Abstract Information: The Saint Paul & Minnesota Foundation has a unique history with deeply embedded roots in both the East Metro of the Twin Cities and the state of Minnesota as a whole. As a place-based funder, our ongoing funding and legitimacy stem from our surroundings; accordingly, our mission and values center the community within this geography, and we are poised to operate in service of that community in perpetuity. With that goal in mind, we chose to adopt a Theory of Philanthropy framework that allows us to reflect on our past, present, and future, as well as our connection to the community we serve. A Theory of Philanthropy (ToP) is both similar and distinct from a Theory of Change (ToC), with a ToP serving a much broader, holistic function for the work of a foundation as whole, to guide its structure, processes, and relationships (both internal and external). While discussed in the literature as an important framework for foundations (beginning in the mid 2010’s, led by the work of Michael Quinn Patton), it seems that literature and energy surrounding use of the ToP has declined in recent years. The purpose of this Birds of a Feather session is to connect with other foundations about their use of ToP: how foundations developed their frameworks, how they use them, and how they are embedded within the organization. Additionally, we would like to explore possible barriers to building ToPs, how to re-energize this area in the field, and ways to study the ToP’s success and effectiveness in driving organizational thriving and community impact.