Form990
Click to see attachment
Department of the Treasury
Internal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation)

MediumBullet The organization may have to use a copy of this return to satisfy state reporting requirements.
OMB No. 1545-0047
2010
Open to Public Inspection
A For the calendar year, or tax year beginning 07-01-2010 and ending 06-30-2011
BCheck if applicable:
CName of organization
Baylor Health Care System
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
2001 Bryan Street No 2200
 
Room/suite
City or town, state or country, and ZIP + 4
Dallas, TX752013005
D Employer identification number

75-1812652
E Telephone number

G Gross receipts $ 502,861,323
F Name and address of principal officer:
Joel Allison
3600 Gaston Ave Ste 150
Dallas,TX75246
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.BaylorHealth.com
H(a)
Is this a group return for
affiliates?
H(b)
Are all affiliates included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet  
K Form of organization:
 
L Year of formation: 1981
M State of legal domicile: TX
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: Faith based supporting organization providing services to a network of acute care hospitals and related health care entities that provide patient care, medical education, research and community services.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) .... 3 15
4 Number of independent voting members of the governing body (Part VI, line 1b) .... 4 14
5 Total number of individuals employed in calendar year 2010 (Part V, line 2a) ... 5 2,435
6 Total number of volunteers (estimate if necessary) .... 6 0
7a Total unrelated business revenue from Part VIII, column (C), line 12 .. 7a 252,187
b Net unrelated business taxable income from Form 990-T, line 34 .. 7b 66,408
Revenues; Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 365,964 1,710,695
9 Program service revenue (Part VIII, line 2g) ......... 369,319,707 428,469,167
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 22,525,835 12,230,133
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 6,542,194 8,410,730
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 398,753,700 450,820,725
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 75,937,804 47,092,713
14 Benefits paid to or for members (Part IX, column (A), line 4) .... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 183,203,830 223,166,238
16a Professional fundraising fees (Part IX, column (A), line 11e).... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f).... 259,983,176 277,183,618
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 519,124,810 547,442,569
19 Revenue less expenses. Subtract line 18 from line 12...... -120,371,110 -96,621,844
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............ 1,996,544,365 2,448,225,031
21 Total liabilities (Part X, line 26)............ 1,983,872,789 2,459,310,846
22 Net assets or fund balances. Subtract line 21 from line 20 ..... 12,671,576 -11,085,815
Part II
Signature Block
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 officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title.
Paid Preparer's Use Only Preparer's
signatureBig Right Arrow 		Date
right pointing bullet image Preparer’s taxpayer identification number
(see instructions)
Firm’s name (or yours
if self-employed),
address, and ZIP + 4Big Right Arrow




 		EIN right pointing bullet image
Phone no. right pointing bullet image
May the IRS discuss this return with the preparer shown above? (see instructions) .........
For Privacy Act and Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2010)
Form 990 (2010)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response to any question in this Part III . . . . . . . . . .
1
Briefly describe the organization’s mission: Founded as a Christian ministry of healing, Baylor Health Care System exists to serve all people through exemplary health care, education, research and community service.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ....................
If “Yes,” describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ..........................
If “Yes,” describe these changes on Schedule O.
4
Describe the exempt purpose achievements for each of the organization’s three largest program services by expenses.
Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 455,250,787 including grants of $ 47,092,713 ) (Revenue $ 413,017,694 )
See Schedule OBaylor Health Care System (BHCS) is a faith-based, non-profit supporting organization formed in 1981 to provide centralized strategic and management services to an integrated health care delivery system (System). The System consists of a growing network of acute care hospitals, specialty hospitals, primary care physician centers and practices, rehabilitation clinics, senior health centers, ambulatory surgery centers, short stay hospitals, foundations and other related health care facilities that provide quality patient care, medical education, medical research and other community services to the North Texas region. BHCS's governing body is comprised of volunteer community representatives who provide leadership and governance to BHCS. The members of the governing body contribute their wisdom, insights and expertise to ensure that BHCS is fulfilling its mission and charitable purpose while providing efficient administrative support services and direction for the System. Founded as a Christian ministry of healing, BHCS exists to serve all people through exemplary health care, education, research and community service. BHCS is committed to offering access to quality health care including free or discounted health care to the indigent and underserved population through its affiliated health care providers. As part of its charitable mission, the System's nonprofit hospitals provided community benefits (as reported to the Texas Department of State Health Services and in accordance with the State of Texas statutory methodology) in excess of $502,800,000 which includes the unreimbursed cost of charity care, Medicaid, Medicare and other community benefits. The System's nonprofit hospitals provided community benefits (as reported on Form 990, Schedule H) in excess of $145,000,000 during the tax year, which included the unreimbursed cost of charity care, Medicaid and other community benefits, but excludes Medicare.
4b (Code:   ) (Expenses $ 20,400,403 including grants of $   ) (Revenue $ 26,990,705 )
See Schedule OBHCS owns and leases various hospital facilities and professional office buildings to controlled affiliates, physicians on the medical staff of affiliated hospitals, and other health care providers.
4c (Code:   ) (Expenses $ 47,092,713 including grants of $   ) (Revenue $   )
See Schedule OAs part of its mission, BHCS provides grants and other assistance to related and/or unrelated non-profit organizations that are religious, charitable, scientific, or educational in nature, within the meaning of Internal Revenue Code section 501(c)(3), but only when one or more of the following criteria for use of these funds is met: (1) fulfills a need identified by a community needs assessment conducted by BHCS or a third party (such as Community Health Check Up or by the United Way) and adopted as a priority by BHCS's community service advisory council and/or the community benefits committee or (2) serves an under-served community or group of people through medical mission work to improve their health status. Also, BHCS employees have the opportunity to work with many organizations in many communities. BHCS employees often serve on committees and boards of local nonprofit organizations, as well as donate their time to work at health fairs and other community events.
4d Other program services. (Describe in Schedule O.)
(Expenses $   including grants of $   ) (Revenue $   )
4e Total program service expensesMediumBullet$ 522,743,903
Form 990 (2010)
Form 990 (2010)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule AClick to see attachment.....................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors? Click to see attachment........
2
Yes
 
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part IClick to see attachment..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities? If “Yes,” complete Schedule C,
Part IIClick to see attachment.........................
4
Yes
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C, Part III........................
5
 
 
6
Did the organization maintain any donor advised funds or any similar funds or accounts where donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If “Yes,” complete
Schedule D, Part IClick to see attachment.......................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas or historic structures? If “Yes,” complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,”
complete Schedule D, Part IVClick to see attachment...................
9
 
No
10
Did the organization, directly or through a related organization, hold assets in term, permanent,or quasi-endowments? If “Yes,” complete Schedule D, Part VClick to see attachment
10
 
No
11
If the organization’s answer to any of the following questions is ‘Yes,’ then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable:
a
Did the organization report an amount for land, buildings, and equipment in Part X, line10? If “Yes,” complete Schedule D, Part VI.Click to see attachment
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VII.Click to see attachment
11b
Yes
 
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIII.Click to see attachment
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IX.Click to see attachment
11d
Yes
 
e
Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part X.Click to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part X.Click to see attachment
11f
Yes
 
12a
Did the organization obtain separate, independent audited financial statements for the tax year? If “Yes,” complete Schedule D, Parts XI, XII, and XIII Click to see attachment
12a
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered ‘No’ to line 12a, then completing Schedule D, Parts XI, XII, and XIII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, and program service activities outside the United States? If “Yes,” complete Schedule F, Part I......... Click to see attachment
14b
Yes
 
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the U.S.? If “Yes,” complete Schedule F, Part II.. Click to see attachment
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the U.S.? If “Yes,” complete Schedule F, Part III.. Click to see attachment
16
 
No
17
Did the organization report a total of more than $15,000, of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If “Yes,” complete Schedule G, Part I
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If “Yes,” complete Schedule G, Part II..........
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If “Yes,” complete Schedule G, Part III...................
19
 
No
Form 990 (2010)
Form 990 (2010)
Page 4
Part IV
Checklist of Required Schedules (continued)
20a
Did the organization operate one or more hospitals? If “Yes,” complete Schedule H.....
20a
 
No
b
Did the organization attach its audited financial statement to this return? Note: All Form 990 filers that operate one or more hospitals must attach audited financial statements. .....
20b
 
 
21
Did the organization report more than $5,000 of grants and other assistance to governments and organizations in the United States on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II.. Click to see attachment
21
Yes
 
22
Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III..... Click to see attachment
22
 
No
23
Did the organization answer “Yes” to Part VII, Section A, questions 3, 4, or 5, about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If “Yes,” complete Schedule J................ Click to see attachment
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer questions 24b–24d and complete Schedule K. If “No,” go to line 25................ Click to see attachment
24a
Yes
 
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
No
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
No
d
Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...
24d
 
No
25a
Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If “Yes,” complete Schedule L, Part I...... Click to see attachment
25a
 
No
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I................ Click to see attachment
25b
 
No
26
Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II........................... Click to see attachment
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor, or a grant selection committee member, or to a person related to such an individual? If “Yes,” complete Schedule L, Part III............... Click to see attachment
27
 
No
28
Was the organization a party to a business transaction with one of the following parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV ......................... Click to see attachment
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV................... Click to see attachment
28b
 
No
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or owner? If “Yes,” complete Schedule L, Part IV.. Click to see attachment
28c
Yes
 
29
Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule M
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II.......................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If “Yes,” complete Schedule R, Part I........ Click to see attachment
33
Yes
 
34
Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Parts II, III, IV, and V, line 1..................... Click to see attachment
34
Yes
 
35
Is any related organization a controlled entity within the meaning of section 512(b)(13)? .....
35
Yes
 
a
Did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If “Yes,” complete Schedule R, Part V, line 2... Click to see attachment
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If “Yes,” complete Schedule R, Part V, line 2........... Click to see attachment
36
 
No
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If “Yes,” complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11 and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2010)
Form 990 (2010)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response to any question in this Part V . . . . . . . . . .
Yes
No
1a
Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable. .......
1a
521
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable.
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements filed for the calendar year ending with or within the year covered by this return .....................
2a
2,435
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?

Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file. (see instructions)
2b
Yes
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?.............................
3a
Yes
 
b
If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....
3b
Yes
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account or securities account)?.......................
4a
Yes
 
b
If "Yes," enter the name of the foreign country: MediumBulletCJ
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If “Yes” to line 5a or 5b, did the organization file Form 8886-T? ........
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible?..........
6a
 
No
b
If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If “Yes,” indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?..........................
7e
 
 
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
 
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?...................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?...............
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?................
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?.........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If “Yes,” enter the amount of tax-exempt interest received or accrued during the year.
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. All 501(c)(29) organizations must list in Schedule O each state in which they are licensed to issue qualified health plans, the amount of reserves required by each state, and the amount of reserves the organization allocated to each state.
13a
 
 
b
Enter the aggregate amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans.
13b
 
c
Enter the aggregate amount of reserves on hand.
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
 
b
If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..
14b
 
 
Form 990 (2010)
Form 990 (2010)
Page 6
Part VI
Governance, Management, and Disclosure For each “Yes” response to lines 2 through 7b below, and for a “No” response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response to any question in this Part VI . . . . . . . . . .
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year ..............
1a
15
b
Enter the number of voting members included in line 1a, above, who are independent .................
1b
14
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
Yes
 
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? ..
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed?
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Does the organization have members or stockholders? ................
6
 
No
7a
Does the organization have members, stockholders, or other persons who may elect one or more members of the governing body? .........................
7a
 
No
b
Are any decisions of the governing body subject to approval by members, stockholders, or other persons? ..
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O .....
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal
Revenue Code.)
Yes
No
10a
Does the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If “Yes,” does the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with those of the organization? ....
10b
 
 
11a
Has the organization provided a copy of this Form 990 to all members of its governing body before filing the form?
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review the Form 990. .....
12a
Does the organization have a written conflict of interest policy? If “No,” go to line 13.......
12a
Yes
 
b
Are officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ...........................
12b
Yes
 
c
Does the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this is done ....................
12c
Yes
 
13
Does the organization have a written whistleblower policy? ...............
13
Yes
 
14
Does the organization have a written document retention and destruction policy? .........
14
 
No
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line a or b, describe the process in Schedule O. (See instructions.)
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
Yes
 
b
If “Yes,” has the organization adopted a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and taken steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
Yes
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you make these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how), the organization makes its governing documents, conflict of interest policy, and financial statements available to the public.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization: MediumBullet
James Pool
2001 Bryan Street Suite 2300
Dallas,TX75201
(214) 820-3479
Form 990 (2010)
Form 990 (2010)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response to any question in this Part VII . . . . . . . . . .
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation, and current key employees. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

RoundBullet List all of the organization’s current key employees, if any. See instructions for definition of "key employee."
RoundBullet List the organization’s five current highest compensated employees (other than an officer, director, trustee or key employee)
who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the
organization and any related organizations.

RoundBullet List all of the organization’s former officers, key employees, or highest compensated employees who received more than $100,000
of reportable compensation from the organization and any related organizations.

RoundBullet List all of the organization’s former directors or trustees that received, in the capacity as a former director or trustee of the
organization, more than $10,000 of reportable compensation from the organization and any related organizations.

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organizations compensated any current or former officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (describe hours for related organizations in Schedule O) 		(C)
Position (check all that apply) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(1) Joel Allison
President/CEO/Trustee
 40.00 X   X       2,662,323 0 414,573
(2) Albert Black Jr
Chairman
 3.00 X           2,202 0 0
(3) E R Dick Brooks
Trustee
 3.00 X           486 0 0
(4) Ron Carter
Trustee
 3.00 X           0 0 0
(5) James Denison
Trustee
 3.00 X           0 0 0
(6) Dee Finley Jr
Trustee
 3.00 X           0 0 0
(7) Walker Harman
Trustee
 3.00 X           4,683 0 0
(8) Ed Kinkeade
Trustee
 3.00 X           0 0 0
(9) Roy Lamkin
Trustee
 3.00 X           315 0 0
(10) Thomas Leppert
Trustee
 3.00 X           0 0 0
(11) Janie Pena
Trustee
 3.00 X           0 0 0
(12) Gwyn Clarkston Shea
Trustee
 3.00 X           0 0 0
(13) Jim Turner
Vice Chairman
 3.00 X           0 0 0
(14) David Walls
Trustee
 3.00 X           0 0 0
(15) Donald Wills
Trustee
 3.00 X           0 241 0
(16) Mark Teresi
Sr VP Finance Operations
 40.00     X       450,309 0 57,016
(17) Mark Amiri
Treasurer
 40.00     X       391,715 0 62,733
Form 990 (2010)
Form 990 (2010)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (describe hours for related organizations in Schedule O) 		(C)
Position (check all that apply) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(18) William Boyd
Chief Legal Off/Secret.
 40.00     X       971,758 0 220,513
(19) Gary Brock
Chief Operating Officer
 40.00     X       1,275,907 0 239,983
(20) Fred Savelsbergh
Chief Financial Officer
 40.00     X       685,811 0 81,130
(21) Amy Yeager
VP Dep Gen Coun/Asst Sec
 40.00     X       408,849 0 57,783
(22) Paul Convery MD
Sr Vice President/CMO
 40.00       X     821,900 0 173,521
(23) Dianne Grussendorf
VP Managed Care
 40.00       X     280,104 0 57,653
(24) Keith Holtz
Sr VP-Human Resources
 40.00       X     513,127 0 76,146
(25) Rosemary Luquire
Sr Vice President/CNO
 40.00       X     535,705 0 77,664
(26) John McWhorter
Sr Vice President
 10.00       X     0 1,142,450 155,515
(27) Robert Michalski
Chief Compliance Officer
 40.00       X     309,431 0 49,243
(28) David Muntz
Sr Vice President/CIO
 40.00       X     648,512 0 79,329
(29) Pam Scott
VP Supply Chain
 40.00       X     379,006 0 57,120
(30) Jennifer C Stribling
Sr Vice President/Mktg
 40.00       X     461,370 0 57,756
(31) Michael Taylor
Sr Vice President Ops
 40.00       X     948,306 0 180,225
(32) David Ballard
Sr VP Quality Hlth Care Im
 40.00       X     629,755 0 82,149
(33) William Roberts
Chief Strategy Devel Off
 40.00       X     573,396 0 79,795
(34) Robert Green
Sr VP Decision Support
 40.00       X     497,176 0 44,610
(35) Alan Miller MD
Chief of Oncology
 32.00         X   523,639 0 32,509
(36) Donald Kennerly MD
VP Patient Safety
 40.00         X   547,165 0 77,577
(37) Michael Mack MD
Medical Director
 21.00         X   599,197 136,340 31,664
(38) Carl Couch MD
VP Health Care Imprvmnt
 40.00         X   506,509 15,430 69,019
(39) Lavone Arthur
VP Business Development
 40.00         X   449,866 0 61,722
(40) John Miller
Former Officer
             X 137,155 0 0
(41) Rebecca Lincer
Former Officer
             X 99,838 0 16,143
1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 16,215,677 1,294,461 2,576,948
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 in reportable compensation from the organizationMediumBullet315
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual .............
3
Yes
 
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person .....
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
MEDCO Construction LLC
2001 Bryan St Ste 2200
Dallas,TX75201 		Construction Services 33,763,970
CB Richard Ellis
2700 Post Oak Blvd Ste 250
Houston,TX77065 		Management Services 24,776,299
Hewitt Associates LLC
P O Box 95135
Chicago,IL606945135 		HR Technology/Payroll 15,487,818
Eclipsys Corporation
P O Box 8538-0133
Philadelphia,PA191710133 		Information Technology 4,587,885
IBM Corporation
P O Box 535849
Grand Prairie,TX75053 		Information Technology 4,248,842
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 in compensation from the organization MediumBullet151
Form 990 (2010)
Form 990 (2010)
Page 9
Part VIII
Statement of Revenue
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512, 513, or 514
Contributions, gifts, grants and other similar amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d 842,154
e Government grants (contributions)1e 845,437
f All other contributions, gifts, grants, and
similar amounts not included above1f 		23,104
g Noncash contributions included in lines 1a-1f:$  
h Total. Add lines 1a-1f.......MediumBullet 1,710,695
Program Service Revenue Business Code
2a Corporate Services 561,000 380,179,750 380,179,750    
b Rent 531,120 26,990,705 26,990,705    
c Management Fees 561,000 17,691,045 17,691,045    
d Parking 812,930 1,917,037     1,917,037
e Patient Care Revenue 621,990 330,199 330,199    
f All other program service revenue . 1,360,431 1,073,304 178,642 108,485
g Total. Add lines 2a–2f........MediumBullet 428,469,167
Other Revenue 3 Investment income (including dividends, interest
and other similar amounts).....MediumBullet 22,009,036 13,431,321 73,545 8,504,170
4 Income from investment of tax-exempt bond proceeds..MediumBullet        
5 Royalties............MediumBullet 8,410,730 312,075   8,098,655
(i) Real (ii) Personal
6a Gross Rents    
b Less: rental expenses    
c Rental income or (loss)    
d Net rental income or (loss).......MediumBullet        
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory 42,070,102 191,593
b Less: cost or other basis and sales expenses 51,910,401 130,197
c Gain or (loss) -9,840,299 61,396
d Net gain or (loss)..........MediumBullet -9,778,903     -9,778,903
8a Gross income from fundraising events (not including
$  
of contributions reported on line 1c). See Part IV, line 18 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet      
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities...MediumBullet        
10a Gross sales of inventory, less
returns and allowances .
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet        
Miscellaneous Revenue Business Code
11a            
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ......MediumBullet  
12 Total revenue. See Instructions....MediumBullet 450,820,725 440,008,399 252,187 8,849,444
Form 990 (2010)
Form 990 (2010)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A) but are not required to complete columns (B), (C), and (D).
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to governments and organizations in the U.S. See Part IV, line 21 47,092,713 47,092,713
2 Grants and other assistance to individuals in the U.S. See Part IV, line 22    
3 Grants and other assistance to governments, organizations, and individuals outside the U.S. See Part IV, lines 15 and 16    
4 Benefits paid to or for members    
5 Compensation of current officers, directors, trustees, and key employees .... 17,100,620   17,100,620  
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....        
7 Other salaries and wages 143,084,872 143,084,872    
8 Pension plan contributions (include section 401(k) and section 403(b) employer contributions) .... 3,562,635 3,562,635    
9 Other employee benefits ....... 48,632,566 48,632,566    
10 Payroll taxes ........... 10,785,545 10,785,545    
11 Fees for services (non-employees):        
a Management ......        
b Legal ......... 6,873,140   6,873,140  
c Accounting ........... 724,906   724,906  
d Lobbying ........... 55,115 55,115    
e Professional fundraising. See Part IV, line 17..    
f Investment management fees ...... 4,316,150 4,316,150    
g Other .......... 92,969,143 92,969,143    
12 Advertising and promotion .... 3,136,813 3,136,813    
13 Office expenses ....... 47,384,429 47,384,429    
14 Information technology ...... 9,410,589 9,410,589    
15 Royalties ..        
16 Occupancy ........... 54,338,158 54,338,158    
17 Travel ............ 2,192,814 2,192,814    
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ...... 2,996 2,996    
19 Conferences, conventions, and meetings .... 1,293,951 1,293,951    
20 Interest ........... 5,490,600 5,490,600    
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization ..... 41,543,581 41,543,581    
23 Insurance .............. 1,216,093 1,216,093    
24 Other expenses. Itemize expenses not covered above. (Expenses grouped together and labeled miscellaneous may not exceed 5% of total expenses shown on line 25 below.)
a Dues & Memberships 1,670,337 1,670,337    
b Special Functions 1,069,986 1,069,986    
c Recruiting 493,189 493,189    
d Meals & Entertainment 449,949 449,949    
e Federal Income Tax 184,300 184,300    
f All other expenses 2,367,379 2,367,379    
25 Total functional expenses. Add lines 1 through 24f 547,442,569 522,743,903 24,698,666 0
26 Joint costs. Check here MediumBullet if following
SOP 98-2 (ASC 958-720). Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation 		       
Form 990 (2010)
Form 990 (2010)
Page 11
Part X Balance Sheet
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash—non-interest-bearing .......... 10,540 1 10,542
2 Savings and temporary cash investments ....... 53,416,047 2 101,792,975
3 Pledges and grants receivable, net .........   3  
4 Accounts receivable, net ......... 15,376,983 4 133,195
5 Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..........   5  
6 Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of
Schedule L ..........   6  
7 Notes and loans receivable, net ............. 260,953,428 7 201,853,428
8 Inventories for sale or use .............. 2,288,127 8 3,392,510
9 Prepaid expenses and deferred charges ............ 13,594,475 9 19,357,869
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 692,468,335
b Less: accumulated depreciation. ..... 10b 230,353,009 362,695,347 10c 462,115,326
11 Investments—publicly traded securities .......... 720,016,875 11 841,258,820
12 Investments—other securities. See Part IV, line 11 ...... 299,847,263 12 401,341,221
13 Investments—program-related. See Part IV, line 11 .. 75,374,472 13 117,585,554
14 Intangible assets ......... 3,733,560 14 4,404,211
15 Other assets. See Part IV, line 11 ........... 189,237,248 15 294,979,380
16 Total assets. Add lines 1 through 15 (must equal line 34)... 1,996,544,365 16 2,448,225,031
Liabilities 17 Accounts payable and accrued expenses . 1,111,610,717 17 1,391,927,100
18 Grants payable ..........   18  
19 Deferred revenue .......... 15,295,327 19 22,235,460
20 Tax-exempt bond liabilities .......... 525,854,026 20 726,717,709
21 Escrow or custodial account liability. Complete Part IV of Schedule D..   21  
22 Payables to current and former officers, directors, trustees, key
employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L..........   22  
23 Secured mortgages and notes payable to unrelated third parties ..   23  
24 Unsecured notes and loans payable to unrelated third parties .... 49,695,538 24 49,337,842
25 Other liabilities. Complete Part X of Schedule D..... 281,417,181 25 269,092,735
26 Total liabilities. Add lines 17 through 25..... 1,983,872,789 26 2,459,310,846
Net Assets or Fund Balance Organizations that follow SFAS 117, check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets ..... 12,327,095 27 -12,123,916
28 Temporarily restricted net assets ..... 344,481 28 1,038,101
29 Permanently restricted net assets .....   29  
Organizations that do not follow SFAS 117, check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds .....   30  
31 Paid-in or capital surplus, or land, building or equipment fund .....   31  
32 Retained earnings, endowment, accumulated income, or other funds   32  
33 Total net assets or fund balances ..... 12,671,576 33 -11,085,815
34 Total liabilities and net assets/fund balances ..... 1,996,544,365 34 2,448,225,031
Form 990 (2010)
Form 990 (2010)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response to any question in this Part XI . . . . . . . . . .
1
Total revenue (must equal Part VIII, column (A), line 12) . . .
1
450,820,725
2
Total expenses (must equal Part IX, column (A), line 25) . . . . .
2
547,442,569
3
Revenue less expenses. Subtract line 2 from line 1 . . . .
3
-96,621,844
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) . .
4
12,671,576
5
Other changes in net assets or fund balances (explain in Schedule O) . . . .
5
72,864,453
6
Net assets or fund balances at end of year. Combine lines 3, 4, and 5 (must equal Part X, line 33, column (B)) . . . . . .
6
-11,085,815
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response to any question in this Part XII . . . . . . . . . .
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?..
2a
 
No
b
Were the organization’s financial statements audited by an independent accountant?........
2b
Yes
 
c
If “Yes,” to 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O............................
2c
Yes
 
d
If “Yes” to line 2a or 2b, check a box below to indicate whether the financial statements for the year were issued on a separate basis, consolidated basis, or both:
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? ................
3a
Yes
 
b
If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. ..
3b
Yes
 
Form 990 (2010)
Additional Data


Software ID:  
Software Version:  
Form 990, Special Condition Description:
Special Condition Description
SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service
Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
right arrow Attach to Form 990 or Form 990-EZ. right arrow See separate instructions.
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Part I
Reason for Public Charity Status (All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
f
g
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization? ................
11g(i)
 
No
(ii) a family member of a person described in (i) above? ......................
11g(ii)
 
No
(iii) a 35% controlled entity of a person described in (i) or (ii) above? ................
11g(iii)
 
No
h
(i)
Name of supported organization 		(ii)
EIN 		(iii)
Type of organization (described on lines 1- 9 above or IRC section (see instructions)) 		(iv)
Is the organization in col. (i) listed in your governing document? 		(v)
Did you notify the organization in col. (i) of your support? 		(vi)
Is the organization in col. (i) organized in the U.S.? 		(vii)
Amount of support?
Yes No Yes No Yes No
(1) Baylor Research Institute
  		751921898 04   No Yes   Yes   0
(2) Baylor University Medical Center
  		751837454 03 Yes   Yes   Yes   0
(3) Baylor Health Care System Foundation
  		751606705 07   No Yes   Yes   8,000,000
(4) Baylor Specialty Health Centers
  		751765385 03   No Yes   Yes   0
(5) Baylor Health Services
  		751917311 03   No Yes   Yes   0
(6) Baylor Medical Centers at Garland and McKinney
  		751037591 03   No Yes   Yes   0
(7) Baylor Medical Center at Waxahachie
  		751844139 03   No Yes   Yes   0
(8) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital
  		751037226 03   No Yes   Yes   0
(9) Baylor Regional Medical Center at Grapevine
  		751844139 03   No Yes   Yes   0
(10) Baylor Medical Center at Irving
  		752586857 03   No Yes   Yes   100,000
(11) HealthTexas Provider Network
  		752536818 03   No Yes   Yes   37,029,474
(12) Baylor All Saints Medical Center
  		751008430 03   No Yes   Yes   0
(13) All Saints Health Foundation
  		751947007 07   No Yes   Yes   0
(14) Baylor Regional Medical Center at Plano
  		820551704 03   No Yes   Yes   0
(15) Irving Healthcare Foundation
  		751570933 07   No Yes   Yes   0
Total                 45,129,474

For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....            
2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......            
3 The value of services or facilities furnished by a governmental unit to the organization without charge..            
4 Total. Add lines 1 through 3..            
5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..            
6 Public Support. Subtract line 5 from line 4.            
Section B. Total Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
7 Amounts from line 4..            
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
9 Net income from unrelated business activities, whether or not the business is regularly carried on..            
10 Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..            
11 Total support (Add lines 7 through 10).            
12
12
 
13
Section C. Computation of Public Support Percentage
14
14
 
15
15
 
16a
b
17a
b
18
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .            
2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......            
3 Gross receipts from activities that are not an unrelated trade or business under section 513..            
4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...            
5 The value of services or facilities furnished by a governmental unit to the organization without charge..            
6 Total. Add lines 1 through 5.            
7a Amounts included on lines 1, 2, and 3 received from disqualified persons...            
b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.            
c Add lines 7a and 7b..            
8 Public Support (Subtract line 7c from line 6.)            
Section B. Total Support
Calendar year (or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
9 Amounts from line 6...            
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b.            
11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)            
13 Total support (Add lines 9, 10c, 11 and 12.).            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information. Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
 
Explanation
 
 
 
 
Schedule A (Form 990 or 990-EZ) 2010

Additional Data


Software ID:  
Software Version:  
Schedule B
(Form 990, 990-EZ,
or 990-PF)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors
Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
OMB No. 1545-0047
2010
Name of organization
Baylor Health Care System
 
Employer identification number

75-1812652
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ





Form 990-PF




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—
Special Rules
......................... Arrow Bullet   $    
Caution. An Organization that is not covered by the General Rule and/or the Special Rules does not 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 in the heading of its
Form 990-EZ, or on line 2 of its Form 990-PF, to certify that it does not 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) (2010)

Schedule B (Form 990, 990-EZ, or 990-PF) (2010)
Page 1 of 1 of Part I
Name of organization
Baylor Health Care System
  		Employer identification number

75-1812652
Part I
Contributors (see Instructions)
     
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Aggregate contributions		 (d)
Type of contribution
RESTRICTED
RESTRICTED
 

     
RESTRICTED
RESTRICTED  
RESTRICTED, RESTRICTED   RESTRICTED

$RESTRICTED




(Complete Part II if there is
a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Aggregate contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is
a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Aggregate contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is
a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Aggregate contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is
a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Aggregate contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is
a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Aggregate contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is
a noncash contribution.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2010)

Schedule B (Form 990, 990-EZ, or 990-PF) (2010)
Page 1 of 1 of Part II
Name of organization
Baylor Health Care System
  		Employer identification number

75-1812652
Part II
Noncash Property (see Instructions)
     
(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, 990-EZ, or 990-PF) (2010)

Schedule B (Form 990, 990-EZ, or 990-PF) (2010)
Page 1 of 1 of Part III
Name of organization
Baylor Health Care System
  		Employer identification number

75-1812652
Part III
Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
aggregating more than $1,000 for the year. (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.) Arrow Bullet $  
(a) No.
from
Part I		 (b)
Purpose of gift		 (c)
Use 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		 (c)
Use 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		 (c)
Use 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		 (c)
Use 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) (2010)

Additional Data


Software ID:  
Software Version:  
SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet Complete if the organization is described below.
SchCMd Bullet Attach to Form 990 or Form 990-EZ. SchCMd Bullet See separate instructions.
OMB No. 1545-0047
2010
Open to Public
Inspection
If the organization answered “Yes,” to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet Section 527 organizations: Complete Part I-A only.
If the organization answered “Yes,” to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)) Complete Part II-A. Do not complete Part II-B.
Round Bullet Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered “Yes,” to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, Part V, line 35a (Proxy Tax), then
Round Bullet Section 501(c)(4), (5), or (6) organizations: Complete Part III.
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Part I-A
Complete if the organization is exempt under section 501(c) or is a section 527 organization.

1
Provide a description of the organization's direct and indirect political campaign activities on behalf of or in opposition to candidates for public office in Part IV.
2
Political expenditures ....................................SchCMd Bullet
$  
3
Volunteer hours ........................................
 

Part I-B
Complete if the organization is exempt under section 501(c)(3).
1
Enter the amount of any excise tax incurred by the organization under section 4955 .........SchCMd Bullet
$  
2
Enter the amount of any excise tax incurred by organization managers under section 4955 ......SchCMd Bullet
$  
3
If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............
4a
Was a correction made? .........................................
b
If "Yes," describe in Part IV.
Part I-C
Complete if the organization is exempt under section 501(c) except section 501(c)(3).
1
Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet
$  
2
Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt funtion activities ....................................SchCMd Bullet

$  
3
Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b..SchCMd Bullet

$  
4
Did the filing organization file Form 1120-POL for this year? ..........................
5
Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.
(a) Name (b) Address (c) EIN (d) Amount paid from filing organization's funds. If none, enter -0-. (e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.










For Privacy Act and Paperwork Reduction Act Notice, see the instructions for Form 990.
Cat. No. 50084S
Schedule C (Form 990 or 990-EZ) 2010

Schedule C (Form 990 or 990-EZ) 2010
Page 2
Part II-A
Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).
A Check
B Check
Limits on Lobbying Expenditures
(The term "expenditures" means amounts paid or incurred.) 		(a) Filing
Organization's
Totals 		(b) Affiliated Group
Totals
1a Total lobbying expenditures to influence public opinion (grass roots lobbying) ......    
b Total lobbying expenditures to influence a legislative body (direct lobbying) .......    
c Total lobbying expenditures (add lines 1a and 1b) ...................    
d Other exempt purpose expenditures ........................    
e Total exempt purpose expenditures (add lines 1c and 1d) ...............    
f Lobbying nontaxable amount. Enter the amount from the following table in both
columns.		    
  If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:    
  Not over $500,00020% of the amount on line 1e.    
  Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.    
  Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.    
  Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.    
  Over $17,000,000$1,000,000.    
       
g Grassroots nontaxable amount (enter 25% of line 1f) .................    
h Subtract line 1g from line 1a. If zero or less, enter -0-. ................    
i Subtract line 1f from line 1c. If zero or less, enter -0-. ................    
j If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting
section 4911 tax for this year? ......................................

4-Year Averaging Period Under Section 501(h)
(Some organizations that made a section 501(h) election do not have to complete all of the five
columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
  Calendar year (or fiscal year
beginning in) 		(a) 2007 (b) 2008 (c) 2009 (d) 2010 (e) Total
             
2a Lobbying non-taxable amount          
             
b Lobbying ceiling amount
(150% of line 2a, column(e)) 		         
             
c Total lobbying expenditures          
             
d Grassroots non-taxable amount          
             
e Grassroots ceiling amount
(150% of line 2d, column (e))		          
             
f Grassroots lobbying expenditures          
Schedule C (Form 990 or 990-EZ) 2010


Schedule C (Form 990 or 990-EZ) 2010
Page 3
Part II-B
Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).
(a)
Yes
No
(b)
Amount
1
During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:
a
Volunteers? .........................................
 
No
b
Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....
Yes
 
c
Media advertisements? ....................................
 
No
 
d
Mailings to members, legislators, or the public? .........................
 
No
 
e
Publications, or published or broadcast statements? .......................
 
No
 
f
Grants to other organizations for lobbying purposes? .......................
Yes
 
18,288
g
Direct contact with legislators, their staffs, government officials, or a legislative body? ........
Yes
 
120,299
h
Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......
 
No
 
i
Other activities? If "Yes," describe in Part IV ..........................
 
No
 
j
Total. lines 1c through 1i ...................................
138,587
2a
Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....
 
No
b
If "Yes," enter the amount of any tax incurred under section 4912 .................
 
c
If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....
 
d
If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? .......
 
 
Part III-A
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).
Yes
No
1
Were substantially all (90% or more) dues received nondeductible by members? ................
1
 
 
2
Did the organization make only in-house lobbying expenditures of $2,000 or less? ................
2
 
 
3
Did the organization agree to carryover lobbying and political expenditures from the prior year? ..........
3
 
 
Part III-B
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) if BOTH Part III-A, lines 1 and 2 are answered “No” OR if Part III-A, line 3 is answered “Yes”.
1
Dues, assessments and similar amounts from members .....................
1
 
2
Section 162(e) non-deductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).
a
Current year .........................................
2a
 
b
Carryover from last year ....................................
2b
 
c
Total ...........................................
2c
 
3
Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .
3
 
4
If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ................................
4
 
5
Taxable amount of lobbying and political expenditures (see instructions) ..............
5
 
Part IV
Supplemental Information
Complete this part to provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; and Part ll-B, line 1i.
Also, complete this part for any additional information.
Identifier Return Reference Explanation
Part IV, Supplemental Information:   Statement Regarding Legislative Activity Health care policy is critical to all Americans, and Baylor Health Care System ("BHCS") believes that health care providers must participate in forming health care policy by interacting with national, state and local representatives and their staff members to help them better understand the complexities and ramifications of key health care policies including, without limitation, those related to uninsured and indigent patient needs as well as the legislative and regulatory needs to assure the delivery of cost-efficient, quality health care. BHCS has established relationships with persons and industry associations that often communicate BHCS's positions on major health care issues. These contacts may include direct contact, telephone conversations and/or letters. Also, BHCS may attempt to educate the local community on certain legislative initiatives that may impact BHCS' ability to provide quality health care services to the community through direct mailings, media advertising or broadcast statements. The amount of resources (time and money) involved in these activities is insubstantial. BHCS has not intervened in any political campaign.
Schedule C (Form 990 or 990EZ) 2010

Additional Data


Software ID:  
Software Version:  

SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11, or 12.
SchDMd Bullet Attach to Form 990. SchDMd Bullet See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year .......    
2 Aggregate contributions to (during year) ...    
3 Aggregate grants from (during year) ...    
4 Aggregate value at end of year .......    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds may be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit. ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a–2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ....................... 2a  
b Total acreage restricted by conservation easements .................. 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06 ........ 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the taxable year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting and enforcing conservation easements during the year SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section
170(h)(4)(B)(i) and 170(h)(4)(B)(ii)? ....................................
9
In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under SFAS 116, not to report in its revenue statement and balance sheet works of
art, historical treasures, or other similar assets held for public exhibition, education or research in furtherance of public service,
provide, in Part XIV, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under SFAS 116, to report in its revenue statement and balance sheet works of art,
historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service,
provide the following amounts relating to these items:
(i)
Revenues included in Form 990, Part VIII, line 1 ........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ..............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 relating to these items:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990
Cat. No. 52283D
Schedule D (Form 990) 2010

Schedule D (Form 990) 2010
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s accession and other records, check any of the following that are a significant use of its collection
items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIV.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIV and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
If “Yes,” explain the arrangement in Part XIV.
Part V
Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.
(a)Current Year (b)Prior Year (c)Two Years Back (d)Three Years Back (e)Four Years Back
1a Beginning of year balance ....      
b Contributions ........      
c Investment earnings or losses ...      
d Grants or scholarships .....      
e Other expenditures for facilities
and programs ........ 		     
f Administrative expenses ....      
g End of year balance ......      
2
Provide the estimated percentage of the year end balance held as:
a
Board designated or quasi-endowment: SchDMd Bullet  
b
Permanent endowment: SchDMd Bullet  
c
Term endowment: SchDMd Bullet  
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIV the intended uses of the organization's endowment funds.
Part VI
Investments—Land, Buildings, and Equipment. See Form 990, Part X, line 10.
Description of investment (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................   82,937,688 82,937,688
b Buildings ................   352,138,447 81,720,401 270,418,046
c Leasehold improvements ............        
d Equipment ................   257,392,200 148,632,608 108,759,592
e Other .................        
Total. Add lines 1a-1e. (Column (d) should equal Form 990, Part X, column (B), line 10(c).)........SchDMdBullet 462,115,326
Schedule D (Form 990) 2010

Schedule D (Form 990) 2010
Page 3
Part VII
Investments—Other Securities. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c) Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests 401,341,221 F
Other








Total. (Column (b) should equal Form 990, Part X, col.(B) line 12.)Small Bullet 401,341,221
Part VIII
Investments—Program Related. See Form 990, Part X, line 13.
(a) Description of investment type (b) Book value (c) Method of valuation:
Cost or end-of-year market value








Total. (Column (b) should equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. See Form 990, Part X, line 15.
(a) Description (b) Book value
(1) BHCS Assets at BHCS Foundation 1,038,290
(2) Bond Issue Costs 7,370,726
(3) Unexpended Bond Proceeds 118,902,768
(4) Self Insurance Trust 58,041,622
(5) S/T Security Lending Collateral 109,625,974




Total. (Column (b) should equal Form 990, Part X, col.(B) line 15.)...........Small Bullet 294,979,380
Part X
Other Liabilities. See Form 990, Part X, line 25.
1.(a) Description of Liability (b) Amount
Federal Income Taxes 617,334
Self Insurance Liability 61,097,383
Deferred Post-Retirement Benefits 113,149
Deferred Compensation 8,688,640
Derivative Liability 66,603,595
Reserve for Tail Coverage 5,232,337
Security Lending Collateral 109,625,974
Environmental Liability 2,114,323
Revolving Credit Line 15,000,000

Total. (Column (b) should equal Form 990, Part X, col.(B) line 25.)Small Bullet 269,092,735
2. Fin 48 (ASC 740) Footnote. In Part XIV, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC740).
Schedule D (Form 990) 2010

Schedule D (Form 990) 2010
Page 4
Part XI Reconciliation of Change in Net Assets from Form 990 to Financial Statements
1 Total revenue (Form 990, Part VIII, column (A), line 12) .................... 1  
2 Total expenses (Form 990, Part IX, column (A), line 25) ..................... 2  
3 Excess or (deficit) for the year. Subtract line 2 from line 1 ............. 3  
4 Net unrealized gains (losses) on investments .......................... 4  
5 Donated services and use of facilities ............................. 5  
6 Investment expenses ................................... 6  
7 Prior period adjustments .................................. 7  
8 Other (Describe in Part XIV) ................................. 8  
9 Total adjustments (net). Add lines 4 - 8 ............................. 9  
10 Excess or (deficit) for the year per financial statements. Combine lines 3 and 9 ......... 10  
Part XII Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1 Total revenue, gains, and other support per audited financial statements ....... 1  
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIV): ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIV): ........... 4b  
c Add lines 4a and 4b....................... 4c  
5 Total Revenue. Add lines 3 and 4c. (This should equal Form 990, Part I, line 12.) ...... 5  
Part XIII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1 Total expenses and losses per audited financial statements ............. 1  
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a  
b Prior year adjustments .............. 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIV): ............ 2d  
e Add lines 2a through 2d...................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIV): ............ 4b  
c Add lines 4a and 4b....................... 4c  
5 Total expenses. Add lines 3 and 4c. (This should equal Form 990, Part I, line 18.) ...... 5  
Part XIV
Supplemental Information
Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X; Part XI, line 8; Part XII, lines 2d and 4b; and Part XIII, lines 2d and 4b. Also complete this part to provide any additional information.
Identifier Return Reference Explanation
Description of Uncertain Tax Positions Under FIN 48: Part X: The System follows the provisions of ASC 740 "Income Taxes". As of June 30, 2011 and 2010, the System had no material gross unrecognized tax benefits.
Schedule D (Form 990) 2010

Additional Data


Software ID:  
Software Version:  




SCHEDULE F
(Form 990)

Department of the Treasury
Internal Revenue Service
Statement of Activities Outside the United States
Right pointing arrow large image Complete if the organization answered "Yes" to Form 990,
Part IV, line 14b, 15, or 16.
Right pointing arrow large image Attach to Form 990. Right pointing arrow large image See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Part I
General Information on Activities Outside the United States. Complete if the organization answered
“Yes” to Form 990, Part IV, line 14b.
1
For grantmakers. Does the organization maintain records to substantiate the amount of the grants or
assistance, the grantees' eligibility for the grants or assistance, and the selection criteria used to award
the grants or assistance? ...................................
2
For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of grant funds outside the
United States.
3
Activites per Region. (Use Part V if additional space is needed.)
(a) Region (b) Number of offices in the region (c) Number of employees or agents in region or independent contractors (d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region) (e) If activity listed in (d) is a program service, describe specific type of
service(s) in region		 (f) Total
expenditures for region/investments
in region
East Asia and the Pacific 0 0 Program Services Education/Missionary Services 12,065
Europe 0 0 Program Services Insurance Mtg/CME 31,329
North America 0 0 Program Services Facility Development/Missionary Services 2,644
Middle East and North Africa 0 0 Program Services Billing/Collection 25,351
Europe     Investments   12,132,232
Central America and the Caribbean     Investments   158,139,000
           
           
           
           
           
           
           
           
           
           
           
3a Sub-total .....   0 170,342,621
b Total from continuation sheets to Part I ...   0 0
c Totals (add lines 3a and 3b)   0 170,342,621
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2010
Schedule F (Form 990) 2010
Page 2
Part II
Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" to Form 990,
Part IV, line 15, for any recipient who received more than $5,000. Check this box if no one recipient received more than $5,000 ........ MediumBullet
Use Part V if additional space is needed.
1 (a) Name of organization (b) IRS code section
and EIN (if applicable)		 (c) Region (d) Purpose of
grant 		(e) Amount of
cash grant 		(f) Manner of
cash
disbursement 		(g) Amount of
of non-cash
assistance 		(h) Description
of non-cash
assistance 		(i) Method of
valuation
(book, FMV,
appraisal, other)
             
             
             
             
             
             
             
             
             
             
             
             
             
             
             
             
2
Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter .....MediumBullet
 
3
Enter total number of other organizations or entities ........................MediumBullet
 
Schedule F (Form 990) 2010
Schedule F (Form 990) 2010Page 3
Part III
Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 16.
Use Part V if additional space is needed.
(a) Type of grant or assistance (b) Region (c) Number of recipients (d) Amount of
cash grant 		(e) Manner of cash
disbursement 		(f) Amount of
non-cash
assistance 		(g) Description
of non-cash
assistance 		(h) Method of
valuation
(book, FMV,
appraisal, other)
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
Schedule F (Form 990) 2010
Schedule F (Form 990) 2010
Page 4
Part IV
Foreign Forms
1 Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926 (see instructions for Form 926).................
2 Did the organization have an interest in a foreign trust during the tax year? If " Yes," the organization may be required to file Form 3520 and/or Form 3520-A. (see instructions for Forms 3520 and 3520-A)..........
3 Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with respect to Certain Foreign Corporations. (see instructions for Form 5471)..............................
4 Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If "Yes," the organization may be required to file Form 8621, Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see instructions for Form 8621)
5 Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with respect to Certain Foreign Partnerships. (see instructions for Form 8865)....................................
6 Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see instructions for Form 5713)................................................
Schedule F (Form 990) 2010
Schedule F (Form 990) 2010
Page 5
Part V
Supplemental Information
Complete this part to provide the information (see instructions) required in Part I, line 2, and any additional information.
Identifier ReturnReference Explanation
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
Schedule F (Form 990) 2010
Additional Data


Software ID:  
Software Version:  



Schedule I
(Form 990)
Department of the Treasury
Internal Revenue Service
Grants and Other Assistance to Organizations,
Governments and Individuals in the United States
Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet Attach to Form 990
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number
75-1812652
Part I
General Information on Grants and Assistance
1
Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................
2
Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.
Part II
Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21 for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Use
Part IV and Schedule I-1 (Form 990) if additional space is needed ......................... lBullet
(a) Name and address of organization
or government		 (b) EIN (c) IRC Code section
if applicable		 (d) Amount of cash grant (e) Amount of non-cash
assistance		 (f) Method of valuation
(book, FMV, appraisal,
other)		 (g) Description of
non-cash assistance		 (h) Purpose of grant
or assistance
(1) American Cancer Society8900 Carpenter Freeway
Dallas,TX75247 		74-1185665 501(c)(3) 67,750   N/A N/A General Support
(2) American Diabetes Association-Dallas Area4100 Alpha Road Ste 100
Dallas,TX75244 		13-1623888 501(c)(3) 12,060   N/A N/A General Support
(3) American Heart Association Tarrant2630 West Freeway Ste 250
Fort Worth,TX76102 		13-5613797 501(c)(3) 22,540   N/A N/A General Support
(4) Ark House FoundationPO Box 833656
Richardson,TX750833656 		75-2738896 501(c)(3) 20,000   N/A N/A General Support
(5) Arthritis Foundation4300 MacArthur Ste 245
Dallas,TX752096524 		75-6005144 501(c)(3) 8,500   N/A N/A General Support
(6) Arts of Collin County Commission Inc305 Century Pkwy
Allen,TX75013 		04-3799483 501(c)(3) 12,500   N/A N/A General Support
(7) Baptist University of the Americas8019 S Pan Am Expwy
San Antonio,TX782241336 		74-2599785 501(c)(3) 19,000   N/A N/A General Support
(8) Baylor Health Care System Foundation3600 Gaston Ave Ste 100
Dallas,TX75246 		75-1606705 501(c)(3) 8,000,000   N/A N/A General Support
(9) Baylor Medical Center at Irving1901 N MacArthur Blvd
Irving,TX75061 		75-2586857 501(c)(3) 100,000   N/A N/A General Support
(10) B'nai B'rith International2020 K St NW
Washington,DC20006 		53-0179971 501(c)(3) 21,700   N/A N/A General Support
(11) Boys & Girls Club of Greater DallasPO Box 710399
Dallas,TX753710399 		75-1152657 501(c)(3) 7,750   N/A N/A General Support
(12) Alzheimer's Association4144 N Central Exprwy Ste 750
Dallas,TX75204 		75-2041194 501(c)(3) 6,900   N/A N/A General Support
(13) Collin County Community College District Foundation2200 West University Drive
McKinney,TX75071 		75-2235755 501(c)(3) 9,600   N/A N/A General Support
(14) Brother Bill's Helping HandPO Box 565846
Dallas,TX75356 		75-6027740 501(c)(3) 800,070   N/A N/A General Support
(15) Crystal Charity Ball30 Highland Park Village Ste 206
Dallas,TX752052791 		75-6035893 501(c)(3) 28,264   N/A N/A General Support
(16) Dallas Arboretum & Botanical Society Inc8617 Garland Rd
Dallas,TX75218 		23-7375815 501(c)(3) 12,500   N/A N/A General Support
(17) Dallas Area Interfaith1104 Lupo Drive
Dallas,TX75207 		75-2638966 501(c)(3) 20,000   N/A N/A General Support
(18) Dallas Baptist University3000 Mountain Creek Parkway
Dallas,TX752119299 		75-6001300 501(c)(3) 5,247   N/A N/A General Support
(19) Dallas Concilio of Hispanic Service400 S Zang Blvd Ste 300
Dallas,TX752086641 		75-1770140 501(c)(3) 21,980   N/A N/A General Support
(20) Dallas County Heritage Society (Dallas Heritage Village)1515 S Harwood
Dallas,TX75215 		75-6057722 501(c)(3) 19,800   N/A N/A General Support
(21) Dallas Historical SocietyPO Box 150038
Dallas,TX753150038 		75-0851204 501(c)(3) 9,700   N/A N/A General Support
(22) Dallas Institute of Humanities and Culture2719 Routh Street
Dallas,TX75201 		75-1721049 501(c)(3) 15,000   N/A N/A General Support
(23) Denison Ministries17304 Preston Rd Ste 1060
Dallas,TX75251 		26-3191442 501(c)(3) 10,000   N/A N/A General Support
(24) Dinah Weable Breast Cancer Survivor219 Indian Trace Ln
Waxahachie,TX75165 		26-8360038 501(c)(3) 8,000   N/A N/A General Support
(25) Fellowship of Christian Athletes1907 Ascension Blvd Ste 300
Arlington,TX76006 		44-0610626 501(c)(3) 7,020   N/A N/A General Support
(26) Friends of Exall ParkPO Box 710206
Dallas,TX75371 		36-4589342 501(c)(3) 8,000   N/A N/A General Support
(27) Friends of Fair ParkPO Box 150248
Dallas,TX75315 		75-2007688 501(c)(3) 6,000   N/A N/A General Support
(28) Grand Prairie ISD Education Foundation2602 S Beltline
Grand Prairie,TX750531170 		73-1697703 501(c)(3) 10,000   N/A N/A General Support
(29) Helps International15301 Dallas Pkwy Ste 200
Addison,TX75001 		75-1966419 501(c)(3) 15,000   N/A N/A General Support
(30) Grapevine Relief and Community Exchange (GRACE)PO Box 412
Grapevine,TX76099 		75-2195702 501(c)(3) 8,750   N/A N/A General Support
(31) Grapevine-Colleyville ISD Education FoundationPO Box 292
Grapevine,TX76099 		75-2756537 501(c)(3) 5,500   N/A N/A General Support
(32) HealthTexas Provider Network8080 N Cntrl Expwy Ste 1700
Dallas,TX75206 		75-2536818 501(c)(3) 37,029,473   N/A N/A General Support
(33) Hope Clinic411 E Jefferson
Waxahachie,TX75168 		75-2960314 501(c)(3) 80,000   N/A N/A General Support
(34) Injury Prevention Center of Greater DallasPO Box 36067
Dallas,TX75235 		75-2089180 501(c)(3) 50,000   N/A N/A General Support
(35) Irving Schools Foundation2621 W Airport Freeway
Irving,TX75062 		75-2072755 501(c)(3) 21,200   N/A N/A General Support
(36) Juvenile Diabetes Research Foundation3840 Hulen Street Ste 601
Fort Worth,TX76107 		23-1907729 501(c)(3) 31,900   N/A N/A General Support
(37) Kidney Texas Inc6138 Berkshire Ln Ste 10
Dallas,TX75225 		75-2847008 501(c)(3) 16,632   N/A N/A General Support
(38) KwanzaaFestPO Box 224725
Dallas,TX752224725 		75-2851704 501(c)(3) 10,000   N/A N/A General Support
(39) Lake Joe Pool 10K and Pumpkinfest Inc2341 S Belt Line Rd
Grand Prairie,TX75051 		75-2217580 501(c)(3) 8,750   N/A N/A General Support
(40) Leukemia & Lymphoma Society8111 LBJ Freeway Ste 425
Dallas,TX75251 		13-5644916 501(c)(3) 10,500   N/A N/A General Support
(41) Leukemia AssociationLeukemiaTexas6060 N Cntrl Expwy Ste 416
Dallas,TX75206 		75-1327679 501(c)(3) 16,856   N/A N/A General Support
(42) March of Dimes North Texas Chapter12660 Coit Road Ste 200
Dallas,TX752511311 		13-1846366 501(c)(3) 17,650   N/A N/A General Support
(43) Metro Dallas Homeless Alliance1818 Corsicana St
Dallas,TX75201 		75-2461679 501(c)(3) 17,250   N/A N/A General Support
(44) Mothers Against Drunk Drivers8585 Stemmons Frwy 525
Dallas,TX75247 		94-2707273 501(c)(3) 10,000   N/A N/A General Support
(45) National Kidney Foundation5429 LBJ Freeway Ste 250
Dallas,TX75240 		75-6033760 501(c)(3) 20,000   N/A N/A General Support
(46) Plano Independent School District Foundation2700 W 15th St
Plano,TX75075 		75-2481906 501(c)(3) 10,000   N/A N/A General Support
(47) North Central Texas Council of Governments FoundationPO Box 5888
Arlington,TX76005 		30-0095065 501(c)(3) 5,500   N/A N/A General Support
(48) North Texas Food Bank4306 Shilling Way
Dallas,TX75237 		75-1785357 501(c)(3) 8,500   N/A N/A General Support
(49) Operation Care International1200 Warwick Dr
Mesquite,TX75150 		75-2959602 501(c)(3) 15,950   N/A N/A General Support
(50) Primary Care Clinics of North Texas570 S Edmonds Ln Ste 111
Lewisville,TX75067 		26-0064343 501(c)(3) 7,000   N/A N/A General Support
(51) Recovery Resource Council (Tarrant Council on Alcoholism and Drug Abuse)2700 Airport Freeway
Fort Worth,TX76111 		75-6005093 501(c)(3) 9,956   N/A N/A General Support
(52) RISE Adventures IncPO Box 141122
Irving,TX750141122 		20-8646346 501(c)(3) 10,000   N/A N/A General Support
(53) Ronald McDonald House of Dallas5641 Medical Center Dr
Dallas,TX75235 		75-1609401 501(c)(3) 9,305   N/A N/A General Support
(54) Salesmanship Club400 S Zang Blvd Ste 700
Dallas,TX752086641 		86-1118804 501(c)(3) 30,020   N/A N/A General Support
(55) Susan G Komen Breast Cancer FoundationPO Box 101328
Fort Worth,TX76185 		75-2445070 501(c)(3) 12,000   N/A N/A General Support
(56) Susan G Komen Foundation12820 Hillcrest Ave Ste c105
Dallas,TX75230 		75-2444724 501(c)(3) 19,610   N/A N/A General Support
(57) Swim Across AmericaOne International Pl Ste 4600
Boston,TX02110 		22-3248256 501(c)(3) 100,000   N/A N/A General Support
(58) Tarrant Area Food Bank2600 Cullen Street
Fort Worth,TX76107 		75-1822473 501(c)(3) 8,180   N/A N/A General Support
(59) Texas Chapter of The American College of Physicians401 West 15th St
Austin,TX78701 		75-1823808 501(c)(3) 10,000   N/A N/A General Support
(60) Communities Foundation of Texas5500 Caruth Haven Lane
Dallas,TX75225 		75-0964565 501(c)(3) 20,000   N/A N/A General Support
(61) Coppell Community Development Foundation509 W Bethel Rd Ste 200
Coppell,TX75019 		72-1615080 501(c)(3) 10,000   N/A N/A General Support
(62) Texas Hospital AssociationPO Box 970121
Dallas,TX75397 		74-1362741 501(c)(3) 25,000   N/A N/A General Support
(63) Texas Museums and Halls of Fame1108 S University Parks Dr
Waco,TX76706 		74-2603242 501(c)(3) 12,500   N/A N/A General Support
(64) Texas Healthcare Trustees FoundationPO Box 15587
Austin,TX787615587 		74-2752261 501(c)(3) 8,500   N/A N/A General Support
(65) United Way of Metropolitan Dallas1800 North Lamar
Dallas,TX75202 		75-6005352 501(c)(3) 10,000   N/A N/A General Support
(66) The Senior Source3910 Harry Hines Blvd
Dallas,TX75219 		75-1085555 501(c)(3) 49,240   N/A N/A General Support
(67) The Junior League of DallasPO Box 9089
Dallas,TX752093335 		75-1004680 501(c)(3) 12,600   N/A N/A General Support
(68) The Empowerment Project Inc777 E 15th St
Plano,TX75074 		75-2897607 501(c)(3) 10,000   N/A N/A General Support
(69) Texas Woman's UniversityPO Box 425649
Denton,TX762045649 		75-6002618 501(c)(3) 9,400   N/A N/A General Support
(70) YMCA6000 Preston Rd
Dallas,TX752052099 		75-0800696 501(c)(3) 10,110   N/A N/A General Support
2
Enter total number of section 501(c)(3) and government organizations ......................... Bullet Image
70
3
Enter total number of other organizations ................................ . Bullet Image
 
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50055P
Schedule I (Form 990) 2010

Schedule I (Form 990) 2010
Page 2
Part III
Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Use Schedule I-1 (Form 990) if additional space is needed.
(a)Type of grant or assistance (b)Number of
recipients		 (c)Amount of
cash grant		 (d)Amount of
non-cash assistance		 (e)Method of valuation (book,
FMV, appraisal, other)		 (f)Description of non-cash assistance













Part IV
Supplemental Information. Complete this part to provide the information required in Part I, line 2, and any other additional information.
Identifier Return Reference Explanation
Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: Monitoring Grants & Other Assistance As part of its mission, the organization provides grants and other assistance to related organizations and/or unrelated not-for-profit organizations which are religious, charitable, scientific, or educational in nature, within the meaning of Internal Revenue Code Section 501(c)(3), when the use will further one or more tenets of Baylor's charitable mission and one of the following criteria for use of these funds is met: (1)Fulfills a need identified by a community needs assessment conducted by Baylor Health Care System (BHCS) or a third party (such as Community Health Check Up or by the United Way) and adopted as a priority by BHCS's Community Service Advisory Council, (2) Serves an under-served community or group of people through medical mission work to improve their health status. For related organizations, all grants and other assistance are subject to the policies and procedures set forth by BHCS which ensures all funds are used in accordance with the guidelines set forth above and in accordance with the related organization's exempt purpose. Grants and other assistance provided to unrelated organizations are typically monitored by personal inspection. Examples include providing assistance to entities where the filing organization's employee serves as a Board Member for the recipient organization or through attendance at community events where the filing organization employees work as volunteers or to help coordinate these events. Additionally, the grants and other assistance provided are closely monitored by the Community Benefits Committee which is comprised of the President and Community Board Members.
Schedule I (Form 990) 2010


Additional Data


Software ID:  
Software Version:  


Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
SchJMediumBullet Attach to Form 990. SchJMediumBullet See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
b
If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement orprovision of all the expenses described above? If "No," complete Part III to explain....
1b
Yes
 
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? ....
2
Yes
 
3
Indicate which, if any, of the following the organization uses to establish the compensation of the
organization's CEO/Executive Director. Check all that apply.
4
During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment? ...............
4a
 
No
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? ........
4b
Yes
 
c
Participate in, or receive payment from, an equity-based compensation arrangement? ........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.
5
For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ...........................
5a
 
No
b
Any related organization? .........................
5b
 
No
If "Yes," to line 5a or 5b, describe in Part III.
6
For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization? ...........................
6a
 
No
b
Any related organization? .........................
6b
 
No
If "Yes," to line 6a or 6b, describe in Part III.
7
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............
7
Yes
 
8
Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regs. section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................
8
 
No
9
If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990
Cat. No. 50053T
Schedule J (Form 990) 2010

Schedule J (Form 990) 2010
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use Schedule J-1 if additional space needed.
For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.

Note. The sum of columns (B)(i)-(iii) must equal the applicable column (D) or column (E) amounts on Form 990, Part VII, line 1a.
(A) Name (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and other deferred compensation (D) Nontaxable
benefits		 (E) Total of columns
(B)(i)-(D) 		(F) Compensation
reported in prior
Form 990 or
Form 990-EZ
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
(1) Joel Allison (i)
(ii)		 991,009
0 		880,591
0 		790,723
0 		395,899
0 		18,674
0 		3,076,896
0 		488,143
0
(2) Mark Teresi (i)
(ii)		 315,567
0 		132,371
0 		2,371
0 		41,209
0 		15,807
0 		507,325
0 		0
0
(3) Mark Amiri (i)
(ii)		 256,619
0 		104,709
0 		30,387
0 		41,431
0 		21,302
0 		454,448
0 		14,069
0
(4) William Boyd (i)
(ii)		 538,151
0 		409,474
0 		24,133
0 		197,632
0 		22,881
0 		1,192,271
0 		0
0
(5) Gary Brock (i)
(ii)		 622,808
0 		472,119
0 		180,980
0 		225,370
0 		14,613
0 		1,515,890
0 		159,312
0
(6) Fred Savelsbergh (i)
(ii)		 414,699
0 		231,108
0 		40,004
0 		64,961
0 		16,169
0 		766,941
0 		22,076
0
(7) Amy Yeager (i)
(ii)		 223,904
0 		166,436
0 		18,509
0 		36,965
0 		20,818
0 		466,632
0 		16,884
0
(8) Paul Convery MD (i)
(ii)		 472,016
0 		326,310
0 		23,574
0 		156,380
0 		17,141
0 		995,421
0 		0
0
(9) Dianne Grussendorf (i)
(ii)		 257,909
0 		0
0 		22,195
0 		40,802
0 		16,851
0 		337,757
0 		19,353
0
(10) Keith Holtz (i)
(ii)		 310,682
0 		169,169
0 		33,276
0 		52,761
0 		23,385
0 		589,273
0 		16,313
0
(11) Rosemary Luquire (i)
(ii)		 330,547
0 		188,569
0 		16,589
0 		56,914
0 		20,750
0 		613,369
0 		0
0
(12) John McWhorter (i)
(ii)		 0
421,984 		0
293,703 		0
426,763 		0
138,450 		0
17,065 		0
1,297,965 		0
409,228
(13) Robert Michalski (i)
(ii)		 214,400
0 		92,281
0 		2,750
0 		29,749
0 		19,494
0 		358,674
0 		0
0
(14) David Muntz (i)
(ii)		 354,680
0 		240,110
0 		53,722
0 		60,049
0 		19,280
0 		727,841
0 		33,660
0
(15) Pam Scott (i)
(ii)		 270,268
0 		107,447
0 		1,291
0 		42,531
0 		14,589
0 		436,126
0 		0
0
(16) Jennifer C Stribling (i)
(ii)		 223,740
0 		121,525
0 		116,105
0 		37,935
0 		19,821
0 		519,126
0 		101,940
0
(17) Michael Taylor (i)
(ii)		 484,485
0 		338,104
0 		125,717
0 		161,115
0 		19,110
0 		1,128,531
0 		102,533
0
(18) David Ballard (i)
(ii)		 381,080
0 		189,559
0 		59,116
0 		63,581
0 		18,568
0 		711,904
0 		43,850
0
(19) William Roberts (i)
(ii)		 356,894
0 		165,527
0 		50,975
0 		59,591
0 		20,204
0 		653,191
0 		34,717
0
(20) Robert Green (i)
(ii)		 211,898
0 		219,326
0 		65,952
0 		29,069
0 		15,541
0 		541,786
0 		0
0
(21) Alan Miller MD (i)
(ii)		 440,345
0 		83,250
0 		44
0 		12,250
0 		20,259
0 		556,148
0 		0
0
(22) Donald Kennerly MD (i)
(ii)		 356,034
0 		147,533
0 		43,598
0 		57,334
0 		20,243
0 		624,742
0 		38,270
0
(23) Michael Mack MD (i)
(ii)		 564,072
136,271 		35,000
0 		125
69 		8,728
0 		18,912
4,024 		626,837
140,364 		0
0
(24) Carl Couch MD (i)
(ii)		 379,823
15,348 		78,607
0 		48,079
82 		49,703
2,298 		16,568
450 		572,780
18,178 		0
0
(25) Lavone Arthur (i)
(ii)		 283,042
0 		119,676
0 		47,148
0 		45,209
0 		16,513
0 		511,588
0 		42,937
0
(26) John Miller (i)
(ii)		 0
0 		0
0 		137,155
0 		0
0 		0
0 		137,155
0 		137,155
0
Schedule J (Form 990) 2010

Schedule J (Form 990) 2010
Page 3
Part III
Supplemental Information
Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 4c, 5a, 5b, 6a, 6b, 7, and 8. Also complete this part for any additional information.
Identifier Return Reference Explanation
  Part I, Line 1a Travel for companions-The organization reimburses eligible employees and board members certain reasonable travel expenses associated with spousal travel where the spouse's presence is important to the event. These events may include, for example, board meetings, business meetings, and award ceremonies approved by the organization's governing body and/or President. All spousal travel reimbursements are treated as taxable compensation. Fourteen of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year.
  Part I, Line 1a Tax indemnification and gross up payments-The organization provides tax indemnification where an authorized member of management determines there is justification to reimburse an individual for the tax impact on certain taxable, non-cash benefits provided to them. All tax indemnification payments provided are treated as taxable compensation. Sixteen of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year.
  Part I, Line 1a Discretionary spending account-The organization provides eligible employees who travel frequently in their personal vehicle an auto expense allowance in lieu of reimbursement for business mileage under the organization's business travel and expense reimbursement policy. All auto expense allowances are treated as taxable compensation. Fifteen of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year.
  Part I, Line 1a Housing allowance or residence of personal use-The organization provides temporary housing to eligible employees under the organization's moving and relocation reimbursement policy. All temporary housing provided to any employee is treated as taxable compensation. One person listed in the Form 990, Part VII, Section A, received this benefit during the tax year.
  Part I, Line 1a Health or social club dues or initiation fees-The organization may reimburse eligible employees for dues for a health club and/or a social club where there is a bona fide business need for the membership. For example, as part of the organization's promotion of health, the organization will cover a portion of any employees' fitness center club membership dues paid to an affiliated entity that owns and operates a fitness center. All employees are eligible for this benefit. Such reimbursements are treated as taxable compensation to the extent any part of the membership is used for personal use. Nine of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year.
  Part I, Line 1a The organization does not provide benefits such as a maid, chauffer or chef; however, the organization does provide eligible senior officers financial planning benefits as part of their total compensation. All financial planning benefits provided to any individual are treated as taxable compensation. Eight of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year.
  Part I, Line 4b In order to recruit and retain key employees, the organization offers a supplemental non qualified retirement plan to eligible employees. The plan provides an annual benefit (based on a percentage of compensation) to the employee that is paid to the employee on a future date upon vesting in the plan. The following individual(s) participated in and/or received payments (noted in parenthesis) from the organization's supplemental non qualified retirement plan during the tax year: Amy Yeager ($16,884), David Ballard, M.D. ($43,850), David Muntz ($33,860), Dianne Grussendorf ($19,353), Donald Kennerly, M.D. ($38,270), Fred Savelsbergh ($22,076), Gary Brock ($77,422), Jennifer Coleman Stribling ($101,940), Joel Allison ($336,340), John McWhorter ($360,046), Keith Holtz $(16,313), Mark Amiri ($14,069), Robert Michalski, William Roberts ($34,717), Mark Teresi, Robert Green, Michael Taylor ($47,341), Pam Scott, Carl Couch, M.D. Paul Convery, M.D., Rosemary Luiquire, Lavone Arthur ($42,937), John Miller ($137,155) and William Boyd. Also, certain senior officers, as designated by the organization's governing body, are eligible to participate in a Long Term Incentive Plan that is designed to recognize key senior leaders value and contribution to the organization as well as align their compensation to the long term strategy of the organization. Performance targets are based upon a percentage of the participant's base salary and are developed by independent third party expert(s) using market competitive data within the guides of reasonableness. The plan is based on organization's three-year performance against its peers, determined based on peer rankings or percentile rankings in quality, patient satisfaction and financial performance. At the end of three years, awards are determined by the organization's governing body for participants. Payouts are partially made in cash and the remainder vests over an additional two year period. The following individual(s) participated in and/or received payments (noted in parenthesis) from this plan during the tax year: Joel Allison ($151,803), Gary Brock ($81,890), John McWhorter ($49,182), Paul Convery, M.D., Michael Taylor ($55,193) and William Boyd.
  Part I, Line 7 The organization has implemented the Performance Award Program to provide a market competitive total cash compensation incentive program that is designed to attract and retain key leaders and establish greater individual accountability and alignment to business performance. Payout targets are based upon a percentage of base pay and are developed by independent third party expert(s) using comparable market competitive data within the bounds of reasonableness and that are reviewed and approved by the governing body. Payout levels are based upon a combination of system, entity, and individual performance using various metrics related to quality, patient satisfaction, employee retention, and financal stewardship. The governing body may approve modifications to annual incentive awards provided under the program consistent with market comparability data.
Supplemental Information Part III Supplemental Information: Governing Body Compensation The members of the governing body (except the CEO) serve on a voluntary basis and receive no cash compensation from the organization for these duties as a member of the governing body. Some, but not all, members have received modest benefits incident to their service on the board and/or multiple board committees. These benefits include reimbursement for certain reasonable expenses paid on behalf of the member's spouse while accompanying the member on business travel on behalf of the organization and/or a wellness physical. All such benefits are treated as taxable compensation to the extent required by law and are reported in the Form 990 where applicable.
Schedule J (Form 990) 2010

Additional Data


Software ID:  
Software Version:  
Schedule K
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Information on Tax Exempt Bonds
SchKMediumBullet Complete if the organization answered "Yes" to Form 990, Part IV, line 24a. Provide descriptions,
explanations, and any additional information in Schedule O (Form 990).
SchKMediumBullet Attach to Form 990. SchKMediumBullet See separate instructions.
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number
75-1812652
Part I
Bond Issues
(a) Issuer Name (b) Issuer EIN (c) CUSIP # (d) Date Issued (e) Issue Price (f) Description of Purpose (g) Defeased (h) On
Behalf of
Issuer 		(i) Pool
financing
Yes No Yes No Yes No
A Tarrant County Cultural Education Facilities Finance Corporation
  		04-3833551 87638QBU2 02-04-2009 211,177,797 Refunding Issues-11/2001, 4/2008   X   X   X
B North Cental Texas Health Facilities Development Corporation
  		52-1584653 65854RAA8 06-06-2006 71,945,000 Refunding Issues from 01/1996   X   X   X
C Tarrant County Cultural Education Facilities Finance Corporation
  		04-3833551 87638QEW5 06-16-2011 366,043,133 Refunding Issues-6/2006 & Construction of Hospital Facilities   X   X   X
Part II
Proceeds
A B C D
1 Amount of bonds retired. . . . .        
2 Amount of bonds defeased . . . .        
3 Total proceeds of issue . . . . 211,177,797 71,945,000 366,043,133  
4 Gross proceeds in reserve funds . .        
5 Capitalized interest from proceeds.        
6 Proceeds in refunding escrow. . . . .        
7 Issuance costs from proceeds . . . 3,527,583 525,790 3,152,743  
8 Credit enhancement from proceeds.        
9 Working capital expenditures from proceeds . .        
10 Capital expenditures from proceeds . . 95,942,398   95,942,398  
11 Other spent proceeds . . 207,650,214 71,419,210 150,000,000  
12 Other unspent proceeds. . . 116,947,992   116,947,992  
13 Year of substantial completion . . . 2009 2006
Yes No Yes No Yes No Yes No
14 Were the bonds issued as part of a current refunding issue? X   X          
15 Were the bonds issued as part of an advance refunding issue?   X   X   X    
16 Has the final allocation of proceeds been made? . . X   X     X    
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . X   X   X      
Part III
Private Business Use
A B C D
Yes No Yes No Yes No Yes No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? . . .   X   X        
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . .   X   X        
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50193E
Schedule K (Form 990) 2010
Schedule K (Form 990) 2010
Page 2
Part III
Private Business Use (Continued)
A B C D
Yes No Yes No Yes No Yes No
3a Are there any management or service contracts that may result in private business use? X   X          
b Are there any research agreements that may result in private business use of bond-financed property? . .   X   X        
c Does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts or research agreements relating to the financed property? . X   X          
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . . . . . . . . . . . . . SchKMediumBullet 0 % 0 %    
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . SchKMediumBullet 0.500 % 0 %    
6 Total of lines 4 and 5 . . .. . . . . . 0.500 % 0 %    
7 Has the organization adopted management practices and procedures to ensure the post-issuance compliance of its tax-exempt bond liabilities? X   X          
Part IV
Arbitrage
A B C D
Yes No Yes No Yes No Yes No
1 Has a Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate, been filed with respect to the bond issue? . . .   X   X   X    
2 Is the bond issue a variable rate issue?   X X   X      
3a Has the organization or the governmental issuer entered into a hedge with respect to the bond issue?   X   X   X    
b Name of provider .  
  		 
  		 
  		 
 
c Term of hedge . .        
d Was the hedge superintegrated? .                
e Was a hedge terminated? .                
4a Were gross proceeds invested in a GIC? .   X   X   X    
b Name of provider .  
  		 
  		 
  		 
 
c Term of GIC . .        
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? .                
5 Were any gross proceeds invested beyond an available temporary period? .   X   X   X    
6 Did the bond issue qualify for an exception to rebate? . . .   X   X   X    
Schedule K (Form 990) 2010

Schedule K (Form 990) 2010
Page 3
Part V
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule K (see instructions).
Identifier Return Reference Explanation
Schedule K (Form 990) 2010

Additional Data


Software ID:  
Software Version:  

Schedule L
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
Transactions with Interested Persons
MediumBullet Complete if the organization answered
"Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c,
or Form 990-EZ, Part V lines 38a or 40b.
MediumBullet Attach to Form 990 or Form 990-EZ. MediumBulletSee separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Part I
Excess Benefit Transactions (section 501(c)(3) and section 501 (c)(4) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.
1(a) Name of disqualified person (b) Description of transaction (c) Corrected?
Yes No





2
Enter the amount of tax imposed on the organization managers or disqualified persons during the year under section 4958. ......................... Bullet Image$
 
3
Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ....... Bullet Image$
 

Part II
Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 26, or Form 990-EZ, Part V, line 38a.
(a) Name of interested person and purpose (b) Loan to or from the organization? (c)Original principal amount (d)Balance due (e) In default? (f) Approved by board or committee? (g)Written agreement?
To From Yes No Yes No Yes No
Total ...............Small Bullet $  
Part III
Grants or Assistance Benefitting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.
(a) Name of interested person (b)Relationship between interested person and the organization (c)Amount of grant or type of assistance
For Privacy Act and Paperwork Reduction Act Notice, see the
Instructions for Form 990 or 990-EZ.
Cat. No. 50056A
Schedule L (Form 990 or 990-EZ) 2010
Schedule L (Form 990 or 990-EZ) 2010
Page 2
Part IV
Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of transaction (d) Description of transaction (e) Sharing of organization's revenues?
Yes No
(1) Trinity MC LLC (BMCC)
  		Roy Lamkin, organization's board member, serves as Chair of the BMCC board. 5,276,287 Management services   No
(2) Trinity MC LLC (BMCC)
  		Paul Convery, MD, organization's CMO, serves as a board member of BMCC. 5,276,287 Management services   No
(3) Trinity MC LLC (BMCC)
  		Rosemary Luquire, organization's CNO, serves as a board member of BMCC. 5,276,287 Management services   No
(4) Trinity MC LLC (BMCC)
  		Mark Teresi, organization's SVP Fin Ops, serves as a board member of BMCC 5,276,287 Management services   No
(5) Trinity MC LLC (BMCC)
  		Frederick Savelsbergh, organization's CFO, serves as a board member of BMCC 5,276,287 Management services   No
(6) Texas Health Ventures Group LLC (THVG)
  		Gary Brock, organization's COO, serves as a board member of THVG. 8,491,250 Royalty fees and management services   No
(7) Texas Health Ventures Group LLC (THVG)
  		Frederick Savelsbergh, organization's CFO, serves as a board member of THVG 8,491,250 Royalty fees and management services   No
(8) Baylor Heart & Vascular Center LLP (BHVC)
  		John McWhorter, organization's SVP, serves as a board member of BHVC. 9,276,950 Rental of real property and management services   No
(9) Baylor Heart & Vascular Center LLP (BHVC)
  		Don Wills, organization's board member, serves as a board member of BHVC. 9,276,950 Rental of real property and management services   No
(10) Baylor Heart & Vascular Center LLP (BHVC)
  		Michael Taylor, organization's SVP, serves as a board member of BHVC. 9,276,950 Rental of real property and management services   No
(11) Texas Heart Hospital of the Southwest LLP (THHSW)
  		David Ballard, organ.'s SVP Quality Impr, serves as a board member of THHSW 14,369,833 Rental of real property and management services   No
(12) Texas Heart Hospital of the Southwest LLP (THHSW)
  		Rosemary Luquire, organization's CNO, serves as a board member of THHSW. 14,369,833 Rental of real property and management services   No
(13) Texas Heart Hospital of the Southwest LLP (THHSW)
  		Gary Brock, organization's COO, serves as a board member of THHSW. 14,369,833 Rental of real property and management services   No
(14) Texas Heart Hospital of the Southwest LLP (THHSW)
  		Paul Convery, M.D., organization's CMO, serves as a board member of THHSW. 14,369,833 Rental of real property and management services   No
(15) HealthTexas Provider Network-Gastroenterology Services LLP (BAEC)
  		Gary Brock, organization's COO, serves as a board member of BAEC. 203,026 Management services   No
(16) Baylor Health Enterprises LP (BHE)
  		John McWhorter, organization's SVP, serves as a Board Member of BHE. 1,605,819 Purchased Services   No
(17) Baylor Health Enterprises LP (BHE)
  		John McWhorter, organization's SVP, serves as a Board Member of BHE. 4,805,325 Capital Contribution   No
(18) Baylor Health Network Inc (BHNI)
  		Bill Roberts, organization's SVP, serves as President of BHNI. 107,980 Management services   No
(19) Trinity MC LLC (BMCC)
  		Michael Taylor, organization's SVP, serves as a board member for BMCC. 6,331,544 Management services   No
Part V
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule L (see instructions).
Identifier Return Reference Explanation
Schedule L, Part IV, Transactions Involving Interested Persons:   The interested persons listed above in Part IV, including Trinity MC, LLC (BMCC), Texas Health Ventures Group, LLC (THVG), Baylor Heart and Vascular Center, LLP (BHVC), Texas Heart Hospital of the Southwest, LLP (THHSW), HealthTexas Provider Network-Gastroenterology Services, LLP (BAEC), Baylor Health Enterprises, LP (BHE) and Baylor Health Network, Inc. (BHNI) are all controlled affiliates of the organization. The organization's employees and/or community board representatives (Roy Lamkin and Don Wills) were appointed by the organization to serve as board members of the controlled affiliates. These individuals were appointed by the organization to serve as board representatives of those controlled affiliates to ensure they are operated in a charitable manner and in accordance with the organization's tax exempt status. The appointment of the community board representatives to serve on the governing body of related partnerships is consistent with IRS guidance such as Revenue Ruling 98-15 and other related rulings requiring the exempt organization to maintain control of partnerships and joint ventures. In those instances, the community board representatives do not have a financial interest in the organization or the related partnership, do not receive any financial benefit from transactions between the organization and the related partnership, and serve only in a voluntary capacity as an independent community board member.
Schedule L (Form 990 or 990-EZ) 2010

Additional Data


Software ID:  
Software Version:  




SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Identifier Return Reference Explanation
Form 990, Part VI, Section A, line 2   Family or business relationships: Walker Harman and Jim Turner have a business relationship.
Form 990, Part VI, Section B, line 11   Process used to review the Form 990: The Form 990 is prepared and reviewed by BHCS's tax department with assistance from a national public accounting firm. During the return preparation process the tax department works with other functional areas including finance, accounting, treasury, legal, human resources, and corporate compliance for advice, information and assistance to prepare a complete and accurate return. Upon completion, the Form 990 is reviewed by the organization's President, financial officer and/or other key officers. The Form 990 is then reviewed with the organization's governing body and a complete final copy of the return is provided to the organization's governing body prior to filing with the IRS.
  Form 990, Part VI, Section B, line 12c Process used to monitor and enforce compliance with the organization's conflict of interest policy: Persons with the actual or perceived ability to influence the organization have the duty to disclose annually and otherwise promptly as potential conflicts are identified, any familial, professional or financial relationships with entities or individuals that do, or seek to do business with the organization or that compete with the organization. These individuals include the organization's officers, governing body, management, physicians with administrative services agreements and other key personnel who interact with outside organizations or businesses on behalf of the organization. The BHCS Board of Trustees Audit and Compliance Committee and the BHCS Corporate Compliance Committee review all relevant disclosures submitted by these individuals to determine whether a conflict of interest exists and to determine an appropriate resolution, if necessary. The BHCS Compensation and Governance Committee also reviews all relevant disclosures by individuals serving on BHCS's governing body. Any individual with a perceived or potential conflict is prohibited from voting or participating in the decision making process regarding such transaction with that individual.
  Form 990, Part VI, Section B, line 15 Process for determining compensation: The organization recognizes that those chosen to lead the organization are vital to its ongoing success and growth. Thus, it must attract, retain and engage the highest quality officers and key employees to lead the organization and help BHCS maintain its national reputation for achieving high targets for medical quality, patient safety, and patient satisfaction. A significant portion of the organization's officers' and key employees' total compensation is based on significant performance achievements. This strategy, known as the Performance Award Program, works to put a greater emphasis on the importance of the organization achieving targeted improvements in the areas of People, Quality, Patient Satisfaction and Financial Stewardship, annually. Total executive compensation is part of an integrated talent management strategy developed by the BHCS Board of Trustees and its Compensation and Governance Committee (Committee) to attract, motivate, and retain the best leadership resources for the organization. Executive compensation is determined pursuant to guidelines outlined in the intermediate sanction rules under IRC Section 4958 including taking steps to meet the rebuttable presumption standard of reasonableness under Treasury Regulation 53.4958-6, as summarized below. When making compensation decisions, the organization compares itself to similar-sized, and structured businesses including other integrated health care service systems and other similar-sized organizations, both locally and nationally. The BHCS Board of Trustees and Committee, on behalf of the organization, work directly with independent compensation expert(s) to identify reasonable and competitive market rates as well as provide an annual review of the total compensation of the organization's top management officials and key employees. The Committee is made up of members of the BHCS Board of Trustees, who are independent, community volunteers. Guided by the information provided by the independent compensation expert(s), the Committee approves and recommends to the BHCS Board of Trustees salary increases, earned incentives, and benefit offerings for the organization's President, other officers and/or key employees to be comparable to similar organizations for similar services and/or positions. Furthermore, the Committee is charged with the responsibility of reviewing annually the major elements of the executive compensation program to assure designs remain consistent with the business needs, market practices, and compensation philosophy. As part of the decision making process, the Committee will often meet in executive session to discuss and review recommendations made by the independent compensation expert(s). During the executive session no officer or key employee whose compensation is being reviewed is present during these discussions. All decisions are contemporaneously documented in the Committee minutes which are timely reviewed and approved by the Committee.
  Form 990, Part VI, Section C, line 19 Process for making governing documents, conflict of interest policy, & financial statements available to the public: The organization's articles of incorporation and amendments thereto are made available to the public by the filing of those documents with the Texas Secretary of State. Also, the organization's combined financial statements are made available to the public by the posting of those documents through DAC Bond. The organization's other governing documents and conflicts of interest policy are not made available to the public.
  Form 990, Part VI, Question 14: Document Retention and Destruction Policy: The organization has been following a written Document Retention and Destruction Policy since April 2003 which was approved by management.
  Form 990, Part VII: Hours devoted to related organizations: John McWhorter serves as an officer of a related organization. He devotes an average of 40 hours per week to the related organization. Carl Couch, M.D. transferred from a related organization during the year. He worked an average of 40 hours per week for the related organization prior to the transfer. Michael Mack, M.D. transferred to a related organization during the year. He worked an average of 40 hours per week for the related organization after the transfer.
Changes in Net Assets or Fund Balances: Form 990, Part XI, line 5: Net unrealized gains on investments: 35,020,011. Transfers Between Entities Under Co 37,196,112. Change in Net Assets Held at BHCS Foundation 693,620. Investment Income (Subpart F) -45,290. Total to Form 990, Part XI, Line 5: 72,864,453.
Members: Form 990, Part I, Line 4 and Part VI, Line 1b: Number of Independent Board Two of the organization's members of the governing body also serve as board members of a related partnership that is controlled by the organization. Based on the Form 990 instructions, this relationship results in a business transaction on Schedule L since the organization and the related partnership have entered into business transactions in excess of certain thresholds. These members were appointed by the organization to serve as community board representatives of those related partnerships to ensure the partnership is operated in a charitable manner and in accordance with the organization's tax exempt status. The appointment of these members to serve on the governing body of the related partnership is consistent with IRS guidance such as Revenue Ruling 98-15 and other related rulings requiring the exempt organization to maintain control of partnerships and joint ventures. These board members do not have a financial interest in the organization or the related partnership, do not receive any financial benefit from transactions between the organization and the related partnership, and serve only in a voluntary capacity as an independent community board member. Therefore, these members are reflected as independent board members on Part I, Line 4 and Part VI, Line 1b of the Form 990.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2010

Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.

OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
Baylor Health Care System
 
Employer identification number

75-1812652
Part I
Identification of Disregarded Entities (Complete if the organization answered "Yes" on Form 990, Part IV, line 33.)
(a)
Name, address, and EIN of disregarded entity


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Total income
(e)
End-of-year assets


 		(f)
Direct controlling
entity







(1) Health Care Administrative Services LLC
2215B Suite 5 Renaissance
Las Vegas,NV89119
35-2234028 		Management Services NV 34,708 72,572 N/A
(2) BHCS Holdings LLC
2001 Bryan Street Suite 2200
Dallas,TX75201
 Holding Company TX 0 0 N/A
(3) Baylor Quality Health Care LLC
2001 Bryan Street Suite 2200
Dallas,TX75201
45-4015863 		ACO TX 0 0 N/A






Part II
Identification of Related Tax-Exempt Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.)
(a)
Name, address, and EIN of related organization


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Exempt Code section
(e)
Public charity status
(if section 501(c)(3))

 		(f)
Direct controlling
entity

 		(g)
Section 512(b)(13) controlled organization
Yes No
(1) Baylor University Medical Center

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1837454 		Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(2) Baylor Medical Centers at Garland and McKinney

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1037591 		Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(3) Baylor Medical Center at Irving

2001 Bryan Street Suite 2200

Dallas,TX75201
75-2586857 		Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(4) Baylor Medical Center at Waxahachie

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1844139 		Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(5) Baylor Regional Medical Center at Plano

2001 Bryan Street Suite 2200

Dallas,TX75201
82-0551704 		Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(6) Baylor Regional Medical Center at Grapevine

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1777119 		Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(7) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1037226 		Rehabilitation Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(8) Baylor Specialty Health Centers

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1765385 		Long Term Care Hospitals TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(9) Baylor All Saints Medical Center

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1008430 		Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(10) Baylor Health Care System Foundation

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1606705 		Fundraising TX 501(c)(3) 7 Baylor Health Care System
 
Yes
 
(11) All Saints Health Foundation

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1947007 		Fundraising TX 501(c)(3) 7 Baylor All Saints Medical Center
 
Yes
 
(12) HealthTexas Provider Network

2001 Bryan Street Suite 2200

Dallas,TX75201
75-2536818 		Physician Practices TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(13) Baylor Health Services

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1917311 		Inactive TX 501(c)(3) 3 Baylor Health Care System
 
Yes
 
(14) Baylor Research Institute

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1921898 		Research TX 501(c)(3) 4 Baylor Health Care System
 
Yes
 
(15) Southern Sector Health Initiative

2001 Bryan Street Suite 2200

Dallas,TX75201
26-3087442 		Diabetes Health & Wellness Center TX 501(c)(3) 11, Type I Baylor University Medical Center
 
Yes
 
(16) Baylor Health Care System Employee Benefit Trust

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1848557 		VEBA TX 501(c)(9)   Baylor Health Care System
 
Yes
 
(17) Dallas County Indigent Care Corporation

P O Box 655999

Dallas,TX75265
26-0610562 		Indigent Care TX 501(c)(3) 11, Type I N/A
 
No
(18) Irving Healthcare Foundation

2001 Bryan Street Suite 2200

Dallas,TX75201
75-1570933 		Fundraising TX 501(c)(3) 7 Baylor Medical Center at Irving
 
Yes
 
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.)
(a)
Name, address, and EIN of
related organization



 		(b)
Primary activity




 		(c)
Legal
domicile
(state or foreign
country)


 		(d)
Direct controlling
entity



 		(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




 		(g)
Share of end-of-year
assets



 		(h)
Disproprtionate allocations?




 		(i)
Code V—UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) MEDCO Construction LLC

2001 Bryan Street Suite 2200
Dallas,TX75201
20-5965871 		Construction TX N/A
 Related 4,019,066 42,115,915   No   Yes   65.000 %
(2) Baylor Affiliated Services LLC

2001 Bryan Street Suite 2200
Dallas,TX75201
26-0614730 		Benefit Plans TX N/A
 Related       No   Yes   99.000 %
(3) Baylor Heart and Vascular Center LLP

2001 Bryan Street Suite 2200
Dallas,TX75201
75-2834135 		Specialty Hospital TX N/A
                  
(4) Texas Heart Hospital of the Southwest LLP

2001 Bryan Street Suite 2200
Dallas,TX75201
41-2101361 		Specialty Hospital TX N/A
                  
(5) HealthTexas Provider Network-Gastro Serv LLP

2001 Bryan St Ste 2200
Dallas,TX75201
73-1697736 		Ambulatory Surgery Center TX N/A
                  
(6) Trinity MC LLC

2001 Bryan Street Suite 2200
Dallas,TX75201
20-8889358 		Acute Care Hospital TX N/A
                  
(7) Texas Health Venture Group LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2696845 		Holds interests in Ambulatory Surgery Centers/ Short Stay Hospitals TX N/A
                  
(8) Dallas Surgical Partners LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
72-2183815 		Ambulatory Surgery Center TX N/A
                  
(9) Valley View Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2900902 		Ambulatory Surgery Center TX N/A
                  
(10) Denton Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2708579 		Ambulatory Surgery Center TX N/A
                  
(11) Bellaire Outpatient Surgery Center LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
56-2297308 		Ambulatory Surgery Center TX N/A
                  
(12) Grapevine Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2854711 		Ambulatory Surgery Center TX N/A
                  
(13) Lewisville Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2862263 		Ambulatory Surgery Center TX N/A
                  
(14) North Garland Surgery Center LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
56-2399993 		Ambulatory Surgery Center TX N/A
                  
(15) Garland Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2764855 		Ambulatory Surgery Center TX N/A
                  
(16) Arlington Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2748040 		Ambulatory Surgery Center TX N/A
                  
(17) Rockwall Ambulatory Surgery Center LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
20-5506447 		Ambulatory Surgery Center TX N/A
                  
(18) Metroplex Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2567179 		Ambulatory Surgery Center TX N/A
                  
(19) Baylor Surgicare at Plano LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
26-0308454 		Ambulatory Surgery Center TX N/A
                  
(20) RockwallHeath Surgery Center LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
20-0334166 		Ambulatory Surgery Center TX N/A
                  
(21) Irving Coppell Surgical Hospital LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
54-2086863 		Short Stay Hospital TX N/A
                  
(22) North Central Surgical Center LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
20-1508140 		Short Stay Hospital TX N/A
                  
(23) Trophy Club Medical Center LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
48-1260190 		Short Stay Hospital TX N/A
                  
(24) Ft Worth Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2658178 		Short Stay Hospital TX N/A
                  
(25) Frisco Medical Center LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2865177 		Short Stay Hospital TX N/A
                  
(26) MSH Partners LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2829613 		Short Stay Hospital TX N/A
                  
(27) Arlington Orthopedic and Spine Hospital LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
26-1578178 		Short Stay Hospital TX N/A
                  
(28) University Surgical Partners of Dallas LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
55-0823809 		Ambulatory Surgery Center TX N/A
                  
(29) Baylor Surgicare at Granbury LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
26-3896477 		Ambulatory Surgery Center TX N/A
                  
(30) Baylor Surgicare at Mansfield LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
27-1835675 		Ambulatory Surgery Center TX N/A
                  
(31) Physicians Surgical Center of Ft Worth LLP

15305 Dallas Parkway Suite 1600
Addison,TX75001
20-8303422 		Ambulatory Surgery Center TX N/A
                  
(32) Desoto Surgicare Partners Ltd

15305 Dallas Parkway Suite 1600
Addison,TX75001
75-2592508 		Ambulatory Surgery Center TX N/A
                  
(33) Metrocrest Surgery Center LP

15305 Dallas Parkway Suite 1600
Addison,TX75001
03-0380493 		Ambulatory Surgery Center TX N/A
                  
(34) Lone Star Endoscopy Center LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
27-3635726 		Ambulatory Surgery Center TX N/A
                  
(35) Tuscan Surgery Center at Las Colinas LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
27-3578014 		Ambulatory Surgery Center TX N/A
                  
(36) Baylor Surgicare at Ennis LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
27-7202856 		Ambulatory Surgery Center TX N/A
                  
(37) Baylor Surgicare at Plano Parkway LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
27-4282604 		Ambulatory Surgery Center TX N/A
                  
(38) Baylor Surgicare at Duncanville LLC

15305 Dallas Parkway Suite 1600
Addison,TX75001
27-3583837 		Ambulatory Surgery Center TX N/A
                  
(39) BIR JV LLP

4714 Gettysburg Rd
Mechanicsburg,PA17055
27-4586141 		Rehabilitation Hospitals TX N/A
                  
Part IV
Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.)
(a)
Name, address, and EIN of related organization



 		(b)
Primary activity



 		(c)
Legal domicile
(state or
foreign
country)
 		(d)
Direct controlling
entity


 		(e)
Type of entity
(C corp, S corp,
or trust)

 		(f)
Share of total income



 		(g)
Share of
end-of-year
assets

 		(h)
Percentage
ownership
(1) Baylor Health Enterprises LP
2001 Bryan Street Suite 2200
Dallas,TX75201
75-1997378 		Fitness Center/Pharmacy/ Hotel TX N/A
 C 28,739,072 21,133,795 100.000 %
(2) Baylor Health Network Inc
2001 Bryan Street Suite 2200
Dallas,TX75201
75-2463251 		Billing/ Collection TX N/A
 C      
(3) BMP Incorporated
2001 Bryan Street Suite 2200
Dallas,TX75201
75-1436779 		Post Office TX N/A
 C      
(4) Health Care Insurance Company of Texas Ltd
PO Box GT 2nd Fl Buckingham Sq
Grand Cayman    
CJ
98-0403182 		Investments CJ N/A
 C 215,290 7,126,637 100.000 %
(5) Baylor Medical Center at Grapevine Condominium Owners Association Inc
2001 Bryan Street Suite 2200
Dallas,TX75201
75-2747555 		Condo Association TX N/A
 C      
(6) BUMCRoberts Condominium Owners Association Inc
2001 Bryan Street Suite 2200
Dallas,TX75201
75-2897806 		Condo Association TX N/A
 C      
(7) Baylor All Saints Med Cntr at Ft Worth Condo Owners Association Inc
2001 Bryan Street Suite 2200
Dallas,TX75201
26-1661900 		Condo Association TX N/A
 C      
Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 3
Part V
Transactions With Related Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35, 35A, or 36.)
Note. Complete line 1 if any entity is listed in Parts II, III or IV.
Yes
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest (ii) annuities (iii) royalties (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .
1a
Yes
 
b Gift, grant, or capital contribution to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
Yes
 
c Gift, grant, or capital contribution from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
Yes
 
d Loans or loan guarantees to or for other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Sale of assets to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
No
g Purchase of assets from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Exchange of assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Lease of facilities, equipment, or other assets to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
Yes
 
k Performance of services or membership or fundraising solicitations for other organization(s) . . . . . . . . . . . . . . . . . . . . . .
1k
Yes
 
l Performance of services or membership or fundraising solicitations by other organization(s) . . . . . . . . . . . . . . . . . . . . . .
1l
Yes
 
m Sharing of facilities, equipment, mailing lists, or other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of paid employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1n
 
No
o Reimbursement paid to other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
Yes
 
p Reimbursement paid by other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
Yes
 
q Other transfer of cash or property to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
 
No
r Other transfer of cash or property from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
Yes
 
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of other organization 		(b)
Transaction
type(a-r) 		(c)
Amount involved 		(d)
Method of determining amount involved
(1) Baylor All Saints Medical Center

 A 7,900,064 GAAP
(2) Baylor Health Enterprises LP

 A 6,306 GAAP
(3) Baylor Heart & Vascular Center LLP

 A 2,661,852 GAAP
(4) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital

 A 179,963 GAAP
(5) Baylor Regional Medical Center at Plano

 A 5,416,047 GAAP
(6) Baylor Research Institute

 A 688,052 GAAP
(7) Baylor University Medical Center

 A 3,379,052 GAAP
(8) HealthTexas Provider Network

 A 30,713 GAAP
(9) MEDCO Construction LLC

 A 513,825 GAAP
(10) Texas Health Ventures Group LLP

 A 8,086,905 GAAP
(11) Texas Heart Hospital of the Southwest LLP

 A 6,758,622 GAAP
(12) Baylor Health Care System Foundation

 B 8,000,000 GAAP
(13) HealthTexas Provider Network

 B 37,028,236 GAAP
(14) Baylor Medical Center at Irving

 B 193,884 GAAP
(15) Health Care Insurance Company of Texas Ltd

 O 3,495,886 GAAP
(16) Baylor Health Care System Foundation

 C 842,154 GAAP
(17) Baylor University Medical Center

 J 126,144 GAAP
(18) Baylor All Saints Medical Center

 K 55,440,213 GAAP
(19) Baylor Health Care System Foundation

 K 1,021,385 GAAP
(20) Baylor Health Enterprises LP

 K 1,515,711 GAAP
(21) Baylor Health Network Inc

 K 107,788 GAAP
(22) Baylor Heart & Vascular Center LLP

 K 6,380,309 GAAP
(23) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital

 K 7,821,761 GAAP
(24) Baylor Medical Center at Garland

 K 27,757,649 GAAP
(25) Baylor Medical Center at Irving

 K 19,778,260 GAAP
(26) Baylor Medical Center at Waxahachie

 K 11,262,279 GAAP
(27) Baylor Regional Medical Center at Grapevine

 K 30,127,709 GAAP
(28) Baylor Regional Medical Center at Plano

 K 21,788,543 GAAP
(29) Baylor Research Institute

 K 4,858,909 GAAP
(30) Baylor Specialty Health Centers

 K 5,985,010 GAAP
(31) Baylor University Medical Center

 K 128,208,709 GAAP
(32) HealthTexas Provider Network

 K 19,793,624 GAAP
(33) HealthTexas Provider Network- Gastroenterology Services LLP

 K 161,571 GAAP
(34) MEDCO Construction LLC

 K 2,139,975 GAAP
(35) Texas Health Ventures Group LLP

 K 404,345 GAAP
(36) Texas Heart Hospital of the Southwest LLP

 K 6,863,436 GAAP
(37) Trinity MC LLC

 K 5,076,106 GAAP
(38) Baylor Health Enterprises LP

 L 64,008 GAAP
(39) Baylor Medical Center at Irving

 L 560,068 GAAP
(40) Baylor Research Institute

 L 671,780 GAAP
(41) Baylor University Medical Center

 L 1,558,509 GAAP
(42) HealthTexas Provider Network

 L 1,945,955 GAAP
(43) MEDCO Construction LLC

 L 74,896,282 GAAP
(44) Baylor All Saints Medical Center

 P 6,517,944 GAAP
(45) Baylor Heart & Vascular Center LLP

 P 234,789 GAAP
(46) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital

 P 308,120 GAAP
(47) Baylor Medical Center at Garland

 P 4,690,446 GAAP
(48) Baylor Medical Center at Irving

 P 2,176,904 GAAP
(49) Baylor Regional Medical Center at Grapevine

 P 3,341,108 GAAP
(50) Baylor Regional Medical Center at Plano

 P 2,486,598 GAAP
(51) Baylor Specialty Health Centers

 P 398,454 GAAP
(52) Baylor University Medical Center

 P 11,199,690 GAAP
(53) HealthTexas Provider Network

 P 683,693 GAAP
(54) Texas Heart Hospital of the Southwest LLP

 P 746,664 GAAP
(55) Trinity MC LLC

 P 104,224 GAAP
(56) Baylor All Saints Medical Center

 B 193,241 GAAP
(57) Baylor Health Enterprises LP

 C 4,802,325 GAAP
(58) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital

 B 104,418 GAAP
(59) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital

 J 50,077 GAAP
(60) Baylor Institute for Rehabilitation at Gaston Episcopal Hospital

 R 18,398,040 GAAP
(61) Baylor Medical Center at Garland

 B 118,574 GAAP
(62) Baylor Medical Center at Irving

 J 53,532 GAAP
(63) Baylor Medical Center at Waxahachie

 P 2,232,042 GAAP
(64) Baylor Regional Medical Center at Grapevine

 B 64,522 GAAP
(65) Baylor Regional Medical Center at Plano

 R 66,974 GAAP
(66) Baylor University Medical Center

 B 242,984 GAAP
(67) BIR JV LLP

 A 312,075 GAAP
(68) BIR JV LLP

 K 167,905 GAAP
(69) Southern Sector Health Initiative

 K 470,981 GAAP
(70) Trinity MC LLC

 A 96,008 GAAP
(71) Baylor Regional Medical Center at Grapevine

 A 19,202 GAAP
Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 37.)
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity 		(b)
Primary activity 		(c)
Legal domicile
(state or foreign
country) 		(d)
Are all
partners
section
501(c)(3)
organizations? 		(e)
Share of
end-of-year
assets 		(f)
Disproprtionate allocations? 		(g)
Code V—UBI
amount in box
20 of Schedule K-1
(Form 1065) 		(h)
General or
managing
partner?
Yes No Yes No Yes No






























Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 5
Part VII
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule R (see instructions).
Identifier Return Reference Explanation
Additional Data


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