GRIBURFDN 11/09/2016

' Return of Private Foundation 0MBNo 15455052 Form 99 o -P F or Section 4947(a)(1) Trust Treated as Private Foundation 201 5

Depanmem of (he Treasury > Do not enter social security numbers on this form as it may be made public. Internal Revenue Semce D Information about Form 990-PF and its separate instructions is at www.irs.govlform990pf. Opento Public Inspection

For calendar year 2015 or tax year beginning 0 7 / O 1 / l 5 , and ending 0 6 / 3 O / 1 6 Name of foundation A Employer Identification number MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION 41-6052355

Number and street (or P 0 box number if mail is not delivered to street address) Room/smte 8 Telephone number (see instnictions) 2221 FORD PARKWAY RM/STE 204 651-348-2630 City or town, state or provmce, country, and ZIP or foreign postal code C If d ch ck h p ST . PAUL MN 5 5 l 1 6 exemption app l ication is pen ing . e ere

G Check all that apply D Initial return D Initial return of a former public charity 0 1 Foreign organizations, check here > D Final return [3 Amended refum 2 Foreign organizations meeting the E] Address change E] Name change 85% test, check here and attach computation b

H Check type of organization Section 501(c)(3) exempt private foundation E If private foundation status was terminated under section 507(b)(1)(A), check here > B Section 4947(a)(1)nonexempt charitable trust n Othertaxable private foundation DEED l Fair market value of all assets at J Accounting method D Cash D Accrual F If the foundation is in a 60-month termination

end-ofyear (from-Partllfcol-(c), 1ormtspeeiw)* -Mo 01-F- ACCRUA'LT # Wise-cumwwmiiaiiachrW*f->-E; 415 line 16) D $ 1 3, 8 5 O, 9 98 (Part I, column (d) must be on cash ba5is)

5 Part I Analysis of Revenue and Expenses (The total of (a) Revenue and I") D'SDursemen's N. 7 amounts in columns (b), (c), and (d) may not necessarily equal expenses per (h) Net investment (c) Adjusmd net for charitable the amounts in column (a) (see instructions) ) b00k5 income income (casrtj'iutrJZZIssonly)

.,0 In 1 Contributions, gifts, grants, etc , received (attach schedule) 4 8 , 2 4 4 , 5 5 8

2 Check b B if the foundation is not requued to attach Sch B

3 Interest on savmgs and temporary cash investments 5 3 53

NOV

4 DiVidends and interest from securities 9 9 , 3 9 2 9 9 , 3 9 2

5a Gross rents

g, b Net rental income or (loss) 2 Ga Net gain or (loss) from sale of assets not on line 10 l 6 l

3 b Gross sales price for all assets on line 6a 6 , 4 6 3 $(3ANNEU & 7 Capital gain net income (from Part IV, line 2) l 61

8 Net short-term capital gain 0

9 Income modifications

103 Gross sales less returns and allowances Less Cost of goods sold F? 2C FIX; Pt I) .. .

Gross profit or (loss) (attach schedule) A I ' "-17,;

11 Other income (attach schedule) STMT l 2 , 4 9 9 8 mm 1 I on IR ;1 12 Total.AddIines1through11 48,346,663 929? 60'6" * " UW 10.1

in 13 Compensation of officers, directors, trustees, etc 0 A A n .. , . ZT-k '

3 14 Other employee salaries and wages b upt- L ' V l

S 15 Pen5ion plans, employee benefits 7 9 16a Legalfees(attachschedule) SEE STMT 2 100,000 10,000 90,000

Lg b Accounting fees (attach schedule) STMT 3 30, 700 27 , 630 3 , 070

.3 c Other profeSSionaI fees (attach schedule)

g 17 Interest

.3 18 Taxes (attach schedule) (see instructions) S TMT 4 7 , 8 7 2

E 19 DepreCIation (attach schedule) and depletion

13 20 Occupancy

% 21 Travel, conferences, and meetings

g 22 Printing and publications

a) 23 Other expenses (att sch) STMT 5 3 , 8 9 9 3 , 8 9 9

g 24 Total operating and administrative expenses. 3% Addlines13through23 142,471 37,630 0 96,969

8- 25 Contributions,gifls,grantspaid SEE STATEMENT 6 37, 700, 196 ' - r - - 37, 700, 196

26 Total expenses and disbursements. Add lines 24 and 25 37 , 8 4 2 , 6 67 37 , 630 0 37 , 7 97 , 1 65

27 Subtract line 26 from line 12 a Excess of revenue over expenses and disbursements 10 , 50 3 , 9 9 6 i 1 ,.

b Net investment income (if negative, enter -0-) 6 l , 9 7 6

c Atiusted net income (if negative, enter -0-) i 0

For Paperwork Reduction Act Notice, see instructions. Form 990-PF (2017]) DAA

GRIBURFDN 11I09/2016 fForm 990-PF (2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page2

- Be innin of ear End of ear Rartl-I Balance sheets 23516150930932;323231211;332123237122 f,,,,f,,,1 ,,,,,,,,,,,,,,, y,,,,,,,,,,,,,,,,,,

1 Cash - non-interest-bearing

2 Savmgsandtemporarycashinvestments 1,228,595 7,878,907 7,878,907

3 Accounts receivable F Less allowance for doubtful accounts F

4 Pledges receivable F Less allowance for doubtful accounts F

5 Grants receivable

6 Receivables due from officers, directors, trustees, and other disquaIMed persons (attach schedule) (see instructions)

7 Other notes and loans receivable (att schedule) F Less allowance for doubtful accounts F 0

1".- 8 Inventories for sale or use

a 9 Prepaid expenses and deferred charges

< 10a Investments - U S and state government obligations (attach schedule)

b Investments - corporateitock (attach schedule) 5 EE S-TMTi7i 1 124748913 4,41 3 ,-00 9 5 ,55 21,953

c Investments - corporate bonds (attach schedule) SEE STMT 8 34 8 , O 4 4 34 8 , O4 4 4 4 4 , 138

1 1 Investments - land, bmldings, and eqUipment bass F -

Less accumulated depreCiation (attach sch ) F

12 Investments - mortgage loans 7 , 2 0 4

1 3 Investments - other (attach schedule)

14 Land, bmldings, and eqmpment bass F

Less accumulated depreCIation (attach sch ) F

15 Other assets (describe F SEE STATEMENT 9 ) 182

16 Total assets (to be completed by all filers - see the instructions Also,seepage1,item I) 1,831,918 12,639,960 13,850,998

17 Accounts payable and accrued expenses 7 , 67 5 7 , 67 5 '

18 Grants payable 9, 996, 714

E 19 Deferred revenue

1% 20 Loans from officers, directors, trustees, and other disqualified persons

3 21 Mortgages and other notes payable (attach schedule)

TI 22 Other liabilities (describe F )

23 Total liabilities (add lines 17 through 22) 1 0 , 00 4 , 38 9 7 , 67 5

Foundations that follow SFAS 117, check here F D a, and complete lines 24 through 26 and lines 30 and 31. E 24 Unrestricted

72' 25 Temporarily restricted

g 26 Permanently restricted g Foundations that do not follow SFAS 117, check here > It and complete lines 27 through 31. 3 27 Capital stock, trust principal, or current funds 67 0 , 2 4 7 4 , 8 3 5 , 3 63

E 28 Paid-in or capital surplus, or land, bldg , and equipment fund

2 29 Retained earnings, accumulated income, endowment, or other funds - 8 , 8 4 2 , 7 1 8 7 , 7 9 6 , 92 2 '

a; 30 Total net assets or fund balances (see instructions) - 8 , 17 2 , 4 7 1 1 2 , 632 , 2 8 5

z 31 Total liabilities and net assets/fund balances (see - instructions) 1,831,918 12,639,960 Part III Analysis of Changes in Net Assets or Fund Balances

1 Total net assets or fund balances at beginning of year- Part II, column (a), line 30 (must agree With end-of-year hgure reported on prior year's return) 1 - 8 , 1 7 2 , 4 7 1

2 Enter amount from Part I, line 27a 2 1 0 , 503 , 99 6 3 Other increases not included in line 2 (itemize) F SEE STATEMENT 10 3 10, 300, 760 4 Addlines1,2,and3 4 12,632,285 5 Decreases not included in line 2 (itemize) F 5 6 Total net assets or fund balances at end oLyear mne 4 minus line 5) - Part II, column (b), line 30 6 l 2 , 632 , 2 8 5

Form 990-PF (2015)

DAA GRIBURFDN 11l09I2016

'Form 990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Pag3

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, (b) How acquir ed (c) Date aoquued (d) Date sold 2-story brick warehouse, or common stock, 200 shs MLC Co ) PDZ P02213233; (mo , day, yr ) (mo , day, yr ) 1a GNMA SECURITIES P

b

C

d

e eeeneeeeeeeee ("07221212st (21.20;;5102222275 (31.5311151221, a 6 , 4 6 3 6 , 3 O 2 1 6 l

b

C

d

e

Complete only for assets showmg gain in column (h) and owned by the foundation on 12/31/69 (I) Gains (Col (h) gain minus

(1) Adjusted baSlS (k) Excess of col (i) col (k), but not less than -0-) or (i) F M V as of 12/31/69 as of 1231/69 over col (1), ifany Losses (from col (h))

161

(DQOD'ID

If gain, also enter in Part I, line 7 2 Capital gain net income or (net capital loss) +7 If (loss), enter -0- in Part I, line 7 161

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 I 5

Part V Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income (For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income )

lf section 4940(d)(2) applies, leave this part blank

Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period? D Yes No If "Yes," the foundation does not qualify under section 4940(e) Do not complete this part

1 Enter the appropriate amount in each column for each year, see the instructions before making any entries

Base peggd years (b) (c) DISIFIDIIIIOH ratio Calendar year (or tax year beginning in) Adjusted qualifying distributions Net value of noncharitabIe-use assets (col (b) dwided by 00, (CJ) 2014 31,841,439 22,936,649 1.388234 2013 1,230,157 29,251,981 0.042054 2012 1,426,456 25,905,383 0.055064 2011 1,047,685 22,922,492 0.045706 2010 914,765 21,747,089 0.042064

2 Totalofline1,column(d) 2 1.573122

3 Average distribution ratio for the 5-year base period - diVide the total on line 2 by 5, or by the number of years the foundation has been in eXIstence if less than 5 years 3 O . 3 1 4 6 2 4

4 Enter the net value of noncharitabIe-use assets for 2015 from Part X, line 5 4 6 , O 6 7 , 7 6 5

5 Multiply line4by line3 5 I, 909, 064

6 Enter 1% of net investment income (1% of Part I, line 27b) 6 62 O

7 Addline55and6 7 1,909,684

8 Enter qualifying distributions from Part XII, line 4 8 3 7 , 7 9 7 , I 65

If line 815 equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part usmg a 1% tax rate See the Part VI instructions Form 990-PF (2015)

DAA GRIBURFDN 11/092016

"Form 990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page4

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 F El and enter "WA" on line 1. Date of ruling or determination letter (attach copy of letter if necessary-see instructions) - b Domestic foundations that meet the section 4940(e) requtrements in Part V, check 1 62 0 here > and enter 1% of Part I, line 27b c All other domestic foundations enter 2% of line 27b Exempt foreign organizations enter 4% of Part I, line 12, col (b) 2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only Others enter -0-) 2 O 3 Add lines 1 and 2 3 6 2 0

4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only Others enter -0-) 4 O

5 Tax based on investment income. Subtract line 4 from line 3 If zero or less, enter -0- 5 62 O

6 Credits/Payments a 2015 estimated tax payments and 2014 overpayment credited to 2015 6a 8 , 0 0 O

b Exempt foreign organizations - tax Withheld at source 6b

c Tax paid With application for extensmn of lime to file (Form 8868) Go

d Backup Withholding erroneously Withheld 6d

7 Total credits and payments Add lines Ga through 6d 7 8 , 0 O O

*8 Entegy penaltyjor underpayment of estimated tax Check here E if Form 2220 is attached 8

9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amouTit owed 1F- 79 *

10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid F 10 7 , 3 8 0

11 Enter the amount of line 10 to be Credited to 2016 estimated tax F 0 Refunded > 11 7 , 3 8 0 Part VII-A Statements Regarding Activities

1a During the tax year, did the foundation attempt to influence any national, state, or local legislation or did it Yes No partiCIpate or intervene in any political campaign? 13 X b Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see Instructions for the definition)? 1b X 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 activ1ties c Did the foundation file Form 1120-POL for this year? 1c X d Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year (1) On the foundation F S (2) On foundation managers F S e Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed on foundation managers F $ 2 Has the foundation engaged in any activmes that have not prev10usly been reported to the IRS? 2 X If "Yes," attach a detailed description of the activrties 3 Has the foundation made any changes, not preVioust reported to the IRS, in its governing instrument, articles of incorporation, or bylaws, or other Similar instruments"7 If "Yes," attach a conformed copy of the changes 3 X 4a Did the foundation have unrelated busmess gross income of $1 ,000 or more during the year? 4a X b If "Yes," has it filed a tax return on Form 990-T for this year? 4b 5 Was there a liqUIdation, termination, dissolution, or substantial contraction during the year'? 5 X If "Yes," attach the statement reqwred by General Instruction T S E E STATEMENT l l 6 Are the requtrements of section 508(e) (relating to sections 4941 through 4945) satisfied either 0 By language in the governing instrument, or o By state legislation that effectively amends the governing instrument so that no mandatory directions that conflict With the state law remain in the governing instrument? 6 X 7 Did the foundation have at least $5,000 in assets at any time during the year'7 If "Yes," complete Part II, col (c), and Part XV 7 X 8a Enter the states to which the foundation reports or With which it is registered (see instructions) F MN b If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney General ; (or de3ignate) of each state as reqUired by General Instruction G7 lf"No," attach explanation 8b X 9 Is the foundation claiming status as a private operating foundation Within the meaning of section 4942(1)(3) or 49420)(5) for calendar year 2015 or the taxable year beginning in 2015 (see instructions for Part XIV)'7 If "Yes," complete Part XIV 9 X

10 Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names and addresses STMT 12 10 X Form 990-PF (2015)

DAA GRIBURFDN 11I09I2016

'Form 990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page5 Part VII-A ' Statements Regardigg Activitiesjcontinued)

11 At anytime during the year, did the foundation, directly or indirectly, own a controlled entity Within the Yes No meaning of section 512(b)(13)7 If "Yes," attach schedule (see instructions) 11 X

12 Did the foundation make a distribution to a donor adVISed fund over which the foundation or a disqualified person had adVIsory priv1leges7 If "Yes," attach statement (see instructions) 12 X

13 Did the foundation comply With the public inspection requtrements for its annual returns and exemption application2 13 X

Websne address F N /A 14 ThebooksareincareofF FOLEY, KALSEIM & CO. , LTD. Telephone no F 651-430-3635 124 15 55TH STREET NO . Located at F LAKE ELMO MN ZIP+4 F 5 5 O 4 2 15 Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 - Check here F D and enter the amount of tax-exempt interest received or accrued during the year F L 15 l

16 At any time during calendar year 2015, did the foundation have an interest in or a Signature or other authority Yes No over a bank, securities, or other financ1al account in a foreign country? 16 X

See the instructions for exceptions and filing requirements for FinCEN Form 114 If "Yes," enter the name of the foreign country F Part VII-B Statements Regardim Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the "Yes" column, unless an exception applies. Yes No

1a During the year did the foundation (either directly or indirectly) I (1) Engage in the sale or exchange, or Ieasmg of property With a disqualified person2 D Yes No (2) Borrow money from, lend money to, or othentvise extend credit to (or accept it from) a disqualified person? D Yes No (3) Furnish goods, services, or faculties to (or accept them from) a disqualified person'7 El Yes No (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? Yes E] No (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)'7 D Yes No (6) Agree to pay money or property to a government offiCial7 (Exception. Check "No" if the foundation agreed to make a grant to or to employ the offiCIal for a period after termination of government sewice, if terminating Within 90 days ) D Yes No b If any answer is "Yes" to 1a(1)-(6), did any of the acts fail to qualify under the exceptions described in Regulations . section 53 4941(d)-3 or in a current notice regarding disaster aSSIStance (see instructions)? 1b X

Organizations relying on a current notice regarding disaster aSSistance check here F D c Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts, that were not corrected before the first day of the tax year beginning in 2015'? N /A 1c

2 Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private operating foundation defined in section 49420)(3) or 4942(1)(5)) a At the end of tax year 2015, did the foundation have any undistributed income (lines 6d and 6e, Part XIII) for tax year(s) beginning before 20157 Cl Yes No If "Yes," list the years F 20 , 20 , 20 , 20 b Are there any years listed in 2a for which the foundation is not applying the pI'OVISlonS of section 4942(a)(2) (relating to incorrect valuation of assets) to the years undistributed income'7 (If applying section 4942(a)(2) to - all years listed, answer "No" and attach statement - see instructions) N /A 2b

c If the prov1510ns of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here F 20 , 20 , 20 , 20 33 Did the foundation hold more than a 2% direct or indirect interest in any busmess enterprise at any time during the year'7 El Yes No b If "Yes," did it have excess busmess holdings in 2015 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 Commissmner under section 4943(c)(7)) to dispose of holdings achired 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 busmess holdings in 2015 ) N /A 3b

4a Did the foundation invest during the year any amount in a manner that would Jeopardize its charitable purposes2 4a X

b Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its .. - , charitable purpose that had not been removed fromeopardy before the first day of the tax year beginning in 20157 4b X Form 990-PF (2015)

DAA

GRIBUREDN11/09/2016

"Form 990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page 6 PartVIl-B Statements Regardigg Activities for Which Form 4720 May Be Required (continued)

5a During the year did the foundation pay or incur any amount to (1) Carry on propaganda, or otheMise attempt to influence legislation (section 4945(e))? Yes I (2) Influence the outcome of any speCific public election (see section 4955), or to carry on, directly or indirectly, any voter registration drive? Yes No (3) Prov1de a grant to an indIVIdual for travel, study, or other similar purposes? Yes No EH (4) Prov1de a grant to an organization other than a charitable, etc , organization d escribed in section 4945(d)(4)(A)? (see instructions) Yes No (5) Prowde for any purpose other than religious, charitable, soient10c, literary, or educational

purposes, or for the prevention of cruelty to children or animals? Yes No DECIDE ED b If any answer is "Yes" to 5a(1)-(5), did any of the transactions fail to qualify under the exceptions described in Regulations section 53 4945 or in a current notice regarding disaster aSSIstance (see instructions)? 5b

Organizations relying on a current notice regarding disaster aSSIstance check here >I] c If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the tax because it maintained expenditure responSIbiIity for the grant? Yes DNo If "Yes," attach the statement requtred by Regulations section 53 4945-5(d) , 6a Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on a personal bergt contract? Yes leNo 13 i b Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? 6b

1 If "Yes" to 6b, file Form 8870 I 7a At any time during the tax year, was the foundation a party to a prohibited fax shel ter transaction? D Yes No b If "Yes," did the foundation receive any proceeds or have any net income attributable to the transaction? N/A 7b

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).

(d) Contributions to (b) Title, and average (c) Compensation employee benefit (e) Expense account, hours per week (If not paid, I (a) Name and address plans and deferred other allowances devoted to posmon enter -0-) compensation

SEE STATEMENT l3

2 Compensation of five highest-paid employees (other than those included 0 n line 1 - see instructions). If none, enter "NONE."

(d) Contnbulions to (b) Title, and average employee benefit (e) Expense account, (a) Name and address of each employee paid more than $50,000 hours per week (0) Compensation plans and deferred other allowances devoted to p05lll0ll compensation

I NONE

I Total number of other employees paid over $50,000 v I 0 Form 990-PF12015)

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GRIBURIEDN 11l09/2016

iForm990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page 7 Part VIII Ilnformation 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 (1;) Compensation

MARVIN J. PERTZIK, PLLC ST. PAUL 2221 FORD PARKWAY #204 MN 55116 LEGAL/ADMIN 100,000

Total number of others recetvrng over $50,000 for professwnal serVIces 0

Part IX-A Summary of Direct Charitable Activities

* - List the founwn's four Iargtg direct charitable adivtties-dwigmtaxyearjiclude relevant statistical information such asthe number of organizations and other beneficiaries served, conferences convened, research papers produced, etc EXPENSES

1 NONE WITHIN THE SCOPE OF SEC 4 942 (J) ( 3)

I 2

I I

3

4

1 Part lX-B Summary of Prog ram-Related Investments (see instructions)

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

2

; All other program-related investments See instmctions l 3

Total. Add lines 1 through 3 Form 990-PF (2015) GRIBURFDN 11I09l2016

Form 990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page8 Part X" ' Minimum Investment Return (All domestic foundations must complete this part Foreign foundations, see instructions)

1 Fair market value of assets not used (or held for use) directly in carrying out charitable, etc , purposes a Average monthly fair market value of securities 1a 3 , 0 1 5 , 2 9 5

b Average of monthly cash balances 1b 3 , 1 4 4 , 8 7 3

c Fair market value of all other assets (see instructions) 1c 0 d Total (add linesIa, b,andc) 1d 6, 160, 168

e Reduction claimed for blockage or other factors reported on lines 1a and 1c (attach detailed explanation) 1e 0 2 Acqmsition indebtedness applicable to line 1 assets 2 O

3 Subtract line 2 from line 1d 3 6 , 1 6 0 , 1 68

4 Cash deemed held for charitable actiVities Enter 172% of line 3 (for greater amount, see instructions) 4 9 2 , 4 O 3 5 Net value of noncharitable-use assets. Subtract line 4 from line 3 Enter here and on Part V, line 4 5 6 , 0 671 7 6 5

6 Minimum investment return. Enter 5% of line 5 6 3 O 3 , 3 8 8 Part XI Distributable Amount (see instructions) (Section 4942(1)(3) and ())(5) private operating foundations -, and certain foreign organizationsicheck here FIT and do not complete this part.)

1 Minimum investment return from Part X, line 6 I I *- * 1 *3 03738 8* 1 2a Tax on investment income for 2015 from Part VI, line 5 2a 62 0

b Income tax for 2015 (This does not include the tax from Part VI ) 2b

c Add lines 2a and 2b 2c 62 O 3 Distributable amount before adjustments Subtract line 2c from line 1 3 3 O 2 , 7 6 8

4 Recoveries of amounts treated as qualifying distributions 4 5 Addlines3and4 5 302,768

6 Deduction from distributable amount (see instructions) 6

7 Distributable amount as adjusted Subtract line 6 from line 5 Enter here and on Part XIII, line 1 7 3 0 2 , 7 6 8

Part XII Qualifying Distributions (see instructions)

1 Amounts paid (including administrative expenses) to accomplish charitable, etc , purposes a Expenses, contributions, gifts, etc - total from Part I, column (d), line 26 1a 3 7 , 7 9 7 , 1 6 5

b Program-related investments - total from Part IX-B 1b

2 Amounts paid to acqu1re assets used (or held for use) directly in carrying out charitable, etc, purposes 2

3 Amounts set aSIde for speCIfic charitable projects that satisfy the a Suttability test (prior IRS approval required) 3a

b Cash distribution test (attach the requtred schedule) 3b 4 Qualifying distributions. Add lines 1a through 3b Enter here and on Part v, line 8, and Part XIII, line 4 4 3 7 , 7 97 , 1 6 5

5 Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment income Enter 1% of Part I, line 27b (see instructions) 5 62 0 6 Adjusted qualifying distributions. Subtract line 5 from line 4 6 3 7 , 7 9 6 , 5 4 5

Note. The amount on line 6 erI 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 (2015)

DAA GRIBURFDN11IOS/2016

'Form 990-PF (2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page 9 Part XIII V Undistributed Income (see instructions

(a) (b) (C) (d) Distributable amount for 2015 from Part Xl. Corpus Years prior to 2014 2014 2015

line 7 302, 768

Undistributed income. if any, as of the end of 2015 Enter amount for 2014 only

Total for prior years 20 * . 20 , 20 U'

Excess distributions carryover, if any, to 2015 From 2010

From 2011

From2012 156,927

From 2013

From 2014 30,734,201

30, 891, 128

*GQOU'N Total of lines 3a through e

Qualifying distributions for 2015 from Part XII. line4> $ 37,797,165 a Applied to 2014, but not more than line 2a

b Applied to uLdismbuted income of prioryears

(Election reqUIred - see instructions)

Treated as distributions out of corpus (Election requrred - see instructions)

d Applied to 2015 distributable amount 302,768

Remaining amount distributed out of corpus 37,494,397

Excess distributions carryover applied to 2015

(If an amount appears in column (d), the same amount must be shown in column (a) ) Enter the net total of each column as indicated below; Corpus Add lines 3f, 4c. and 4e Subtract line 5 68, 385, 525

Prior years' undistributed Income Subtract line 4b from line 2b

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 prevrously assessed

Subtract line Go from line 6b Taxable amount - see instructions

Undistributed Income for 2014 Subtract line 4a from line Za Taxable amount - see instructions

Undistributed income for 2015 Subtract lines 4d and 5 from line 1 This amount must be distributed in 2016

Amounts treated as distributions out of corpus to satisfy reqmrements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be reqmredesee instructions)

Excess distributions carryover from 2010 not applied on line 5 or line 7 (see instructions)

Excess distributions carryover to 2016. Subtract lines 7 and 8 from line 6a 68, 385, 525

10 Analysns of line 9 Excess from 2011

Excess from 2012 156, 927

Excess from 2013

Excess from 2014 30, 734,201

Excessfrom 2015 37,494,397 00.009

Fon'n 990-PF (2015)

DAA GRIBURFDN 11l09l2016 Form990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 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 2015, enter the date of the ruling 5

Check box to indicate whether the foundation is a private operating foundation described in section TI 4942(1)(3) or H 4942(1)(5)

2a Enter the lesser of the adjusted net Tax year Prior 3 years (e) Total income from Part I or the minimum (a) 2015 (b) 2014 (C) 2013 ((1)2012

investment return from Part X for each year listed

85% of line 2a

Qualifying distributions from Part XII, line 4 for each year listed

Amounts included in line 2c not used directly for active conduct of exempt activmes

Qualifying distributions made directly for active conduct of exempt activmes Subtract line 2d from line 2c

Complete 3a, b, or c for the alternative test relied upon "Assets" alternative test - enter -

(1) Value of all assets

(2) Value of assets qualifying under section 4942(1)(3)(B)(I)

"Endowment" alternative test - enter 2/3 of minimum investment return shown in Part X. line 6 for each year listed

"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 prowded in section 49420)(3)(B)(ui)

(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 durinlthe year - see instructions.) Information Regarding Foundation Managers; List 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) ) N / A List 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 N / A Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs; Check here > B if the foundation only makes contributions to preselected charitable organizations and does not accept unsolicned requests for funds If the foundation makes gifts, grants, etc (see instructions) to indIViduals or organizations under other conditions, complete items 2a, b, c, and d The name, address, and telephone number or e-mail address of the person to whom applications should be addressed MARVIN PERTZ IK 2221 FORD PARKWAY, #204 ST . PAUL MN 55116 The form in which applications should be submitted and information and materials they should include SEE STATEMENT 1 4 Any submissmn deadlines NO Any restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other factors NO DAA Form 990-PF (2015)

GRIBUREDN 11l09f2016

'Form990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page 11

Part XV Supplementary Informationjcontinued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment

, If reCIpient is an indiwdual, RECIpIent show any relationship to Foundation Purpose of grant or Am any foundation manager ZEUIZEI contribution ount Name and address (home or busmess) or substantial contrlbutor p

3 Paid during the year SEE STMT 1 5

4 10 , 225

SEE STMT 1 6

92 6 , 4 1 2

SEE STMT 17

36, 363, 559

Total b 3a 37,700,196

b Approved for future payment N / A

Total > 3b

DAA Form 990-PF (2015) GRIBUREDN 11l09l2016

1 'Form990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41E6052355 Page 12 Part XVI-A Analysis of Income-Producing Activities

Enter gross amounts unless othenivise indicated Unrelated busmess income Excluded by section 512, 513, or 514 (9) Related or exempt (a) ('3) Busmess code Amount xc code USlon Amount function income (See instructions ) 1 Program serVIce revenue

*QQOUN

9 Fees and contracts from government agenCIes

Membership dues and assessments

Interest on savmgs and temporary cash investments 14 53

DiVidends and interest from securities 14 99,392

0!th Net rental income or (loss) from real estate

a Debt-financed property

b Not debt-tinargtmoperty- ,

Net rental income or (loss) from personal property

Other investment income

Gain or (loss) from sales of assets other than inventory 18 161

Net income or (loss) from speCIal events

Gross profit or (loss) from sales of inventory

A-l .tocooosim Other revenue a

b 1 2,499

C

d

e

12 Subtotal Add columns (b), (d), and (e) 102, 105 O

13 Total. Add line 12, columns (b), (d), and (e) 13 102, 105 (See worksheet in line 13 instructions to verify calculations ) Part XVI-B Relationshi of Activities to the Accom lishment of Exem Pu Line No. Explain below how each actiwty for which income is reported in column (e) of Part XVI-A contributed importantly to the V of the foundation's other than funds for such instructions NA

Form 990-PF (2015)

DAA GRIBUREDN 11I09l2016

'Form 990-PF(2015) MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Page 13 Part XVII Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

1 Did the organization directly or indirectly engage in any of the followmg With any other organization described Yes No

in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political I organizations? a Transfers from the reporting foundation to a noncharitable exempt organization of (1) Cash 1a(1) X (2) Other assets 1a(2) X b Other transactions (1) Sales of assets to a noncharitable exempt organization 1b(1) X

(2) Purchases of assets from a noncharitable exempt organization 1b(2) X (3) Rental of faCIIIIIeS, equ1pment, or other assets 1b(3) X

(4) Reimbursementarrangements 1b(4) X (5) Loans or loan guarantees 1b(5) X (6) Performance of serv1ces or membership or fundraismg solicnations 1b(6) X c Sharing of fac1lities, equipment, mailing lists, other assets, or paid employees 1c X (I If the answer to any of the above is "Yes," complete the follow1ng schedule Column (b) should always show the fair market

# gW value of the goods, other assets, oLsemcesgmen,by1the.reporting,foundation -lf.the,foundation.received,lessthan-fair-market

value in a transaction or show in column the value of the other assets or serVices received (a) Line no (In) Amount involved (c) Name of noncharitable exempt organization ((1) Description of transfers, transactions, and sharing arrangements N A

23 Is the foundation directly or indirectly affiliated With, or related to, one or more tax-exempt organizations described in section 501(c) of the Code (other than section 501(c)(3)) or in section 5277 D Yes No b If "Yes," complete the followmg schedule

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

N / A

1 Under penalties of penury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowtedge 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 retum With the preparer shown below 329;; mm V (see instructions)? Yes D No

b - . W I /0 /6 > SECR/TREAS Signature of officer or w 41 / Date Title

Print/Type preparers name Preparers Signature Date Check it

if W self-emigled Paid M Preparer MARTHA A KALMON, CPA MARTHA A KALMON, CPA 11/09/16

Use on'y Firm's name > FOLEY, KALSEIM & COMPANY, LTD . PTIN

Firm's address > 1 2 4 1 5 5 5T H ST N Firm's EIN F LAKE ELMO, MN 55042-8462 Phoneno 651-430T3635

Form 990-PF (2015)

DAA

GRIBURFDN 11I09I2016

'Schedule (Form 990 990552 B Schedule of Contributors OMEN" 15450047 0' 990'PFI > Attach to Form 990, Form 990-EZ, or Form 990-PF. 201 5 D 11 t fth T .nfggaTEEVSnufsgiagW D Information about Schedule B (Form 990, 990-EZ. or 990-PF) and its instructions is at www.iis.govlfonn990.

Name of the organization Employer identification number MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION 41-6052355

Organization type (check one)

Filers of; Section;

Form 990 or 990-EZ E] 501 (c)( ) (enter number) organization

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

D 527 political organization

Form 990-PF 501(c)(3) exempt private foundation

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

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

Special Rules

D For an organization described in section 501(c)(3) tiling 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 (1) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1 Complete Parts I and II

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

B For an organization described in section 501(c)(7), (8), or (10) ming 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 excluswely religious, charitable, etc , purpose Do not complete any of the parts unless the General Rule applies to this organization because it received nonexcluswely religious, charitable, etc , contributions totaling $5,000 or more during the year > $

Caution. An organization that is not covered by the General Rule and/or the SpeCIal Rules does not tile 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 990-PF, Part I, line 2, to certify that it does not meet the filing reqwrements 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. Schedule B (Form 990, 990-EZ, or 990-PF) (2015)

DAA

GRIBURPDN 11/09/2016

'Schedule B (Form 990, 990-EZ, or 990-PF) (2015) PAGE 1 OF 1 Page2 Name of.organization Employer identification number MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Part I Contributors (see instructions). Use duplicate copies of Part I if additional space IS needed.

(a) (b) (C) (d) No. Name, address, and ZIP + 4 Total contributions Type of contribution

1 MARY GRIGGS BURKE ESTATE Person 2221 FORD PARKWAY, #204 Payroll $ 48,244,558 Noncash ST . PAUL MN 55116 (Complete Part II for noncash contributions.)

Ia) (b) (C) (d) No. Name, address, and ZIP + 4 Total contributions Type of contribution

Person D ePayroll;EI a 44* -

Noncash D (Complete Part II for noncash contributions )

(a) (b) (C) (d) No. Name, address, and ZIP + 4 Total contributions Type of contribution

Person D Payroll D Noncash D (Complete Part II for noncash contributions )

(a) (b) (C) (d) No. Name, address, and ZIP + 4 Total contributions Type of contribution

Person D Payroll D Noncash D (Complete Part II for noncash contributions )

(a) (b) (C) (d) No. Name, address, and ZIP + 4 Total contributions Type of contribution

Person D Payroll El Noncash D (Complete Part II for noncash contributions )

(a) (b) (C) ((0 No. Name, address, and ZIP + 4 Total contributions Type of contribution

Person D Payroll D Noncash D (Complete Part II for noncash contributions )

Schedule B (Form 990, 990-EZ, or 990-PF) (2015) DAA GRIBURFDN 11/09/2016

'Schedule B (Form 990, 990-EZ, or 990-PF) (2015) PAGE 1 OF 2 Page3 Name of,organization Employer identification number MARY LIVINGSTON GRIGGS AND MARY 41-6052355 PartJI Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed

(?Na (M (q. (m rom Description of noncash property given FMV (or estimate) Date received Part I (see instructions)

BRISTOL MYERS SQUIBB - 50, 504 SH 1

3,346,395 03/08/16

(3) No. (c) from D , t' f (b) h , FMV (or estimate) D t (d) , d Partl escrip ion 0 noncas property given (see instructions) a e receive

., ...I.LL.LLEHEMQURS"COMPANYL;L41620LSH- 1

28,090 03/08/16

(3) No. (c) from D , t' f (b) h o e , e FMV (or estimate) D t (d) , d Partl escrip ion 0 noncas pr p rty giv n (see instructions) a e receive

E I DU PT DE NEMOURS- 23, 100 SH 1

1,467,543 03/08/16

iI ( a I N o. (C) I from D , t' f (b) h , FMV (or estimate) D t (d) , d Partl escrip ion 0 noncas property given (see instructions) a e receive

EXXON MOBIL CORP -148 , 000 SH 1

12,229,240 03/08/16

(3) No. (c) from D , t' f (b) h , e FMV (or estimate) D t (d) , d Part I escrip ion 0 noncas property giv n (see instructions) a e receive

GENERAL ELECTRIC CO - 58, 350 SH l 1

I 1,754,001 03/08/16

I (?No (m (Q, (m rom Description of noncash property given FMV (or estimate) Date received Part I (see instructions)

MERCK & COMPANY - 1 04 , 600 SH 1 5,486,270 03/08/16

Schedule 8 (Form 990, 990-EZ, or 990-PF) (2015) GRIBURFDN 1 1/09/2016

Schedule 8 (Form 990, 990-EZ, or 990-PF) (2015) PAGE 2 OF 2 Page3 Name of organization Employer identification number MARY LIVINGSTON GRIGGS AND MARY 41-6052355 Part II Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed

(a) No. (b) (c) ' (d) from Descri tion of noncash property given FMV (or estimate) Date received Part I p (see instructions)

MN MINING & MANUF. - 85,500 SH 1

13,697,100 03/08/16

(a) No. (c)

from D ri ti n fn I12; h ro e iven FMV (or estimate) D t (d) iv d Partl esc p o o o s p p rtyg (see instructions) aerece e

- L L LILHSI BANK QBPL;5L6,L92.5LSHL 1 2,268,461 03/08/16

(a) No. (c)

from Desc' ton of oIgash ro e 'ven FMV (or estimate) Dat (2e d Partl "p I n p p rty 9' (see instructions) e r we

I l l

I (a) No. (c)

I from D c' to of oIiZLsh ro e ' en FMV (or estimate) Dat (do? ' d I Partl es "pl n n p p rtygiv (see instructions) e re eive

(a) No. (c)

from Desc ' t'on of noIBash ro e iven FMV (or estimate) Date (tie ed Partl "p I p p rty 9 (see instructions) r w l l l

N . (730"? D , t' f (b) h , FMV (05;)5timate) D t (d) , (I Part I escrip ion 0 noncas property given (see instructions) a e receive

Schedule a (Form 990, 990-152, or 990-PF) (2015) DAA I

GRIBURFDN Mary Livingston Griggs And Mary 11/9/2016' 41-6052355 Federal Statements I FYE; 6/30/2016 I I Statement1 - Form 990-PF, Part I, Line 11 - Other lnc'ome I Revenue per Net Investment Adjusted Net Description Books - Income Income

$ 2, 4 9 9 $- TOTAL $ 2, 4 9 9 s 0

Statement 2 - Form 990-PF, Part I, Line 16a - Legal Fees

Net Adjusted Charitable Description Total Investment j Net Purpose

MARVIN PERTZIK, PLLC $ 100,000 $ 10,000 6 90,000 TOTAL $ 100,000 $ 10,000 $I O 90,000

Statement 3 - Form 990-PF, Part I, Line 16b - Accountini Fees

Net Adjusted Charitable ' Description Total Investment . Net Purpose

FOLEY, KALSEIM, & CO, STILLWATER $ 30,700 $ 27,630 5 3, 070 TOTAL $ 30,700 $ 27,630 $- 0 3,070

Statement 4 - Form 990-PF, Part I, Line 18 - Taxes

Net Adjusted Charitable Description Total Investment Net Purpose

FEDERAL EXCISE TAX ON INVESTMENT $ 7,872 $ $ TOTAL $ 7,872 $ 0 $ 0

GRIBURFDN Mary Livingston Griggs And Mary 11/9/2016' 41-6052355 Federal Statements FYE; 6/30/2016

Statement 5 - Form 990-PF, Part I, Line 23 - Other Expenses

Net Adjusted Charitable Description Total Investment Net Purpose $ EXPENSES STATE OF MN FEE 50 50 MISC FEE 25 25 BOARD MEETINGS 3,729 3,729 WIRE FEE 95 95 TOTAL 3,899 SJ

Statement 6 - Form 990-PF, Part I, Line 25 - Noncash Contributions, Gifts, Grants

Noncash FMV Book Value Book Value Amount Descnphon Explanation Amount Explanation Date 36,363,559 STOCK MARKET VALUE 36,111,984 c041

Statement 7 - Form 990-PF, Part II, Line 10b - Corporate Stock Investments

Beginning End of Basis of Fair Market Description of Year Year Valuation Value ABBOTT LABORATORIES - 1,800 SH 1,209 COST ABBVIE, INC. - 1,800 SH 1,311 COST EXXON CORP. - 500 SH 41,315 COST 46,870 MERCK & CO. - 21,100 SH 1,106,695 COST 1,215,571 MERCK & CO. - 4,000 SH 68,504 68,504 COST 230,440 MINNESOTA MINING & MFG. - 17,175 SH 2,751,435 COST 3,007,686 MINNESOTA MINING & MFG. - 1,000 SH 25,974 25,974 COST 175,120 U.S. BANCORP - 6,730 SH 268,191 COST 271,421 U.S. BANCORP - 2,770 SH 24,905 24,905 I COST 111,714 WELLS FARGO - 6,400 SH 39,223 39,223 COST 302,912 WEYER CO. - 5,583 SH 86,767 86,767 COST 166,219 TOTAL 247,893 4,413,009 $ 5,527,953

SJ

GRIBURFDN Mary Livingston Griggs And Mary 11/9/2016' 41-6052355 Federal Statements FYE; 6/30/2016 .

Statement 8 - Form 990-PF, Part II, Line 10c - Corporate Bond Investments Beginning End of Basis of Fair Market Description of Year Year Valuation Value

BRISTOL MYERS 7.150% $ 248,438 $ 248,438 COST 3 330,088 NORWEST CORP. 6.65% 99,606 99,606 COST 114,050 TOTAL $ 348,044 $ 348,044 sw

. GRIBURFDN Mary Livingston Griggs And Mary 11/9/2016 41-6052355 Federal Statements FYEz' 6/30/2016

Statement 9 - Form 990-PF, Part II, Line 15 - Other Assets Beginning End of Fair Market Description of Year Year Value

DIVIDEND AND INTEREST RECEIVABLE $ 182 $ $

TOTAL $ 182 $ 0 $ 0

Statement 10 - Form 990-PF, Part III, Line 3 - Other Increases

Description Amount DIFFERENCE IN BOOK/FMV OF STOCK DONATION $ 304,046 , CHANGE IN- COtmITMEIxITs-EAYABLE 0,9,96,31,41

TOTAL $ 10,300,760

Statement 11 - Form 990-PF, Part VII-A, LLne 5 - Description of Liquidation, Termination, Etc.

Description

THE ORGANIZATION IS IN THE PROCESS OF DISSOLVING AND HAS TRANSFERRED MANY OF ITS ASSETS TO 501(C)(3) ORGANIZATIONS. THE ORGANIZATION RECEIVED SUBSTANTIAL ASSETS FROM THE ESTATE OF MARY GRIGGS BURKE DURING THE FISCAL YEAR ENDING JUNE 30, 2016 AND WILL CONTINUE TO TRANSFER THE REMAINING ASSETS TO QUALIFYING RECIPIENTS BY JUNE 30, 2017. SEE ATTACHED FOR ADDITIONAL INFORMATION AND PLAN OF DISSOLUTION.

GRIBURFDN Mary Livingston Griggs And Mary 11/9/2016' 416052355 Federal Statements FYE; 6/30/2016

Statement 12 - Form 990-PF, Part VII-A, Line 10 - Substantial Contributors

Name Address City, State, Zip MARY GRIGGS BURKE ESTATE 2221 FORD PARKWAY, SUITE 204 ST. PAUL MN 55116

Statement 13 - Form 990-PF, Part VIII. Line 1 - List of Officers. Directors, Trustees, m Name and Average Address Title Hours Compensation Benefits Expenses PHYLLIS KARASOV ASST SECR 0.50 0 0 0 7900 XERXES AVENUE SOUTH MINNEAPOLIS MN 55431

GALE LANSING DAVIS PRESIDENT 0.50 0 0 O 2221 FORD PARKWAY, #204 ST. PAUL MN 55116

MARVIN PERTZIK * SECR/TREAS 5.00 0 O 0 2221 FORD PARKWAY, #204 ST. PAUL MN 55116

ELEANOR BRIGGS VICE PRES 1.00 0 O O 2221 FORD PARKWAY, #204 ST. PAUL MN 55116

* THE BOARD OFFICER IS AN ATTORNEY OF THE FIRM MARVIN J PERTZIK, PLLC.

THE ORGANIZATION PAID $100,000 TO MARVIN J PERTZIK, PLLC FOR SERVICES

FOR THE YEAR ENDED JUNE 30, 2016.

12-13

GRIBURFDN Mary Livingston Griggs And Mary 11/9/2016 I 416052355 Federal Statements FYEz' 6/30/2016

Statement 14 - Form 990-PF, Part XV, Line 2b - Application Format and Required Contents

Description

THE FORM OF APPLICATION IS A COMPREHENSIVE LETTER. THE LETTER SHOULD OUTLINE THE AMOUNT, PURPOSE, PERIOD AND OTHER RELEVANT DATA. ADDITIONAL MATERIALS REQUIRED ARE A BUDGET, A COPY OF THE LAST AUDITED FINANCIAL STATEMENTS AND A COPY OF THE FEDERAL EXEMPTION LETTER. THE BOARD IS NO LONGER RECEIVING REQUESTS FOR GRANTS.

Form 990-PF, Part XV, Line 2c - Submission Deadlines

Description * - i pp !

NO I? - I I -

Form 990-PF, Part XV, Line 2d - Award Restrictions or Limitations

Description

NO

14

GRIBURFDN Mary Livingston Griggs And Mary 11/9/2016 ' 41-6052355 Federal Statements FYEi' 6/30/2016

Taxable Interest on Investments Unrelated Exclusion Postal US Description Amount Busmess Code Code Code Obs ($ or %) CHECKING ACCOUNT $ 11 14 RBC WEALTH MGMT CASH FUND 42 14 TOTAL $ 53

Taxable Dividends from Securities Unrelated Exclusion Postal US Description Amount Business Code Code Code Obs ($ or %) p

CORPORATE STOCKS HELD $ 74,266 14 GNMA INVESTMENTS 345 14 CORPORATE BONDS HELD 24,525 14 RBC WEALTH MANAGEMENT 256 14 TOTAL $ 99,392

MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION ST. PAUL, MINNESOTA 41-6052355

FORM 990- PF YEAR ENDED JUNE 30,2016 .... .7- -...., ...... ,. .. . . -...... -...... -...... -w ,...... ,.....J. m. . ... y... rue-"v u... .. m...... m"... w"..- ...- ...... 2.... .31 ELL ..t.x...... s...z...z....s. -...... -L 4;...12. . -14.. 23.6.1- ..... L. . s- . .2 ...... 1..2.. ---...... -L...... &.4..*.. 4 ME .- ...... x...... -.i

STATEMENT 11 Part VII-A Item 5

This statement is submitted in accordance with Reg. 1.6043-3(a)(1) and Form 990-PF General Instruction T to report the distribution of certain assets that resulted in a substantial contraction of assets during the current tax year.

During the fiscal year ended June 30, 2016, the Mary Livingston Griggs and Mary Griggs Burke Foundation made large distributions of assets from sources other than current income. Such distributions are part of a series of related transfers beginning in the prior fiscal year and continuing through #the next fiscal year ending June 30, 2017. For a list oLdistributions,-see.statements,16-and 17 L-

All organizations are exempt from taxes under IRC Section 501(c)(3) and are not controlled (directly or indirectly) by the Mary Livingston Griggs and Mary Griggs Burke Foundation or any disqualified persons with respect to the Mary Livingston Griggs and Mary Griggs Burke Foundation.

' MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION ST. PAUL, MINNESOTA 41-6052355

FORM 990- PF YEAR ENDED JUNE 30,2016

. -L-.- ...... AH - LL-.. 4 VFW . 2.... , . .3. .97..--" . H..- -a- .44 .43. .4..1...... - .3 ...... 1.31.6.4..- ...... T..'.-...... L. 1...... SILL... 4...... 4..ng . 3..."..- ...... -...... -..i...... - .....2...... 4...... -.... -...... -..

STATEMENT 15

Part XIL Line 3a; Grants and Contributions Paid

Grantee (Status) Purpose Amount

On-Demand Payments

Ramsey County Historical Society, Inc. (A) General Operating $ 10,329.38 St. Paul, MN Mary & Jackson Burke Foundation (B) General Operating 399,895.57

StePaulTMN# A Total of On-Demand Contributions Paid During the Year $ 410,224.95

(A) Public (B) Operating

MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION ' ST. PAUL, MINNESOTA 41-6052355

FORM 990- PF YEAR ENDED JUNE 30,2016 ...... -...... MW- .4.-----.--..--.-.-----uawn...I ...- ..-.. . H.-...... Z.-.4.....-L...... - ...... w ...... -...- ...... L.....-...L-

STATEMENT 16

Part XV, Line 3a; Grants and Contributions Paid - Cash

Grantee (Status) Purpose Amount

Cable Natural History Museum, Inc. (A) General Operating $ 75,000.00 Cable, WI Cable Natural History Museum, Inc. (A) Endowment 28,915.00 Cable, WI Cable Natural History Museum, Inc. (A) Repairs 20,000.00

- 47Cable,eWI Asia Society (A) Endowment 17,169.24 , NY Asia Society (A) Kamakura Exhibition 25,000.00 New York, NY (A) Establish MGB Center 51,150.00 New York, NY MacDowell Colony, Inc. (A) Specific Program 4,460.00 Peterborough, NH Wildlife Conservation Society (A) Specific Program 4,460.00 Bronx, NY Jewish Community Ctr Assoc. of North America (A) Specific Program 646.50 New York, NY Jewrsh Federation of Greater St. Paul (A) Specific Program 987.50 St. Paul, MN Jewish Family Service (A) Specific Program 25,000.00 St Paul, MN Jewish Community Relations Council of MN (A) General Operating 20,000.00 Minneapolis, MN Neighborhood House (A) Endowment 987.50 St. Paul, MN Little Sisters of the Poor (A) General Operating 10,000.00 St. Paul, MN Talmud Torah of St. Paul (A) Endowment 25,000.00 St. Paul, MN Sholom Home (A) Specific Fund 20,000.00 St. Paul, MN Chabad Academy (A) General Operating 25,000.00 St. Paul, MN Jerusalem Foundation Inc. (A) Specific Program 50,000.00 New York, NY Friends ENGEEfWO Yad 03sLa K hi 3 h ( A ) Gene r al Operat in 9 25,000 . 00

Freer Gallery of Art (A) Endowment 6,920.00 Washington, DC. Society (A) Endowment 27,292.40 New York, NY Metropolitan Museum of Art (A) Specific Program 106,354.00 New York, NY Ramsey County Historical Society (A) Endowment 7,070.00 St. Paul, MN MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION ST PAUL, MINNESOTA 41-6052355

FORM 990-PF YEAR ENDED JUNE 30, 2016 K" .23) ' ' C l .5 my) szfzzwww '9? x , 1.; V'I' i . ' 3.3LTCECL0 NMAW- ) Awe.

STATEMENT 16

Part XV, Line 3az Grants and Contributions Paid - Cash

Grantee (Status) Purgose Amount

Sarah Lawrence College (A) Endowment 250,000.00 Bronxville, NY Sterling & Francis Clark Art Inst. (A) Exhibition 100,000.00 Williamstown, MA Total of-aIIVCash GEEts and-Contributions Paid During the Year $ 926,412.14

(A) Public (B) Operating MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION ST. PAUL, MINNESOTA 41-6052355 PFCRMM.990jP-FWYEAR ENDED JUNE 30, 201-Ne,

-.....V.,WE,.. "WWW...... w... .v...m.

STATEMENT 17

Part XV, Line 3a' Grants and Contributions Paid - Stock

Grantee (Status) Purpose Amount

Cable Natural History Museum, Inc. (A) Endowment 2,971,085.00 Cable, WI g BE

Cable Natural History Museum, Inc. (A) Maintenance 500,000 00 Cable, WI Asia Society (A) Endowment 1,982,830.76 New York, NY Columbia University (A) Establish MGB Center 9,948,850.00 New York, NY Columbia University (A) Specific Program 1,000,000.00 New York, NY Columbia University (A) Endowment 2,000,000.00 New York, NY Maine Coast Heritage Trust (A) Stewardship 500,000.00 Topsham, ME Yellowstone Association (A) Specific Program 500,000.00 Yellowstone National Park, WY MacDowell Colony, Inc. (A) Specific Program 495,540.00 Peterborough, NH Wildlife Conservation Society (A) Specific Program 495,540.00 Bronx, NY Beth Jacob Congregation (A) Endowment 200,000.00 St. Paul, MN Jewish Comm. Ctr of the Greater St. Paul Area (A) Endowment 250,000.00 St. Paul, MN Jewish Community Ctr Assoc. of North America (A) Specific Program 149,353.50 New York, NY Jewish Federation of Greater St. Paul (A) Specific Program 99,012.50 St. Paul, MN Neighborhood House (A) Endowment 99,012.50 St. Paul, MN Freer Gallery of Art (A) Endowment 1,993,080.00 Washington, DC. Japan Society (A) Endowment 1,972,707.60 New York, NY Metropolitan Museum of Art (A) Endowment 2,356,808.50 New York, NY MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION ST. PAUL, MINNESOTA 41-6052355

FORM 990-PF YEAR ENDED JUNE 30, 2016an . *Tfi'" "'WXZZTTT 2' "1w"' -"IZ MW '7' "Xmmr'TVWTWKW 'TZ'FTT' UM ' "w ' TEXT"??? ' "Z33? Tiff" STATEMENT 17

Part XV, Line 3a. Grants and Contributions Paid - Stock

Grantee (Status) Purpose Amount

Minneapolis Institute of Arts (A) Endowment 2,356,808.50 Minneapolis, MN Endowmentgx99293000 St. Paul, MN (A) Endowment 5,000,000.00 Bronxville, NY Trust for Public Land (A) Specific Program 500,000.00 St. Paul, MN Total of all Stock Grants and Contributions Paid During the Year $ 36,363,55886

(A) Public (B) Operating

MARY LIVINGSTON GRIGGS AND MARY GRIGGS BURKE FOUNDATION ST.'PAUL, MINNESOTA 41-6052355

FORM 990- PF YEAR ENDED JUNE 30, 2016 ET---"qv? .- .. a- -- -2 .- '11, -. 4 ---H-. *M-.. -4 ->-'*--w.--- --*(-V ,2 -- ...-..->.. --. T..-.-..#... ..---- .. H--.-y-- -4- .. -k ...... ,.....- ..-.-.... - .4..-- . -. .- STATEMENT 18

Part VII-B Line 50

During the fiscal year ended June 30, 2016, the following grants were paid by the Mary Livingston Griggs and Mary Griggs Burke Foundation to the Mary and Jackson Burke Foundation, a private operating Foundation. The address of the Mary and Jackson Burke Foundation is; 2221 Ford Parkway, #204, St. Paul, MN 55116.

Date Paid Amount Purpose

July 9, 2015 $ 30,000.00 (A)

Aug ust-20720-1 55300,000700*9(A)-

September 30, 2015 20,000.00 (A) December 2, 2015 15,000.00 (A) December 16, 2015 25,000.00 (A) December 29, 2015 9,895.57 (A)

$ 399,895.57

(A) For administrative expenses which are attributable to the Mary and Jackson Burke Foundation Sec. 170(c)(2)(B)

The grantee has not diverted any portion of the grants paid from the original purpose of the grants, as listed above.

The annual report for the grantee's accounting period ended December 31, 2015 was received by the grantor on April 28, 2016. The grantee distributed all of its assets during 2015 and filed a final form 990-PF for the year ended December 31, 2015.