Private philanthropic foundations in the U.S. are fundamentally private organizations that operate within the public arena, and have long played central roles in advancing social change and shaping public priorities, yet exist as autonomous institutions that are unconstrained by democratic accountability mechanisms. While this autonomy allows foundations to achieve effective outcomes by taking risks, innovating with new programs, and moving with more agility than the bureaucratically constrained state, it may also result in amplifying elite voices outside of democratic processes, leading to normative concerns about power and control by the wealthy within the public realm. The core framework of the course will engage with these questions by utilizing an experiential approach, wherein students will participate in a hands-on process of making actual grants to nonprofit organizations. The Once Upon A Time Foundation has provided a grant of $50,000 that the class will allocate as a course-long project, directly applying the concepts discussed during class through a practical lens. Students will determine the mission and objective of the funding based on students’ values; the organization(s) to which funding will be allocated; the number of and size of the gift(s) that will be made; how the gift(s) will be awarded; and how the impact of the gift(s) will be evaluated and assessed.