TY 2010 Form 990

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (check all that apply)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) Jean Ann Bolling Board Member	4.00	X		0	0
(2) John Bowman MD Board Member	4.00	X		0	0
(3) Robert J Cohen MD President	4.00	X		0	0
(4) Alexander J Corbett PhD Board Member	4.00	X		0	0
(5) Mark Gordon Board Member	50.00	X		459,644	57,923
(6) Richard Jackson MD Board Member	4.00	X		0	0
(7) Kenneth J Jones Board Member	4.00	X		0	0
(8) Sr Anne Marie Mack CBS Board Member	50.00	X		0	0
(9) Joanne Nattrass Board Member	4.00	X		0	0
(10) Michael Robinson Board Member	50.00	X		520,898	78,018
(11) Nancy Thomas Board Member	4.00	X		0	0
(12) Jane Watkins Board Member	4.00	X		0	0
(13) Michael Williams Board Member	4.00	X		0	0
(14) Peter B Cleal Chairman (Sept-Dec)	6.00	X	X	0	0
(15) Thomas Winfree Chairman (Feb-Aug)	6.00	X	X	0	0
(16) Sr Victoria V Segura MD CBS President	50.00	X	X	0	0
(17) Toni Ardabell CEO-SMH	50.00	X	X	473,594	35,077

(A) Name and business address	(B) Description of services	(C) Compensation
Amerisource Bergen PO Box 5195 New York,NY100875195	Pharmaceutical Services	8,737,426
Free Agents Marketing 10124 West Broad Street Suite N Glen Allen,VA23060	Marketing Services	7,331,058
Central VA Health Network 2201 West Broad Street 202 Richmond,VA232202022	Care Management	4,889,052
Synthes USA PO Box 8538-662 Philadelphia,PA191710662	Medical Devices Supplier	4,854,845
Depuy Orthopaedics Inc 5972 Collections Ctr Dr Chicago,IL60693	Medical Devices Supplier	4,507,868
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 287

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
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 ....
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	186,641,834	167,977,651	18,664,183
8	Pension plan contributions (include section 401(k) and section 403(b) employer contributions) ....	14,714,473	13,243,026	1,471,447
9	Other employee benefits .......	31,104,472	27,994,025	3,110,447
10	Payroll taxes ...........	12,490,630	11,241,567	1,249,063
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	1,381,460	1,243,314	138,146
c	Accounting ...........	702,453	632,208	70,245
d	Lobbying ...........	19,330	17,397	1,933
e	Professional fundraising. See Part IV, line 17..
f	Investment management fees ......
g	Other ..........	72,732,868	65,459,581	7,273,287
12	Advertising and promotion ....	9,083,920	8,175,528	908,392
13	Office expenses .......	5,783,539	5,205,185	578,354
14	Information technology ......	3,040,852	2,736,767	304,085
15	Royalties ..
16	Occupancy ...........	10,471,787	9,424,608	1,047,179
17	Travel ............	1,698,081	1,528,273	169,808
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....	193,686	174,317	19,369
20	Interest ...........	6,839,231	6,839,231
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	26,914,886	24,223,397	2,691,489
23	Insurance ..............	3,113,841	2,802,457	311,384
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	Medical Supplies	92,626,085	83,363,477	9,262,608
b	Purchased Services	89,038,283	80,134,455	8,903,828
c	Bad Debt	19,366,384	19,366,384
d	BSHSI Mgt Allocation	6,798,112	6,118,301	679,811
e	Medical Equip Rental	5,381,344	4,843,210	538,134
f	All other expenses	14,306,629	12,875,966	1,430,663
25	Total functional expenses. Add lines 1 through 24f	614,444,180	555,620,325	58,823,855	0
26	Joint costs. Check here 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

Part X Balance Sheet
	1	Cashnon-interest-bearing ..........	200,116,573	1	221,073,232
2	Savings and temporary cash investments .......		2
3	Pledges and grants receivable, net .........	0	3	3,065
4	Accounts receivable, net .........	51,824,049	4	53,864,362
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 .............		7	273,353
8	Inventories for sale or use ..............	7,358,970	8	7,669,607
9	Prepaid expenses and deferred charges ............	3,007,626	9	3,503,676
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	355,601,337
b	Less: accumulated depreciation. .....	10b	219,162,906	128,642,991	10c	136,438,431
11	Investments—publicly traded securities ..........	251,271,530	11	277,911,647
12	Investments—other securities. See Part IV, line 11 ......		12
13	Investments—program-related. See Part IV, line 11 ..	127,572	13
14	Intangible assets .........		14
15	Other assets. See Part IV, line 11 ...........	4,801,133	15	10,843,700
16	Total assets. Add lines 1 through 15 (must equal line 34)...	647,150,444	16	711,581,073
	17	Accounts payable and accrued expenses .	68,620,358	17	71,528,267
18	Grants payable ..........		18
19	Deferred revenue ..........	0	19	10,818,056
20	Tax-exempt bond liabilities ..........	49,227,882	20	48,101,258
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 ....		24
25	Other liabilities. Complete Part X of Schedule D.....	135,427,489	25	122,178,920
26	Total liabilities. Add lines 17 through 25.....	253,275,729	26	252,626,501
		Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....	393,802,335	27	458,920,622
28	Temporarily restricted net assets .....	72,380	28	33,950
29	Permanently restricted net assets .....		29
	Organizations that do not follow SFAS 117, check here 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 .....	393,874,715	33	458,954,572
34	Total liabilities and net assets/fund balances .....	647,150,444	34	711,581,073

- TIN:

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.

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

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

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.)

A church, convention of churches, or association of churches. section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E.)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in

section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in

section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross

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.)

An organization organized and operated exclusively to test for public safety. Seesection 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box that describes the type of supporting organization and complete lines 11e through 11h.

Type I

Type II

Type III - Functionally integrated

Type III - Other

By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).

If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box ..................................................

Since August 17, 2006, has the organization accepted any gift or contribution from any of the
following persons?

(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)

Yes

and (iii) below, the governing body of the the supported organization? ................

11g(i)

(ii) a family member of a person described in (i) above? ......................

11g(ii)

(iii) a 35% controlled entity of a person described in (i) or (ii) above? ................

11g(iii)

Provide the following information about the supported organization(s).

(i) Name of supported organization	(ii) EIN	(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?
(i) Name of supported organization	(ii) EIN	Yes	No	Yes	No	Yes	No	(vii) Amount of support?


Total

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 11285F

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).

Gross receipts from related activities, etc. (See instructions.) ..................

First Five Years If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.......................................... right arrow

Section C. Computation of Public Support Percentage

Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f)) .........

Public Support Percentage for 2009 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2010. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ...................... right arrow

33 1/3% support test—2009. If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2010. If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization .................................................. right arrow

10%-facts-and-circumstances test—2009. If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly
supported organization .............................................. right arrow

Private Foundation If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions ................................................... right arrow

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.).

Section C. Computation of Public Support Percentage

Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f)) .........

Public support percentage from 2009 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f)) ......

Investment income percentage from 2009 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2010. If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .......... right arrow

33 1/3% support tests—2009. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

Private Foundation If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions ..... right arrow

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:

- TIN:

Schedule B
(Form 990, 990-EZ,
or 990-PF)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

OMB No. 1545-0047

2010

Name of organization

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II.

Special Rules

For a section 501(c)(3) organization filing Form 990 or 990-EZ, that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), and received from any one contributor, during the year, a contribution of the
greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For a section 501(c)(7), (8), or (10) organization filing Form 990, or 990-EZ, that received from any one contributor,
during the year, aggregate contributions of more than $1,000 for use exclusively for religious, charitable,
scientific, literary, or educational purposes, or the prevention of cruelty to children or animals. Complete Parts I, II, and
III.

For a section 501(c)(7), (8), or (10) organization filing Form 990, or 990-EZ, that received from any one contributor,
during the year, contributions for use exclusively for religious, charitable, etc., purposes, but these contributions did
not aggregate to more than $1,000. If this box is checked, enter here the total contributions that were received during
the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule
applies to this organization because it received nonexclusively religious, charitable, etc., contributions of $5,000 or more
during the year. ......................... 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)

Name of organization St Mary's Hospital of Richmond Inc
Schedule B (Form 990, 990-EZ, or 990-PF) (2010) Page 1 of 1 of Part I
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	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Aggregate contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2010)

Name of organization St Mary's Hospital of Richmond Inc
Schedule B (Form 990, 990-EZ, or 990-PF) (2010) Page 1 of 1 of Part II
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
St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

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

(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

(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

(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

(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:

- TIN:

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

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

Part I-A

Complete if the organization is exempt under section 501(c) or is a section 527 organization.

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.

Political expenditures .................................... SchCMd Bullet

Volunteer hours ........................................

Part I-B

Complete if the organization is exempt under section 501(c)(3).

Enter the amount of any excise tax incurred by the organization under section 4955 ......... SchCMd Bullet

Enter the amount of any excise tax incurred by organization managers under section 4955 ...... SchCMd Bullet

If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............

Yes No

Was a correction made? .........................................

Yes No

If "Yes," describe in Part IV.

Part I-C

Complete if the organization is exempt under section 501(c) except section 501(c)(3).

Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet

Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt funtion activities .................................... SchCMd Bullet

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

Did the filing organization file Form 1120-POL for this year? ..........................

Yes No

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

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 if the filing organization belongs to an affiliated group.
B Check if the filing organization checked box A and "limited control" provisions apply.

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(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? ......................................	Yes No

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

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

(b)

Amount

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:

Volunteers? .........................................

Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....

Media advertisements? ....................................

Mailings to members, legislators, or the public? .........................

Publications, or published or broadcast statements? .......................

Grants to other organizations for lobbying purposes? .......................

Direct contact with legislators, their staffs, government officials, or a legislative body? ........

Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......

Other activities? If "Yes," describe in Part IV ..........................

Yes

19,330

Total. lines 1c through 1i ...................................

19,330

Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....

If "Yes," enter the amount of any tax incurred under section 4912 .................

If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....

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

Were substantially all (90% or more) dues received nondeductible by members? ................

Did the organization make only in-house lobbying expenditures of $2,000 or less? ................

Did the organization agree to carryover lobbying and political expenditures from the prior year? ..........

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”.

Dues, assessments and similar amounts from members .....................

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).

Current year .........................................

Carryover from last year ....................................

Total ...........................................

Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .

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? ................................

Taxable amount of lobbying and political expenditures (see instructions) ..............

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
Explanation of Other Lobbying Activities:	Part II-B, Line 1i:	St. Mary's Hospital paid dues to the American Hospital Association (AHA), the Virginia Hospital Healthcare Association (VHHA) and the Catholic Hospital Association (CHA), a portion of which is used for lobbying activities. The portion of dues allocated to lobbying activities for each of these organizations is as follows: Lobbying activity for AHA ($10,041 or 24.2%), VHHA ($8,904 or 9.7%), CHA ($385 or 4.68%) for a total of $19,330.

Schedule C (Form 990 or 990EZ) 2010

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

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 .......

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? ............

Yes No

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. ...................................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or pleasure) Preservation of an historically importantly land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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.


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

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the taxable year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................

Yes No

Staff and volunteer hours devoted to monitoring, inspecting and enforcing conservation easements during the year SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year SchDMd Bullet

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)? ....................................

Yes No

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.

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.

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

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:

Revenues included in Form 990, Part VIII, line 1 .......................... SchDMd Bullet

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

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

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):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIV.

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?........

Yes No

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.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No

If "Yes," explain the arrangement in Part XIV and complete the following table:


c	Beginning balance .................................	1c
d	Additions during the year ..............................	1d
e	Distributions during the year .............................	1e
f	Ending balance ...................................	1f

Did the organization include an amount on Form 990, Part X, line 21? .....................

Yes No

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 ......

Provide the estimated percentage of the year end balance held as:

Board designated or quasi-endowment: SchDMd Bullet

Permanent endowment: SchDMd Bullet

Term endowment: SchDMd Bullet

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) unrelated organizations ........................

3a(i)

(ii) related organizations ........................

3a(ii)

If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........

Describe in Part XIV the intended uses of the organization's endowment funds.

Part VI

InvestmentsLand, Buildings, and Equipment. See Form 990, Part X, line 10.

Description of investment		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	4,346,148		4,346,148
b	Buildings ................	136,320,183	67,452,382	68,867,801
c	Leasehold improvements ............	11,829,989	2,356,193	9,473,796
d	Equipment ................	156,280,159	123,698,566	32,581,593
e	Other .................	46,824,858	25,655,765	21,169,093
Total. Add lines 1a-1e. (Column (d) should equal Form 990, Part X, column (B), line 10(c).)........				136,438,431

Schedule D (Form 990) 2010

Page 3

Part VII

InvestmentsOther 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
Other








Total. (Column (b) should equal Form 990, Part X, col.(B) line 12.)

Part VIII

InvestmentsProgram 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.)

Part IX

Other Assets. See Form 990, Part X, line 15.

(a) Description				(b) Book value









Total. (Column (b) should equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities. See Form 990, Part X, line 25.

1.(a) Description of Liability		(b) Amount
Federal Income Taxes
Other Liabilities		107,315,294
Current installment of LT Debt		1,126,624
Due to affiliates		11,247,491
Due to BSHSI		2,489,511





Total. (Column (b) should equal Form 990, Part X, col.(B) line 25.)		122,178,920
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

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:	Schedule D, Part X, Line 2 requires that the organization 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. FIN 48 addresses the accounting for uncertainty in income taxes recognized in an entity's financial statements and prescribes a threshold of more-likely-than-not for recognition and derecognition of tax positions taken or expected to be taken in a tax return. The adoption of FIN 48 by BSHSI on September 1, 2007 did not have a material impact on BSHSI's consolidated financial statements. As the organization does not conduct a separate audit of its financial statements, below is the related statement from the Bon Secours Health System, Inc. consolidated audited financial statements: The System and most of its subsidiaries (including certain joint venture entities) are exempt from federal income taxes under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended. The system accounts for uncertain tax positions in accordance with ASC Topic 740. Income taxes of the System's for-profit subsidiaries are not material to the accompanying consolidated financial statements. The System's taxable subsidiaries have approximately $89,500 and $98,300 of net operating loss carryforwards as of August 31, 2011 and 2010, respectively, which expire in varying periods through 2031 and are available to offset future taxable income. The System's deferred tax assets are fully reserved at August 31, 2011 and 2010. Any changes to the valuation allowance on the deferred tax asset are reflected in the year of the change.

Schedule D (Form 990) 2010

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE H
(Form 990)

Department of the Treasury
Internal Revenue Service

Hospitals

Complete if the organization answered "Yes" to Form 990, Part IV, question 20.
MediumBullet

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public Inspection

Name of the organization

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

Part I

Charity Care and Certain Other Community Benefits at Cost

Yes

Does the organization have a charity care policy? If "No," skip to question 6a...........

Yes

If "Yes," is it a written policy? .......................

Yes

If the organization has multiple hospitals, indicate which of the following best describes application of the charity care policy to the various hospitals.

Applied uniformly to all hospitals Applied uniformly to most hospitals Generally tailored to individual hospitals

Answer the following based on the charity care eligibility criteria that applies to the largest number of the organization's patients.

Does the organization use Federal Poverty Guidelines (FPG) to determine eligibility for providing free care to low

income individuals? If "Yes," indicate which of the following is the FPG family income limit for eligibility for free care:

Yes

100% 150% 200% Other

Does the organization use FPG to determine eligibility for providing discounted care to low income individuals? If

"Yes," indicate which of the following is the family income limit for eligibility for discounted care: .....

Yes

200% 250% 300% 350% 400% Other

If the organization does not use FPG to determine eligibility, describe in Part VI the income based criteria for determining eligibility for free or discounted care. Include in the description whether the organization uses an asset test or other threshold, regardless of income, to determine eligibility for free or discounted care.

Does the organization's policy provide free or discounted care to the "medically indigent"? ......

Yes

Does the organization budget amounts for free or discounted care provided under its charity care policy? ...

Yes

If "Yes," did the organization's charity care expenses exceed the budgeted amount?.........

Yes

If "Yes" to line 5b, as a result of budget considerations, was the organization unable to provide free or discounted
care to a patient who was eligibile for free or discounted care?...............

Does the organization prepare an annual community benefit report?.............

Yes

If "Yes," does the organization make it available to the public? ..............

Yes

Complete the following table using the worksheets provided in the Schedule H instructions. Do not submit these worksheets with the Schedule H.

Charity Care and Certain Other Community Benefits at Cost

	(a) Number of activities or programs (optional)	(b) Persons served (optional)	(c) Total community benefit expense	(d) Direct offsetting revenue	(e) Net community benefit expense	(f) Percent of total expense
a Charity care at cost (from Worksheets 1 and 2) ..			12,685,515		12,685,515	3.080 %
b Unreimbursed Medicaid (from Worksheet 3, column a) .			46,017,637	31,751,267	14,266,370	3.470 %
c Unreimbursed costs—other means-tested government programs (from Worksheet 3, column b) ....
dTotal Charity Care and Means-Tested Government Programs .....			58,703,152	31,751,267	26,951,885	6.550 %
Other Benefits e Community health improvement services and community benefit operations (from (Worksheet 4) ....	20	37,598	10,584,021	0	10,584,021	2.570 %
f Health professions education (from Worksheet 5) ..	1	48	1,509,598	410,634	1,098,964	0.270 %
g Subsidized health services (from Worksheet 6) ..
h Research (from Worksheet 7)
i Cash and in-kind contributions to community groups (from Worksheet 8) ..	6	1,260	156,938		156,938	0.040 %
jTotal Other Benefits ...	27	38,906	12,250,557	410,634	11,839,923	2.880 %
kTotal. Add lines 7d and 7j. ..	27	38,906	70,953,709	32,161,901	38,791,808	9.430 %

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat. No. 50192T Schedule H (Form 990) 2010

Schedule H (Form 990) 2010

Page 2

Part II

Community Building Activities Complete this table if the organization conducted any community building activities.

		(a) Number of activities or programs (optional)	(b) Persons served (optional)	(c) Total community building expense	(e) Net community building expense	(f) Percent of total expense
1	Physical improvements and housing
2	Economic development
3	Community support	1	886
4	Environmental improvements
5	Leadership development and training for community members
6	Coalition building	1		5,000	5,000	0 %
7	Community health improvement advocacy
8	Workforce development	1	8	4,110	4,110	0 %
9	Other
10	Total	3	894	9,110	9,110

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

Does the organization report bad debt expense in accordance with Heathcare Financial Management Association Statement No. 15? ..........................

Yes

Enter the amount of the organization's bad debt expense (at cost).....

4,702,950

Enter the estimated amount of the organization's bad debt expense (at cost) attributable to patients eligible under the organization's charity care policy ..

Provide in Part VI the text of the footnote to the organization's financial statements that describes bad debt expense. In addition, describe the costing methodology used in determining the amounts reported on lines 2 and 3, and rationale for including a portion of bad debt amounts as community benefit.

Section B. Medicare

Enter total revenue received from Medicare (including DSH and IME).....

95,034,265

Enter Medicare allowable costs of care relating to payments on line 5.....

115,231,198

Subtract line 6 from line 5. This is the surplus or (shortfall)........

-20,196,933

Describe in Part VI the extent to which any shortfall reported in line 7 should be treated as community benefit.
Also describe in Part VI the costing methodology or source used to determine the amount reported on line 6.
Check the box that describes the method used:

Cost accounting system Cost to charge ratio Other

Section C. Collection Practices

Does the organization have a written debt collection policy? ...............

Yes

If "Yes," does the organization's collection policy contain provisions on the collection practices to be followed for patients who are known to qualify for charity care or financial assistance? Describe in Part VI......

Yes

Part IV

Management Companies and Joint Ventures

(a) Name of entity	(b) Description of primary activity of entity	(c) Organization's profit % or stock ownership %	(d) Officers, directors, trustees, or key employees' profit % or stock ownership%	(e) Physicians' profit % or stock ownership %
1
2
3
4
5
6
7
8
9
10
11
12
13

Schedule H (Form 990) 2010

Page 3

Part VFacility Information

Section A. Hospital Facilities (list in order of size, measured by total revenue per facility, from largest to smallest) How many hospital facilities did the organization operate during the tax year?1 Name and address		Other (Describe)
1	St Mary's Hospital of Richmond Inc 5801 Bremo Road Richmond,VA23226	X	X	X	X

Schedule H (Form 990) 2010

Page 4

Part VFacility Information (continued)

Section B. Facility Policies and Practices.

(Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility:NA

Line Number of Hospital Facility (from Schedule H, Part V, Section A):1

				Yes	No
Community Health Needs Assessment (Lines 1 through 7 are optional for 2010)
1	During the tax year or any prior tax year, did the hospital facility conduct a community health needs assessment (“Needs Assessment”)? If “No,” skip to question 8. .....................		1
	If “Yes,” indicate what the Needs Assessment describes (check all that apply):
	a	A definition of the community served by the hospital facility
	b	Demographics of the community
	c	Existing health care facilities and resources within the community that are available to respond to the health needs of the community
	d	How data was obtained
	e	The health needs of the community
	f	Primary and chronic disease needs and other health issues of uninsured persons, low-income persons, and minority groups
	g	The process for identifying and prioritizing community health needs and services to meet those needs
	h	The process for consulting with persons representing the community’s interests
	i	Information gaps that limit the hospital facility’s ability to assess all of the community’s health needs
	j	Other (describe in Part VI)
2	Indicate the tax year the hospital facility last conducted a Needs Assessment: 20
3	In conducting its most recent Needs Assessment, did the hospital facility take into account input from persons who represent the community served by the hospital facility? If “Yes,” describe in Part VI how the hospital facility took into account input from persons who represent the community, and identify the persons the hospital facility consulted.		3
4	Was the hospital facility’s Needs Assessment conducted with one or more other hospital facilities? If “Yes,” list the other hospital facilities in Part VI............................		4
5	Did the hospital facility make its Needs Assessment widely available to the public? ...........		5
	If “Yes,” indicate how the Needs Assessment was made widely available (check all that apply):
	a	Hospital facility’s website
	b	Available upon request from the hospital facility
	c	Other (describe in Part VI)
6	If the hospital facility addressed needs identified in its most recently conducted Needs Assessment, indicate how (check all that apply):
	a	Adoption of an implementation strategy to address the health needs of the hospital facility’s community
	b	Execution of the implementation strategy
	c	Development of a community benefit plan for the facility
	d	Participation in community-wide community benefit plan
	e	Inclusion of a community benefit section in operational plans
	f	Adoption of a budget for provision of services that address the needs identified in the CHNA
	g	Prioritization of health needs in the community
	h	Prioritization of services that the hospital facility will undertake to meet health needs in its community
	i	Other (describe in Part VI)
7	Did the hospital facility address all of the needs identified in its most recently conducted Needs Assessment? If “No,” explain in Part VI which needs it has not addressed together with the reasons why it has not addressed such needs.		7
Financial Assistance Policy
	Did the hospital facility have in place during the tax year a written financial assistance policy that:
8	Explains eligibility criteria for financial assistance, and whether such assistance includes free or discounted care?		8
9	Used federal poverty guidelines (FPG) to determine eligibility for providing free care to low incomeindividuals?..		9
	If “Yes,” indicate the FPG family income limit for eligibility for free care: %

Schedule H (Form 990) 2010

Page 5

Part VFacility Information (continued)

				Yes	No
10	Used FPG to determine eligibility for providing discounted care to low income individuals?.........		10
	If “Yes,” indicate the FPG family income limit for eligibility for discounted care: %
11	Explained the basis for calculating amounts charged to patients?.................		11
	If “Yes,” indicate the factors used in determining such amounts (check all that apply):
	a	Income level
	b	Asset level
	c	Medical indigency
	d	Insurance status
	e	Uninsured discount
	f	Medicaid/Medicare
	g	State regulation
	h	Other (describe in Part VI)
12	Explained the method for applying for financial assistance?...................		12
13	Included measures to publicize the policy within the community served by the hospital facility?.......		13
	If “Yes,” indicate how the hospital facility publicized the policy (check all that apply):
	a	The policy was posted at all times on the hospital facility’s web site
	b	The policy was attached to all billing invoices
	c	The policy was posted in the hospital facility’s emergency rooms or waiting rooms
	d	The policy was posted in the hospital facility’s admissions offices
	e	The policy was provided, in writing, to patients upon admission to the hospital facility
	f	The policy was available upon request
	g	Other (describe in Part VI)
Billing and Collections
14	Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment?........		14
15	Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year:
	a	Reporting to credit agency
	b	Lawsuits
	c	Liens on residences
	d	Body attachments or arrests
	e	Other (describe in Part VI)
16	Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year?...................................		16
	If “Yes,” check all collection actions in which the hospital facility or a third party engaged (check all that apply):
	a	Reporting to credit agency
	b	Lawsuits
	c	Liens on residences
	d	Body attachments
	e	Other (describe in Part VI)
17	Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply):
	a	Notified patients of the financial assistance policy upon admission
	b	Notified patients of the financial assistance policy prior to discharge
	c	Notified patients of the financial assistance policy in communications with the patients regarding the patients’ bills
	d	Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance
	e	Other (describe in Part VI)

Schedule H (Form 990) 2010

Page 6

Part VFacility Information (continued)

Policy Relating to Emergency Medical Care
				Yes	No
18	Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility’s financial assistance policy?..........		18
	If “No,” indicate the reasons why (check all that apply):
	a	The hospital facility did not provide care for any emergency medical conditions
	b	The hospital facility did not have a policy relating to emergency medical care
	c	The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI)
	d	Other (describe in Part VI)
Charges for Medical Care
19	Indicate how the hospital facility determined the amounts generally billed to individuals who had insurance covering emergency or other medically necessary care (check all that apply):
	a	The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility
	b	The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility
	c	The hospital facility used the Medicare rate for those services
	d	Other (describe in Part VI)
20	Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility’s financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care?.........		20
	If “Yes,” explain in Part VI.
21	Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient?...................................		21
	If “Yes,” explain in Part VI.

Schedule H (Form 990) 2010

Page 7

Part VFacility Information (continued)

Section C. Other Facilities That Are Not Licensed, Registered, or Similarly Recognized as a Hospital Facility (list in order of size, measured by total revenue per facility, from largest to smallest) How many non-hospital facilities did the organization operate during the tax year?25
Name and address		Type of Facility (Describe)
1	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
2	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
3	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
4	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
5	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
6	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
7	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
8	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
9	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
10	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
11	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
12	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
13	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
14	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
15	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
16	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
17	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
18	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
19	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
20	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
21	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
22	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
23	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
24	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice
25	Cardiovascular Associates of VA 7001 Forest Ave Suite 200 Floor Richmond Cardiology,VA23230	Physician Practice

Schedule H (Form 990) 2010

Page 8

Part VI

Supplemental Information

Complete this part to provide the following information.

1	Required descriptions. Provide the description required for Part I, lines 3c, 6a, and 7; Part II; Part III, lines 4, 8, and 9b; and Part V, Section B, lines 1j, 2, 4c, 6i, 7, 11i, 13i, 17l, 18l, 19e, 21d, 25, and 26.
2	Community health needs assessment. Describe how the organization assesses the health care needs of the communities it serves, in addition to any community health needs assessments reported in Part V, Section B.
3	Patient education of eligibility for assistance. Describe how the organization informs and educates patients and persons who may be billed for patient care about their eligibility for assistance under federal, state, or local government programs or under the organization’s financial assistance policy.
4	Community information. Describe the community the organization serves, taking into account the geographic area and demographic constituents it serves.
5	Promotion of community health. Provide any other information important to describing how the organization’s hospital facilities or other health care facilities further its exempt purpose by promoting the health of the community (e.g., open medical staff, community board, use of surplus funds, etc.).
6	Affiliated health care system. If the organization is part of an affiliated health care system, describe the respective roles of the organization and its affiliates in promoting the health of the communities served.
7	State filing of community benefit report. If applicable, identify all states with which the organization, or a related organization, files a community benefit report.

Identifier	ReturnReference	Explanation
		Part I, Line 6a: Annually, Bon Secours Richmond Health System (BSRHS) publishes a report for the community, explaining the various community benefit services and programs that exist. This report also includes the annual financial commitment of the local system to the community, detailing monetary contributions for government sponsored healthcare shortfall, community benefit programs and charity care at cost. This report is available to the public each year on or around January 24, commemorating Foundation Day of the Sisters of Bon Secours.
		Part I, Line 7: Part I, line 7a: Charity Care at cost is computed by applying a cost-to-charge ratio to the aggregate charity adjustments recorded in the general ledger. Part I, line 7b: Unreimbursed Medicaid is computed by determining the cost of Medicaid services supplied less payments received for these services. To determine the cost of Medicaid services provided, a cost-to-charge ratio is applied to traditional and managed Medicaid gross charges recorded in the general ledger. Payments include payments for individual claims, payments from the Medicaid program paid outside the claim process (such as medical education payments) and expected or actual cost report settlements.Part I, line 7c: Unreimbursed costs from other means-tested government programs are computed by applying a cost-to-charge ratio to the total charges to patients covered under these programs. The charges are identified by the financial class assigned to the patient. For Part I, Line 7 a-c computations: The cost-to-charge ratio is derived using the suggested computation in Worksheet 2, Ratio of Patient Care Cost-to-Charges. Operating expenses and Gross patient charges are taken from the general ledger. Expenses for nonpatient care activities recorded in operating expenses are approximated as directly equaling other operating revenue, assuming these activities do not provide profit. Part I, line 7e: Community health improvement services and community benefit operations are accumulated throughout the year and reported at actual cost in a software program that specifically addresses this purpose.Part I, line 7f: Health professions education cost is determined as the direct and indirect cost of qualifying education activities as traditionally reported in columns 21-24 on Worksheet B of the Medicare cost report as a Medical Education program, nursing school or other allied health program.
		Part I, L7 Col(f): The bad debt expense included in Part IX; line 25 and excluded from the "percent of total expense" calculation is: $19,380,876
		Part II: SMH's Project SEARCH is a workforce development program for students with Autism Spectrum Disorders (ASD). Students spend their entire final year of high school at the hospital rotating through three internships, each lasting 10 to 12 weeks. Internships are based on the skills and interests of each student and are held in a variety of locations including: Cardiac Care, Care Management, Pharmacy, Diabetes Treatment Center, Main Operating Room, Central Sterile, Materials Management, and Durable Medical Equipment. The goal for each student is competitive employment somewhere in the community using the skills they have acquired at Bon Secours. In fiscal year 2011, 8 students participated in Project SEARCH.Advancing the Bon Secours mission "to bring people and communities to health and wholeness," the Bon Secours Richmond Health System and SMH leadership in collaboration with Dunany Plater Zyberk & Company (DPZ) a leading proponent of traditional town planning and New Urbanism sponsored a weeklong charrette in fiscal year 2010. The purpose of the charrette was to engage hospital staff, administration and supporters along with neighbors, municipal officials and a team of design consultants to develop a vision for the next 40 years. Completion of the final charrette report occurred in fiscal year 2011.
		Part III, Line 4: Part III, line 2: Bad Debt Expense at cost is computed by applying the cost-to-charge ratio computed on Worksheet 2 to the aggregate bad debt expense for patient accounts recorded in the general ledger. Bad debt expense on the general ledger includes: 1) actual write offs of discounted gross charges where it is determined an uninsured patient can pay and does not pay; and 2) the estimated write offs for uninsured patient accounts with outstanding balances after discount. Estimates are based on historical collection rates.When an uninsured patient is billed for patient care services, the charges are automatically discounted and the patient is requested to only pay the amount after discount. The discount is recorded as an adjustment to gross revenue and is not recorded in bad debt expense. If the balance after discount is not paid or not paid in full, the unpaid amount will be written off to bad debt expense. When a patient remits a payment on an account that has already been written off to bad debt expense, the payment is recorded as a recovery of bad debt, which reduces bad debt expense.Part III, line 3: The organization does not report an estimate for the portion of bad debt expense that may have been likely to qualify for financial assistance under the hospital's charity care policy. The organization takes the position that ample opportunity and assistance is provided to the patient to qualify under the financial assistance policy. If sufficient information is not provided, the organization must assume the patient does not qualify.
		Part III, Line 8: Part III, Line 6: Medicare allowable costs reflected in Part III come directly from the facility's Medicare cost report. The cost report segregates the total facility actual expenses into costs for support departments, clinical departments (routine and ancillary) and nonreimburseable departments. The cost report uses appropriate statistical bases to "step down" support costs to allowable clinical and nonreimburseable departments. The charges for clinical departments are matched to the total cost for these departments for a cost-to-charge ratio. Medicare-specific allowable costs for in and outpatient ancillary departments are computed by applying the department-specific cost-to-charge ratio to the Medicare program charges by department. For routine departments, a per diem total cost is computed and applied to Medicare program days for the Medicare routine program cost.Part III, Line 8: The organization feels the total shortfall of Medicare reimbursement compared to computed Medicare allowable costs should be treated as community benefit. The hospital improves access to patient care by providing services regardless of a patient's ability to pay or the hospital's ability to receive full cost reimbursement for services. The hospital also relieves the government of a financial burden when it provides care to publicly insured patients where reimbursement is less than cost of providing the service.
		Part III, Line 9b: Part III, Line 9b: The hospital has a written policy that describes collection practices applying to patients that qualify for charity care or financial assistance. If full assistance is approved, no collection efforts are pursued on that patient's account(s). If partial assistance is provided, the patient is responsible for the adjusted account balance and collection efforts will follow the established practices for all patients where a self-pay balance exists. Collection efforts are not pursued on any pending FAP account.Specific criteria exist for how much financial assistance, partial or total, will be provided to the patient based on the assessed need. Criteria is based on Federal Poverty Guidelines and is reviewed and updated annually. Once a patient has been deemed eligible for the Patient Financial Assistance Program (FAP), the patient is notified by letter within 60 days after receipt of the application and supporting documentation. The patient retains eligibility for a period of twelve months from the date of the application. This eligibility is signaled to hospital admissions, billing and collection staff by the assignment of a specific financial class with accompanying eligibility dates. At the end of those twelve months, the patient is responsible for reapplying for FAP eligibility.
		Part VI, Line 2: In partnership with Bon Secours Richmond Health System, SMH uses multiple approaches to assess the health needs of the communities it serves. In October 2009, the Central Virginia Health Planning Agency released an Immigrant Needs Assessment commissioned by Bon Secours Richmond Health System in collaboration with SMH. This work documented the growth of the immigrant population in the metropolitan Richmond area and made multiple recommendations including the need for interpretation and translation services, health resource information in other languages, preventive services, health screenings including vision and dental, affordable health insurance for immigrants and their families and access to behavioral health services. Bon Secours Richmond has initiated many of the recommendations.Health care needs of the community are assessed and updated using a variety of informational sources including Virginia Health Information for state-based performance data, Health Group West and Hammes Company for market and geographic data. Thomson-Reuter's Market Expert is used to retrieve demographic information and trends for the primary and secondary service areas pertaining to SMH. National Research Corporation (NRC) is also utilized.
		Part VI, Line 3: Patient financial assistance policy is communicated to patients verbally upon scheduling, registration, visible postings of the policy in common areas throughout the hospital, brochures and on Bon Secours website. In addition, patient statements request that patients apply for financial assistance, if needed, once any patient financial obligation is determined.Bon Secours is committed to ensuring access to health care services for all. As a health care provider, Bon Secours treats all patients, whether insured, underinsured or uninsured, with dignity, respect and compassion throughout admission, delivery of services, discharge and billing and collection processes. Bon Secours addresses the needs of the uninsured by providing free or reduced fees on hospital services, community outreach efforts to assist with enrollment in Medicaid and other medical coverage programs, including free community-based preventive and primary care services. Bon Secours proactively screens to identify individuals and their families who may qualify for federal, state or local health insurance programs or the Bon Secours Patient Financial Assistance Program ("FAP") and assist the potential eligible patients through the qualification process. Potentially eligible patients that do not qualify for a federal or state health insurance program are referred to the Financial Assistance Coordinator located in Patient Financial Services for assistance in completing the documentation required to establish FAP eligibility. Patients are responsible for providing the information necessary to complete the documentation. The FAP aids uninsured and underinsured patients who do not qualify for government-sponsored health insurance and who communicate their inability to pay for their medical care. The FAP provides 100% financial assistance to uninsured patients with annual family incomes at or below 200% of the Federal Poverty Guidelines ("FPG"), as adjusted by the Medicare geographic wage index for each community served to reflect that community's relative cost of living ("Adjusted FPG"). Adjustments to these guidelines are made in certain States, where applicable. A sliding scale assistance policy is afforded patients that exceed the income guidelines for 100% assistance. Sliding scale assistance is provided to patients and progressively declines in proportion to the patient's higher income level. Additionally, all uninsured (i.e. self pay) patients are given a reduction to the amount of the full charges for medically necessary services through a community service adjustment ("CSA"). The CSA is market adjusted and based on the payment discount received by other health care payers doing business in the community. For these patients, the FAP also sets a maximum annual family payment liability to ensure that no family suffers a catastrophic financial burden to receive necessary health care services. Based on research conducted by the Tax Foundation, a non partisan tax research group based in Washington DC, the maximum annual family liability is based on a sliding scale determined by the family income and size. The standard sliding scale is adjusted by the Medicare geographic wage index of each community served to reflect that community's relative cost of living. All patients are also eligible for a Prompt Pay Discount. In addition, a variety of other potential payment options are available. Bon Secours is dedicated to meeting the needs of non-English speaking patients by having on-site Spanish translators, and other language translation services. In addition, Bon Secours employs a telephone language service which assists in meeting any language needs that arise. The translation services are offered to non-English speaking patients from admission to discharge, including the financial process.
		Part VI, Line 4: SMH serves the greater Richmond, Virginia area. Projections indicate that the population will grow by 5.0% from 1,242,918 in 2010 to 1,304,689 in 2015, with 9.2% of the service area having a household income of less than $15,000 per year, compared to the national average of 12.1%. Similarly, 17.3% of the service area's populace maintains a household income less than $25,000 per year, compared to the national average of 22.3%. Demographic data shows that 61.6% of the population is white and 29.4% is black, compared to the national averages of 64.7% and 12.1% respectively. Demographics of the service area indicate that the age cohort of 64 to 75 will increase by 29.5% between 2010 and 2015. SMH is a disproportionate share hospital (DSH). In fiscal year 2011, it served 21,583 inpatients and provided outpatient services for 81,607 visits. Additionally, Bon Secours SMH provided 65,757 emergency room visits. The Emergency Department is open 24 hours a day and available to all persons regardless of ability to pay. Bon Secours SMH participates in Medicare, Medicaid, CHAMPUS, Tricare and other government sponsored health care programs such as the State/Local Hospitalization program and the SCHIP/FAMIS program for children.
		Part VI, Line 6: SMH has an open medical staff with privileges available to all qualified physicians in the area. SMH, through the BSRHS is governed by a board of directors whose composition is representative of the community. SMH also engages in medical research. Inpatient and outpatient research-related activities are conducted by SMH with oversight from the BSRHS Institutional Review Board. BSRHS' commitment to the poor and disadvantaged is more than providing free or discounted services to those who come to the health care facilities in crisis without financial means to pay. The call to live a healing ministry requires that BSRHS nurture the growth of individual and community capacities and create opportunities for each individual to assume a meaningful role in defining and pursuing holistic wellbeing, peace, and hope. BSRHS is a prophetic voice for just and equitable public policies that ensure access to basic human goods for all people. BSRHS participates in collaborative partnerships throughout the metropolitan area to support improving the quality of life for individuals and the community. The following are illustrative examples of numerous community benefit programs impacting St Mary's Hospital (SMH).Noah's Children, located at SMH, is Central Virginia's only pediatric hospice and palliative care program. It is a specialized program of comprehensive care serving infants, children and adolescents who have been diagnosed with a life-threatening illness. This holistic program ensures compassionate care at the most difficult time for a family by addressing their physical, emotional, social, spiritual and practical needs, so that they can focus on making sure their child's remaining time is as rich and meaningful as possible. In FY 11, 68 families were served.SMH provides lab services free of charge to eight area free clinics as well as to patients of the Bon Secours Care-A-Van and St. Joseph's Outreach Clinic. The cost of these services is $368,914.Bon Secours SMH owns twelve physician practices. They provided free or reduced fee services to patients in FY 11 at a cost of $426,514.SMH provides training and education of health care professionals. The Bon Secours SMH's School of Imaging, sponsored by SMH had 48 enrolled students in fiscal year 2011. For the second year in a row, Richmond, VA, has been named the "Asthma Capital" in the research and ranking by the Asthma and Allergy Foundation of America (AAFA). The annual Asthma Capitals report is a list of the 100 most challenging places to live with asthma. Controlling Asthma in the Richmond Metropolitan Area (CARMA) works to improve the management of pediatric asthma through collaborative partnerships with multiple health care systems, schools, American Lung Association, community physicians and schools, case management organizations, and universities. In FY 11 over 2,888 children, parents, teachers and physicians were directly served through CARMA's services. Every Women's Life (EWL), Virginia Breast and Cervical Cancer Early Detection Program is a partnership with the Virginia Department of Health, with funding through the Centers for Disease Control and Prevention. This program provides breast and cervical cancer screenings and diagnostic testing if needed for low income, uninsured women who are 40 to 64 years old. If cancer is found, women are enrolled in Medicaid for treatment. Bon Secours Richmond Health System holds clinics in three facilities in the Richmond Metro area. Additionally, Bon Secours Richmond provides case management, follow-up and patient education for these women. In FY 11, 742 screenings were provided.Bon Secours' mobile health outreach program is called Care-A-Van. Mobile vans travel throughout the metropolitan Richmond area to provide free care to the uninsured including health screenings, childhood immunizations, flu shots for adults, school physicals for children and examination and treatment of sick patients. Each van is a self-contained clinic with examining rooms, storage, bathroom, and waiting area. Patients who need health care from specialists are referred to volunteer physicians within the community including Bon Secours Medical Group physicians. The vans make regular stops six days a week at churches, apartments and schools, providing 9,492 patient visits in FY 11. Bon Secours Richmond Health System partners with the Daily Planet, a federally qualified health center and Saint Joseph's Villa for Children, a not-for-profit organization serving children with special needs, at risk youth, and adults with disabilities to create Saint Joseph's Outreach Clinic. The clinic provides primary care services to both the insured and the uninsured and serves a large Hispanic population. In FY 11, 5,955 patient visits were provided. Bon Secours Richmond Health System assists low to moderate-income families whose children may qualify for state-sponsored insurance programs (Medicaid and FAMIS). Partnerships have developed with other agencies that have enrollers to identify and refer uninsured children, avoid duplication of effort, and to share responsibilities for case managing to complete the enrollment process. Three Bon Secours Richmond outreach specialists enrolled or re-enrolled over 921 children in FAMIS or Medicaid in FY 11.Founded over ten years ago, the Faith Community Health Ministry Network partners with churches to recruit and train volunteer nurses and other health ministers who in turn work to promote physical, social, emotional and spiritual growth within the congregation. BSRHS trains and supports 196 congregational promoters, faith community nurses and other health ministers.The nationally recognized Reach Out and Read (ROR) program provides books for young children when they visit the SMH's and Richmond Community Hospital Emergency Departments and the Care-A-Van. Volunteers transform the sites into literary rich areas for children and parents while helping families learn the joys and techniques of reading aloud. Volunteers distributed 2,105 books in FY 2011.
		Part VI, Line 7: Bon Secours Health System, Inc., a Maryland nonprofit, nonstock membership corporation (BSHSI), and all of the other entities that are controlled directly or indirectly by Bon Secours, Inc, a Maryland nonprofit, nonstock membership corporation (BSI) are described collectively as the System. BSI, which is the sole corporate member of BSHSI, has no healthcare operations. The System was organized in June 1983 to fulfill the healthcare mission of the United States Province of the Congregation of the Sisters of Bon Secours of Paris, a congregation of religious women of the Roman Catholic Church founded in France in 1824. The System's activities are in the states of New York, Pennsylvania, Maryland, Virginia, Kentucky, South Carolina, and Florida, each referred to as a local system. The Ministry of BSHSI aids those in need, particularly those who are sick and dying, by offering services that include but are not limited to acute inpatient, outpatient, pastoral, palliative, home health, nursing home, rehabilitative, primary and secondary care and assisted living without regard to race, religion, color, gender, age, marital status, national origin, sexual orientation, or disability. BSHSI's vision to bring about the holistic health of the communities it serves is implemented through its Strategic Quality Plan which provides focus in four goal areas for the current three year period (2010-2012). One of those goals is to partner with communities to co-create a more humane world, improve health and model social justice. To accomplish this, two key strategies are to: - Engage communities to identify needs and assets and building partnerships to improve health and quality of life of a specific population.- Demonstrate sustainable stewardship for healing the earth as a way to improve health and life quality.As a member of the Catholic health ministry and a member of Bon Secours Health System, Inc. (BSHSI), Bon Secours Richmond Health System (BSRHS) is called to continue the healing ministry of Jesus. BSRHS exists to benefit the people living in the communities it serves. Through all of the services offered to the community, the mission is "to bring compassion to health care and to be good help to those in need, especially those who are poor and dying. As a System of caregivers, we commit ourselves to help bring people and communities to health and wholeness as part of the healing ministry of Jesus Christ and the Catholic Church." BSRHS shares the BSHSI Vision. "Inspired by the healing ministry of Jesus Christ and the charism of Bon Secours, Bon Secours Health System will be recognized for its leadership in justice, transforming the communities in which we serve and work into places of health and hope, and being a prophetic voice for systemic US health reform and a more humane world." Please see Schedule R for listings of the related organizations within BSRHS.
Reports Filed With States	Part VI, Line 7	VA

Schedule H (Form 990) 2010

Additional Data

Software ID:
Software Version:

- TIN:

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

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

Part I

Questions Regarding Compensation

Yes

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.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

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....

Yes

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? ....

Yes

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.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

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:

Receive a severance payment or change-of-control payment? ...............

Yes

Participate in, or receive payment from, a supplemental nonqualified retirement plan? ........

Yes

Participate in, or receive payment from, an equity-based compensation arrangement? ........

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.

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:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 5a or 5b, describe in Part III.

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:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 6a or 6b, describe in Part III.

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 ............

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 .............................

If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990

Cat. No. 50053T

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
(A) Name		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
(1) Mark Gordon	(i) (ii)	0 334,541	0 101,237	0 23,866	0 30,227	0 27,696	0 517,567	0 0
(2) Michael Robinson	(i) (ii)	0 395,596	0 94,735	0 30,567	0 58,409	0 19,609	0 598,916	0 0
(3) Toni Ardabell	(i) (ii)	0 355,805	0 84,183	0 33,606	0 32,375	0 2,702	0 508,671	0 0
(4) Peter J Bernard	(i) (ii)	0 733,983	0 222,954	0 8,611	0 158,275	0 30,698	0 1,154,521	0 0
(5) Peter F Gallagher	(i) (ii)	0 387,134	0 86,236	0 2,970	0 27,746	0 30,537	0 534,623	0 0
(6) Marc R Katz	(i) (ii)	740,013 0	0 0	3,627 0	3,180 0	32,547 0	779,367 0	0 0
(7) Matthew L Brengman	(i) (ii)	464,451 0	266,185 0	526 0	3,072 0	32,430 0	766,664 0	0 0
(8) Gregory L Schroder	(i) (ii)	432,725 0	281,990 0	1,094 0	3,132 0	29,761 0	748,702 0	0 0
(9) Mark R Bladergroen	(i) (ii)	627,484 0	0 0	2,863 0	3,216 0	19,203 0	652,766 0	0 0
(10) Mark F Warner	(i) (ii)	496,392 0	100,000 0	2,084 0	3,228 0	24,510 0	626,214 0	0 0
(11) Michael Kerner	(i) (ii)	0 463,467	0 138,768	0 4,006	0 116,245	0 29,524	0 752,010	0 0
(12) Thomas Morris PhD	(i) (ii)	0 258,451	0 70,978	0 22,137	0 28,541	0 12,448	0 392,555	0 0
(13) Thomas Koenig	(i) (ii)	0 0	0 0	204,267 0	0 0	0 0	204,267 0	0 0

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	One executive received a country club membership for business use. A receipt was required to substantiate the amount eligible for reimbursement. The value of the country club membership was not included in compensation as St. Mary's Hospital of Richmond, Inc. considers the membership a business necessity.
	Part I, Lines 4a-b	Part I, Line 4a: Bon Secours Health System, Inc. has system wide severance policies for various levels of executive management. Executive positions throughout the system may include, but are not limited to, CEO/President, CFO, COO, EVP, SVP, VP and Directors. Severance periods vary based on length of service, subsequent employment and violations of the severance policy. Generally, severance periods can be up to 24 months. Benefits may include, but are not limited to, base salary, certain health benefits and payment of unused vacation. The following individual(s) received severance payments during the applicable calendar year: Thomas Koenig, $204,267. Part I, Line 4b: The filing organization participates in a BSHSI sponsored executive retirement program that allows for deposits into additional retirement plans and available only to key employees. The 457F plan is a non-qualified plan and is subject to a minimum three-year service requirement before vesting on deposits are made into this plan.
Supplemental Information	Part III	Part I, Line 3: Bon Secours Health System, Inc., a related organization of St. Mary's Hospital of Richmond, Inc., uses the following to establish the compensation of the organization's CEO/Executive Director: Compensation Committee Independent Compensation Consultant Written Employment Contract Compensation Survey or Study Approval by the Board or Compensation Committee

Schedule J (Form 990) 2010

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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. MediumBullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public Inspection

Name of the organization

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

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?
1(a) Name of disqualified person	(b) Description of transaction	Yes	No

Enter the amount of tax imposed on the organization managers or disqualified persons during the year under section 4958. ......................... Bullet Image

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?
(a) Name of interested person and purpose	To	From	(c)Original principal amount	(d)Balance due	Yes	No	Yes	No	Yes	No






Total ............... $

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

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?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) Neurological Associates	BD. Member R. Cohen has more than 5% int. in Neurological Assoc.	155,490	Independent Contractor		No
(2) David Cleal	Child of BD. Member P. Cleal	64,744	Employment		No
(3) Whitney Robinson	Child of BD. Member M. Robinson	17,455	Employment		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 (Form 990 or 990-EZ) 2010

Additional Data

Software ID:
Software Version:

- TIN:

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

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

Identifier	Return Reference	Explanation
Form 990, Part VI, Section A, line 6		Bon Secours Health System, Inc. is the sole member of Bon Secours - Richmond Health Corp, which in turn holds the majority interest in Bon Secours - Richmond Health System, which in turn is the sole member of St. Mary's Hospital of Richmond, Inc.
Form 990, Part VI, Section A, line 7a		The governing body of St. Mary's Hospital of Richmond, Inc. is appointed by it's member Bon Secours - Richmond Health System and subject to approval by Bon Secours Health System, Inc.
Form 990, Part VI, Section A, line 7b		Certain authorities of St. Mary's Hospital of Richmond, Inc. are reserved to its member or to Bon Secours Health System, Inc.
Form 990, Part VI, Section B, line 11		The process the organization uses to review the Form 990 consists of a review by the local system's audit and compliance board-committee and providing the form to the local system board of directors to allow for a thorough review by both before the filing date of July 16, 2012. The local system's audit and compliance committee and board of directors have reviewed the Form 990, scheduled time on meeting agendas, and asked questions regarding the Form 990 before the return is filed July 16, 2012.
	Form 990, Part VI, Section B, line 12c	The organization regularly and consistently monitors compliance with the conflict of interest policy. On an annual basis, all persons subject to the policy, including all officers, directors and key employees are required to make certain disclosures. These include disclosures related to certain personal, financial and organizational relationships that may present a conflict, or the appearance of a conflict of interest with the organization. All disclosures go through a three-part review process: (1) disclosures are reviewed first by the corporate responsibility officer (CRO); (2) a governance team comprised of the CEO, board president, board chair, CRO, and the BSHSI CRO participate in a second review of all disclosures during which recommendations are made as to the resolution of any conflicts or potential conflicts. Depending on the facts and circumstances, resolutions may include ongoing disclosure, recusal or removal of the conflict; and (3) all disclosures and recommendations are reviewed by a board committee (audit and compliance committee reviews the disclosures of management and the governance committee reviews the disclosures of the board and board committee members).
	Form 990, Part VI, Section B, line 15	The compensation committee of the board of Bon Secours Health System, Inc. (BSHSI) engages in a comprehensive process for the oversight and management of remuneration for executive employees and disqualified parties of the BSHSI. The compensation committee consists of a group of independent board members and engages independent external compensation consultant to ensure they receive appropriate analysis of market and follow the practices necessary to obtain full compliance with the IRS' rebuttable presumption of reasonableness. The committee establishes and maintains a compensation philosophy, reviews pay practices against local, regional and national healthcare organizations and approves all remunerative decisions for this group of individuals. The committee reviews and receives assurances that all levels of pay within the organization are reasonable based on performance and validates incentives are met. These decisions are documented in the BSHSI board of director's and compensation committee minutes. Form 990, Part VI, Section B, Line 15b - Compensation Process Other Officers/Key Employees: For those key employees and highest paid employees that are not reviewed by the BSHSI compensation committee, the process included a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision. In the review, the positions of other officers or key employees of the organization were compared to similar position market data in comparably situated organizations taking into consideration geographic location and organization size where appropriate. During the review and approval of the compensation, documentation of the decision was recorded in human resources.
	Form 990, Part VI, Section C, line 19	Bon Secours - St. Mary's Hospital provides any documents open to public inspection upon request.
	Form 990, Part VII:	Hours worked are not tracked on an entity by entity basis. All officers' and directors' hours reported on Form 990, Part VII, Compensation of Officers, Directors, Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors represent aggregate hours worked per week. Voluntary Board Members are not compensated for their time. Peter J. Bernard's compensation is paid by Bon Secours Health System, Inc., a related organization. The compensation he receives is for his role as the CEO of Bon Secours Virginia Health System which includes direct management, monitoring and oversight of Bon Secours Richmond Health System, Bon Secours Hampton Roads Health System and their related organizations. Peter F. Gallagher's compensation is paid by Memorial Regional Medical Center, a related organization. The compensation he receives is for his role as the CFO of Bon Secours Virginia Health System which includes direct financial management, monitoring and oversight of Bon Secours Richmond Health System, Bon Secours Hampton Roads Health System and their related organizations. Toni Ardabell's compensation is paid by Bon Secours Health System, Inc., a related organization. The compensation she receives is for her role as the Chief Executive Officer of St. Mary's Hospital of Richmond, Inc. Mark Gordon's compensation is paid by Bon Secours Health System, Inc., a related organization. The compensation he receives is for his role as the Chief Executive Officer of St. Francis Medical Center, a related organization. Michael Robinson's compensation is paid by Bon Secours Health System, Inc., a related organization. The compensation he receives is for his role as the Chief Executive Officer of Memorial Regional Medical Center and Richmond Community Hospital. Sr. Anne Marie Mack and Sr. Victoria Segura do not receive payroll distributions as they have taken vows of poverty.
Changes in Net Assets or Fund Balances:	Form 990, Part XI, line 5:	Net unrealized gains on investments: 12,404,914. Grants & Contributions 81,638. Transfers - PPE -75,941. Transfers to Affiliates -5,528,291. Net assets released from restrictions used for operations -44,127. Minimum Pension Liability 12,888,352. Total to Form 990, Part XI, Line 5: 19,726,545.

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:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBullet

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public Inspection

Name of the organization

St Mary's Hospital of Richmond Inc

Employer identification number

54-0793767

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) Community Ambulatory Surgery Center LLC 8580 Magellan Parkway Richmond,VA23227	Ambulatory Surgery Center	VA	0	0	St Mary's Hospital of Richmond

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
(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	Yes	No
(1) Bon Secours Health System Inc 1505 Marriotsville Road Marriotsville,MD21104 52-1301088	Parent Org. Management Services	MD	501(c)(3)	11b	Bon Secours Inc		No
(2) Bon Secours Richmond Health Corporation 8580 Magellan Parkway Richmond,VA23227 54-1356155	Management Services	VA	501(c)(3)	11b	Bon Secours Health Sysytem Inc		No
(3) Bon Secours Richmond Health System 8580 Magellan Parkway Richmond,VA23227 52-1988421	Local System Parent Org.	VA	501(c)(3)	11b	Bon Secours Richmond Health Corporation		No
(4) Bon Secours Memorial Regional Medical Center 8580 Magellan Parkway Richmond,VA23227 54-1744931	Health Care	VA	501(c)(3)	3	Bon Secours Richmond Health System		No
(5) Bon Secours Richmond Community Hospital 8580 Magellan Parkway Richmond,VA23227 54-0647482	Health Care	VA	501(c)(3)	3	Bon Secours Richmond Health System		No
(6) Bon Secours St Francis Medical Center 8580 Magellan Parkway Richmond,VA23227 31-1716973	Health Care	VA	501(c)(3)	3	Bon Secours Richmond Health System		No
(7) Laburnum Properties 8580 Magellan Parkway Richmond,VA23227 52-1260700	Title Holding Company	VA	501(c)(2)		Bon Secours Richmond Health System		No
(8) Bon Secours Stuart Circle Hospital 8580 Magellan Parkway Richmond,VA23227 54-1740128	Health Care	VA	501(c)(3)	3	Bon Secours Richmond Health System		No
(9) Bon Secours Richmond Healthcare Foundation 8580 Magellan Parkway Richmond,VA23227 54-1201346	Grant Making Foundation	VA	501(c)(3)	7	Bon Secours Richmond Health Corporation		No
(10) St Mary's Hospital Auxiliary of Richmond 5801 Bremo Road Richmond,VA23226 54-0742852	Health Care	VA	501(c)(3)	11b	N/A		No

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

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 VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) St Mary's MRI LP 8580 Magellan Parkway Richmond,VA23227 54-1568022	Imaging Services	VA	Bon Secours Virginia Healthsource Inc	Related				No			No	0 %
(2) RI LP 8580 Magellan Parkway Richmond,VA23227 54-1708835	Imaging Services	VA	Bon Secours Virginia Healthsource Inc	Related				No			No	0 %
(3) Broad64 Imaging LLC 8580 Magellan Parkway Richmond,VA23227 20-5886018	Imaging Services	VA	Bon Secours Virginia Healthsource Inc	Related				No			No	0 %
(4) Richmond Radiation Oncology Center I LLC 8580 Magellan Parkway Richmond,VA23227 20-8444551	Radiation Oncology Services	VA	Richmond Radiation Oncology Center Inc	Related				No			No	0 %
(5) Chesterfield Community Healthcare Center MOB I LLC 435 Southlake Blvd Richmond,VA23236 54-1745670	Rental- Medical Office Building	VA	Bon Secours Virginia Healthsource Inc	Related				No			No	0 %

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)
(1) Chesterfield Community Healthcare Center Inc 8580 Magellan Parkway Richmond,VA23227 54-1812738	Ambulatory Healthcare Services	VA	Bon Secours Richmond Health System	C
(2) RHS Management Corporation 8580 Magellan Parkway Richmond,VA23227 54-1313425	Independent Living Facility	VA	Bon Secours Richmond Health System	C
(3) Bon Secours -Virginia HealthSource Inc 8580 Magellan Parkway Richmond,VA23227 54-1417686	Ambulatory Healthcare Services	VA	Bon Secours Richmond Health System	C
(4) Richmond MRI Inc 8580 Magellan Parkway Richmond,VA23227 54-1568452	Imaging Services	VA	Bon Secours Virginia Healthsource Inc	C

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

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 . . . . . . . . . . . . . . . . . . . . . . .

Yes

b Gift, grant, or capital contribution to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

c Gift, grant, or capital contribution from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

d Loans or loan guarantees to or for other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

e Loans or loan guarantees by other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

f Sale of assets to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

g Purchase of assets from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

h Exchange of assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

i Lease of facilities, equipment, or other assets to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

j Lease of facilities, equipment, or other assets from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .

k Performance of services or membership or fundraising solicitations for other organization(s) . . . . . . . . . . . . . . . . . . . . . .

l Performance of services or membership or fundraising solicitations by other organization(s) . . . . . . . . . . . . . . . . . . . . . .

Yes

m Sharing of facilities, equipment, mailing lists, or other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

n Sharing of paid employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

o Reimbursement paid to other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

p Reimbursement paid by other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

q Other transfer of cash or property to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

r Other transfer of cash or property from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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)
(2)
(3)
(4)
(5)
(6)

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 VUBI amount in box 20 of Schedule K-1 (Form 1065)	(h) General or managing partner?
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(e) Share of end-of-year assets	Yes	No	(g) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

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

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: Acute Care Hospital
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ....	3	17
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	12
5	Total number of individuals employed in calendar year 2010 (Part V, line 2a) ...	5	4,122
6	Total number of volunteers (estimate if necessary) ....	6	700
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	2,657,717
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b	-86,898

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	264,325	3,400,539
9	Program service revenue (Part VIII, line 2g) .........	603,624,335	634,418,015
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	2,741,987	18,985,311
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	2,116,387	2,993,627
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	608,747,034	659,797,492
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
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)	237,986,855	244,951,409
16a	Professional fundraising fees (Part IX, column (A), line 11e)....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	338,284,793	369,492,771
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	576,271,648	614,444,180
19	Revenue less expenses. Subtract line 18 from line 12......	32,475,386	45,353,312
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16)............	647,150,444	711,581,073
21	Total liabilities (Part X, line 26)............	253,275,729	252,626,501
22	Net assets or fund balances. Subtract line 21 from line 20 .....	393,874,715	458,954,572

Sign Here

	Signature of officer	Date

	Type or print name and title.

Paid Preparer's Use Only	Preparer's signature	Date	Check if self- employed	Preparer’s taxpayer identification number (see instructions)
	Firm’s name (or yours if self-employed), address, and ZIP + 4			EIN
				Phone no.


4a	(Code: ) (Expenses $ 396,173,167 including grants of $ ) (Revenue $ 457,096,292 )
	St. Mary's Hospital provides medical care to patients without regard to their ability to pay. As the major community not for profit hospital in Richmond, St. Mary's is the access for under-insured and financially disadvantaged who will not be treated at the for profit hospitals. In addition, St. Mary's provides support for community services. Please refer to the Community Benefit information on Schedule H.

4b	(Code: ) (Expenses $ 159,432,798 including grants of $ ) (Revenue $ 174,395,511 )
	St. Mary's Hospital provides shared services to related organizations to assist with furthering its mission of providing help to those in need.

4c	(Code: ) (Expenses $ 14,360 including grants of $ ) (Revenue $ 181,608 )
	The Bon Secours St. Mary's Hospital School of Medical Imaging offers an accredited 18-month radiography program designed to prepare individuals to enter the workforce as Diagnostic Radiologic Technologists. This new and innovative curriculum will allow students to enter the workforce more quickly while maintaining high standards of education. The Radiography program quality and depth has remained the same and continues to meet requirements established by the American Society of Radiologic Technologists.

4d	Other program services. (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses$ 555,620,325

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)				(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
(A) Name and Title
(18) Allen Goolsby Secretary	6.00	X			0	0	0
(19) Peter J Bernard CEO-BSV	50.00	X			0	965,548	188,973
(20) Peter F Gallagher Treasurer (CFO-BSV)	50.00	X			0	476,340	58,283
(21) Marc R Katz Cardiologist	50.00		X		743,640	0	35,727
(22) Matthew L Brengman Physician	50.00		X		731,162	0	35,502
(23) Gregory L Schroder Physician	50.00		X		715,809	0	32,893
(24) Mark R Bladergroen CMIO	50.00		X		630,347	0	22,419
(25) Mark F Warner Cardiologist	50.00		X		598,476	0	27,738
(26) Michael Kerner Former Board Member	50.00			X	0	606,241	145,769
(27) Thomas Morris PhD Former Board Member	50.00			X	0	351,566	40,989
(28) Thomas Koenig Former COO-SMH	0.00			X	204,267	0	0

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	3,623,701	3,853,831	759,311

				(A) Total revenue	(B) Related or exempt function revenue	(C) Unrelated business revenue	(D) Revenue excluded from tax under sections 512, 513, or 514
1a	Federated campaigns..1a
b	Membership dues....1b
c	Fundraising events....1c
d	Related organizations...1d		114,244
e	Government grants (contributions)1e		2,968,828

f	All other contributions, gifts, grants, and similar amounts not included above1f		317,467
g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			3,400,539
			Business Code
2a	Patient Service Rev.		621,300	457,096,292	457,096,292
b	Shared Services		561,499	177,140,115	174,395,511	2,744,604
c	Sch. of Med. Imag Tut.		611,310	181,608	181,608
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			634,418,015
3	Investment income (including dividends, interest
	and other similar amounts).....			5,518,194			5,518,194
4	Income from investment of tax-exempt bond proceeds..			259,429			259,429
5	Royalties............
		(i) Real	(ii) Personal
6a	Gross Rents	910,026
b	Less: rental expenses	707,931
c	Rental income or (loss)	202,095
d	Net rental income or (loss).......			202,095		-86,887	288,982
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	13,215,896
b	Less: cost or other basis and sales expenses		8,208
c	Gain or (loss)	13,215,896	-8,208
d	Net gain or (loss)..........			13,207,688			13,207,688
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..
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...
10a	Gross sales of inventory, less returns and allowances .
	a		272,607
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..			272,607			272,607
Miscellaneous Revenue			Business Code
11a	Cafe & Vending		722,210	1,539,667			1,539,667
b	Joint Venture		900,099	414,893			414,893
c	Clinical Trials		900,099	265,287	265,287
d	All other revenue ....			299,078			299,078
e	Total. Add lines 11a–11d ......			2,518,925
12	Total revenue. See Instructions....			659,797,492	631,938,698	2,657,717	21,800,538


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			200,116,573	1	221,073,232
2	Savings and temporary cash investments .......				2
3	Pledges and grants receivable, net .........			0	3	3,065
4	Accounts receivable, net .........			51,824,049	4	53,864,362
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 .............				7	273,353
8	Inventories for sale or use ..............			7,358,970	8	7,669,607
9	Prepaid expenses and deferred charges ............			3,007,626	9	3,503,676
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	355,601,337
b	Less: accumulated depreciation. .....	10b	219,162,906	128,642,991	10c	136,438,431
11	Investments—publicly traded securities ..........			251,271,530	11	277,911,647
12	Investments—other securities. See Part IV, line 11 ......				12
13	Investments—program-related. See Part IV, line 11 ..			127,572	13
14	Intangible assets .........				14
15	Other assets. See Part IV, line 11 ...........			4,801,133	15	10,843,700
16	Total assets. Add lines 1 through 15 (must equal line 34)...			647,150,444	16	711,581,073
17	Accounts payable and accrued expenses .			68,620,358	17	71,528,267
18	Grants payable ..........				18
19	Deferred revenue ..........			0	19	10,818,056
20	Tax-exempt bond liabilities ..........			49,227,882	20	48,101,258
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 ....				24
25	Other liabilities. Complete Part X of Schedule D.....			135,427,489	25	122,178,920
26	Total liabilities. Add lines 17 through 25.....			253,275,729	26	252,626,501
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....			393,802,335	27	458,920,622
28	Temporarily restricted net assets .....			72,380	28	33,950
29	Permanently restricted net assets .....				29
	Organizations that do not follow SFAS 117, check here 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 .....			393,874,715	33	458,954,572
34	Total liabilities and net assets/fund balances .....			647,150,444	34	711,581,073