	256,198
f Total of lines 3a through e ........		256,198
4Qualifying distributions for 2023 from Part
XI, line 4: $ 381,851
a Applied to 2022, but not more than line 2a				0
b Applied to undistributed income of prior years (Election required—see instructions).....			0
c Treated as distributions out of corpus (Election required—see instructions)........		0
d Applied to 2023 distributable amount.....					324,708
e Remaining amount distributed out of corpus		57,143
5 Excess distributions carryover applied to 2023.		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		313,341
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 2022. Subtract line 4a from line 2a. Taxable amount—see instructions .............				0
f Undistributed income for 2023. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2024 ..........					0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......		0
8 Excess distributions carryover from 2018 not applied on line 5 or line 7 (see instructions) ...		0
9 Excess distributions carryover to 2024. Subtract lines 7 and 8 from line 6a ......		313,341
10 Analysis of line 9:
a Excess from 2019....
b Excess from 2020....
c Excess from 2021....
d Excess from 2022....	256,198
e Excess from 2023....	57,143

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part IX for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2023	(b) 2022	(c) 2021	(d) 2020	(e) Total

b 85% (0.85) of line 2a .........
c Qualifying distributions from Part XI, 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 IX, 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

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:

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
CASA CHILD ADVOCATES OF MONTGOMERY 505 N MAIN ST CONROE,TX77301	NONE	PUBLIC	TO HELP ABUSED AND NEGLECTED CHILDREN.	52,200
CONTRIBUTIONS MADE VIA PTP ENTITIES HOUSTON HOUSTON,TX77382	NONE	PUBLIC	TO SUPPORT THOSE BATTLING DISEASE.	376
NORTHWEST ASSISTANCE MINISTRIES 15555 KUYKENDAHL RD HOUSTON,TX77090	NONE	PUBLIC	TO HELP SUPPLY BASIC HUMAN NEEDS TO THE COMMUNITY.	198,275
FLORIDA ALPHA SCHOLARSHIP PO BOX 12182 GAINESVILLE,FL32604	NONE	PUBLIC	TO AID YOUNG MEN OF THE UNIVERSITY OF FLORIDA WHO ARE MEMBERS, OR CANDIDATES TO BECOME MEMBERS, OF THE FLORIDA ALPHA CHAPTER OF SIGMA PHI EPSILON FRATERNITY.	10,000
BOYS AND GIRLS COUNTRY OF HOUSTON I 18806 ROBERTS RD HOCKLEY,TX77447	NONE	PUBLIC	TO HELP PAY SALARIES TO THE TEACHERS.	25,000
SIGMA PHI EPSILON EDUCATIONAL FOUND 310 SOUTH ARTHUR ASHE BLVD RICHMOND,VA23220	NONE	PUBLIC	TO HELP UNDERGRADUATES WITH THE RISING COST OF COLLEGE.	25,000
ANGEL REACH 900 W DALLAS ST CONROE,TX77301	NONE	PUBLIC	TO ASSIST AND ENHANCE THE LIVES OF YOUNG PEOPLE INSPITE OF OBSTACLES.	46,000
TEXAS CHILDREN'S HOSPITAL 6621 FANNIN STREET HOUSTON,TX77030	NONE	PUBLIC	TO SUPPORT A HEALTHIER FUTURE FOR CHILDREN & WOMEN.	25,000
Total ................................. 3a				381,851

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

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 ...........					47,156
4 Dividends and interest from securities ....					98,894
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 .....					211,082
8 Gain or (loss) from sales of assets other than inventory ............					282,560
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) ..		0		0	639,692

Line No.	Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See instructions.)
4,	INVESTMENT INCOME PROVIDES A HEDGE
7,	AGAINST INFLATION FOR FUNDING
8	FUTURE QUALIFIED EXEMPT PURPOSES.

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

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.


(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

bApproved for future payment

Total ................................. 3b				0

Name of organization WATFORD FAMILY FOUNDATION INC

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	WATFORD INTERESTS LTD 2 VILLEROY WAY THE WOODLANDS, TX77382	$ 250,000	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990) (2023)

Name of organization WATFORD FAMILY FOUNDATION INC		Employer identification number 27-4187713

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
Schedule B (Form 990) (2023)


Name of organization WATFORD FAMILY FOUNDATION INC			Employer identification number 27-4187713
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.

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