TY 2011 Form 990

- TIN:

Form990

Department of the Treasury
Internal Revenue Service

Return of Organization Exempt From Income Tax

Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation)

The organization may have to use a copy of this return to satisfy state reporting requirements.

OMB No. 1545-0047

2011

Open to Public Inspection

A For the calendar year, or tax year beginning 01-01-2011 and ending 12-31-2011

BCheck if applicable: Address change Name change Initial return Terminated Amended return Application pending

CName of organization
MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Doing Business As

Number and street (or P.O. box if mail is not delivered to street address)
125 MAY STREET

Room/suite

City or town, state or country, and ZIP + 4
EDISON, NJ088373264

D Employer identification number

22-2803458

E Telephone number

G Gross receipts $ 405,600,372

F Name and address of principal officer:
BRUCE STROEVER
125 MAY STREET
EDISON,NJ088373264

Tax-exempt status: 501(c)(3) 501(c) ( ) LeftBullet

(insert no.) 4947(a)(1) or 527

Website:

WWW.MTF.ORG

H(a)

Is this a group return for
affiliates? Yes No

H(b)

Are all affiliates included?

Yes No

If "No," attach a list. (see instructions)

H(c)

Group exemption number MediumBullet

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 1987

M State of legal domicile: DC

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. ("MTF" OR THE "FOUNDATION") IS DEDICATED TO PROVIDING QUALITY ALLOGRAFT TISSUE FOR TRANSPLANTATION THROUGH A COMMITMENT TO EXCELLENCE IN EDUCATION, RESEARCH, RECOVERY, AND CARE FOR RECIPIENTS, DONORS AND THEIR FAMILIES. MTF CONTINUES TO PROMOTE THE HEALTH AND WELFARE OF THE GENERAL PUBLIC BY (1)MAXIMIZING THE AVAILABILITY OF HIGH QUALITY HUMAN TISSUE INCLUDING BONE AND DERMAL TISSUE; 2)SUPPORTING MEDICAL, SCIENTIFIC AND OTHER EDUCATIONAL RESEARCH WITH RESPECT TO TISSUE DONATION, RECOVERY AND TRANSPLANTATION; (3)EDUCATING THE GENERAL PUBLIC WITH RESPECT TO THE IMPORTANCE AND BENEFITS OF TISSUE DONATION AND TRANSPLANTATION; AND (4)OTHERWISE PROMOTING TISSUE DONATION THROUGH A COMMITMENT TO EXCELLENCE IN EDUCATION, RESEARCH, RECOVERY AND CARE FOR DONORS, RECIPIENTS, AND THEIR FAMILIES. THE MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. WAS INCORP- ORATED ON JANUARY 30, 1987, AS A DISTRICT OF COLUMBIA NON-PROFIT MEMBERSHIP ORGANIZATION AND IS A 501(
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a).....	3	9
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	8
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...	5	1,330
6	Total number of volunteers (estimate if necessary) ....	6	50
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	-1,973,323
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b	-1,973,323

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	31,236	99,556
9	Program service revenue (Part VIII, line 2g) .........	389,546,992	392,360,791
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	1,124,063	1,754,368
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	4,876,733	2,447,145
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	395,579,024	396,661,860
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	2,941,626	2,360,501
14	Benefits paid to or for members (Part IX, column (A), line 4).....		0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	83,157,613	89,216,727
16a	Professional fundraising fees (Part IX, column (A), line 11e).....		0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	296,809,894	302,914,525
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	382,909,133	394,491,753
19	Revenue less expenses. Subtract line 18 from line 12.......	12,669,891	2,170,107
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	204,194,569	213,807,248
21	Total liabilities (Part X, line 26).............	86,869,081	94,080,038
22	Net assets or fund balances. Subtract line 21 from line 20.....	117,325,488	119,727,210

Part II

Signature Block

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.

Sign Here

	Signature of officer	Date

	Type or print name and title.

Paid preparer use only

Print/type preparer's name

Preparer's signature

Date

Check if
self-employed

PTIN

Firm's name Right pointing arrowhead image

Firm's EIN Right pointing arrowhead image

Firm's address Right pointing arrowhead image

Phone no.

May the IRS discuss this return with the preparer shown above? See instructions ......... bullet

YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y

Form 990 (2011)

Page 2

Part III

Statement of Program Service Accomplishments

Check if Schedule O contains a response to any question in this Part III .........

Briefly describe the organization’s mission: MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. ("MTF" OR THE "FOUNDATION") IS DEDICATED TO PROVIDING QUALITY ALLOGRAFT TISSUE FOR TRANSPLANTATION THROUGH A COMMITMENT TO EXCELLENCE IN EDUCATION, RESEARCH, RECOVERY, AND CARE FOR RECIPIENTS, DONORS AND THEIR FAMILIES. MTF CONTINUES TO PROMOTE THE HEALTH AND WELFARE OF THE GENERAL PUBLIC BY (1)MAXIMIZING THE AVAILABILITY OF HIGH QUALITY HUMAN TISSUE INCLUDING BONE AND DERMAL TISSUE; 2)SUPPORTING MEDICAL, SCIENTIFIC AND OTHER EDUCATIONAL RESEARCH WITH RESPECT TO TISSUE DONATION, RECOVERY AND TRANSPLANTATION; (3)EDUCATING THE GENERAL PUBLIC WITH RESPECT TO THE IMPORTANCE AND BENEFITS OF TISSUE DONATION AND TRANSPLANTATION; AND (4)OTHERWISE PROMOTING TISSUE DONATION THROUGH A COMMITMENT TO EXCELLENCE IN EDUCATION, RESEARCH, RECOVERY AND CARE FOR DONORS, RECIPIENTS, AND THEIR FAMILIES. THE MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. WAS INCORP- ORATED ON JANUARY 30, 1987, AS A DISTRICT OF COLUMBIA NON-PROFIT MEMBERSHIP ORGANIZATION AND IS A 501(

Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? .................... Yes No

If “Yes,” describe these new services on Schedule O.

Did the organization cease conducting, or make significant changes in how it conducts, any program services? .......................... Yes No

If “Yes,” describe these changes on Schedule O.

Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.


4a	(Code: ) (Expenses $ 367,314,476 including grants of $ 2,304,751 ) (Revenue $ )
	MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. (MTF) PROVIDES ALLOGRAFT TISSUES TO THE MEDICAL COMMUNITY. IN 2011, MTF RECOVERED TISSUE FROM APPROXIMATELY 6,322 DONORS FOR USE IN MUSCULOSKELETAL AND BONE ALLOGRAFT APPLICATIONS AND 2,725 DERMAL/SPLIT THICKNESS RECOVERIES. IN 2010, MTF RECOVERED TISSUE FROM APPROXIMATELY 4,666 DONORS FOR USE IN MUSCULO- SKELETAL AND BONE ALLOGRAFT APPLICATIONS AND 2,114 DERMAL/SPLIT THICKNESS RECOVERIES. OVERALL, MTF DISTRIBUTED OVER 490,000 UNITES OF ALLOGRAFT TISSUE DURING 2011. OVERALL, MTF DISTRIBUTED OVER 427,000 UNITS OF ALLOGRAFT TISSUE DURING 2010. IN ADDITION, TO THIS SERVICE, MTF DONATES ALLOGRAFT TISSUES FOR RESEARCH, MEDICAL AND EDUCATIONAL PURPOSES. MTF'S RESEARCH AND DEVELOPMENT HAS CONTINUED DEVELOPMENT OF NOVEL TISSUE FORMS FOR ORTHOPADEDIC AND GENERAL SURGICAL APPLICATIONS. MTF HAS MET PROJECT MILESTONES IN THE DEVELOPMENT OF ADULT, ALLOGENEIC STEM CELLS, ALLOGRAFT SOLUTIONS FOR THE REPAIR OF ARTICULAR CARTILAGE, AND NEW FORMS OF DEMINERALIZED BONE. MTF CONTINUES TO SEEK NEW APPLICATIONS FOR THE USE OF THE PRECIOUS GIFT OF ALLOGRAFT TISSUES TO RESOLVE UNMET CLINICAL NEEDS AND CONTINUES TO PROVIDE SPECIAL TISSUE FOR RESEARCH PERFORMED BY MEMBERS OF THE ARMED FORCES INSTITUTE OF REGENERATIVE MEDICINE WHICH IS AN ORGANIZATION DEDICATED TO DEVELOPING MEDICAL THERAPIES AND TREATMENTS FOR WOUNDED SOLDIERS. IN 2008, MTF COMPLETED A RESEARCH PROJECT TO PROVIDE A NEW TISSUE FORM FOR BONE FORMATION COMPRISING ADULT ALLOGENEIC STEM CELLS AND ALLOGRAFT BONE. IN 2009, MTF INTRODUCED A NEW TISSUE FORM CALLED TRINITY EVOLUTION. TRINITY EVOLUTION IS A STEM CELL-BASED BONE GROWTH MATRIX DESIGNED TO ADVANCE THE SURGICAL USE OF ALLOGRAFTS PROVIDING CHARACTERISTICS SIMILAR TO AN AUTOGRFT IN SPINAL AND ORTHO- PAEDIC PROCEDURES. IN 2010, MTF MADE AVAILABLE TWO NEW TISSUE FORMS DURING THE CALENDAR YEAR: 1)ENHANCE(TM) BONE WEDGES FOR CORRECTION OF VARIOUS DEFORMITIES IN THE FOOT AND ANKLE, AND 2)ENHANCE(TM) DEMINERALIZED CANCELLOUS SHEETS FOR USE IN BONE FUSION PROCEDURES IN THE FOOT AND ANKLE.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












	(Code: ) (Expenses $ 55,750 including grants of $ 55,750 ) (Revenue $ )
	MTF PAYS INDEPENDENT RESEARCH EXPERTS TO REVIEW ANY GRANT PROPOSALS SUBMITTED TO THE ORGANIZATION FOR VALIDITY OR MERIT OF THE PROPOSED RESEARCH PROJECT AND ALSO RELATIONSHIP TO MTF'S CORE MISSION OF ADVANCING MUSCULOSKELETAL TRANSPLANT SCIENCE. DURING 2011, MTF RECEIVED 75 APPLICACTIONS FOR PEER REVIEW AND OTHER GRANTS. MTF USED 69 SUCH INDEPENDENT EXPERTS TO REVIEW PEER-REVIEWED RESEARCH GRANT PROJECTS AND 11 PROJECTS WERE APPROVED FOR FUNDING.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 55,750 including grants of $ 55,750 ) (Revenue $ )
4e	Total program service expenses$ 367,370,226

Form 990 (2011)

Page 3

Part IV

Checklist of Required Schedules

Yes

Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule A Click to see attachment

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

Yes

Is the organization required to complete Schedule B, Schedule of Contributors? Click to see attachment

........

Yes

Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part I..........

Section 501(c)(3) organizations. Did the organization engage in lobbying activities? If “Yes,” complete Schedule C,
Part II.........................

Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C, Part III........................

Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If “Yes,” complete Schedule D, Part I Click to see attachment

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

Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas or historic structures? If “Yes,” complete Schedule D, Part II Click to see attachment

...

Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment

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

Did the organization report an amount in Part X, line 21; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,”
complete Schedule D, Part IV Click to see attachment

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

Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If “Yes,” complete Schedule D, Part V Click to see attachment

If the organization’s answer to any of the following questions is ‘Yes,’ then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable:

Did the organization report an amount for land, buildings, and equipment in Part X, line10? If “Yes,” complete Schedule D, Part VI. Click to see attachment

11a

Yes

Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VII. Click to see attachment

11b

Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIII. Click to see attachment

11c

Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IX. Click to see attachment

11d

Yes

Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part X. Click to see attachment

11e

Yes

Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part X. Click to see attachment

11f

Yes

12a

Did the organization obtain separate, independent audited financial statements for the tax year?
If “Yes,” complete Schedule D, Parts XI, XII, and XIII Click to see attachment

12a

Yes

Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered ‘No’ to line 12a, then completing Schedule D, Parts XI, XII, and XIII is optional Click to see attachment

12b

Yes

Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E

14a

Did the organization maintain an office, employees, or agents outside of the United States?....

14a

Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States or aggregate foreign investments valued at $100,000 or more? If “Yes,” complete Schedule F, Part I......... Click to see attachment

14b

Yes

Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the U.S.? If “Yes,” complete Schedule F, Part II.. Click to see attachment

Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the U.S.? If “Yes,” complete Schedule F, Part III.. Click to see attachment

Did the organization report a total of more than $15,000, of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If “Yes,” complete Schedule G, Part I

Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If “Yes,” complete Schedule G, Part II..........

Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If “Yes,” complete Schedule G, Part III...................

20a

Did the organization operate one or more hospitals? If “Yes,” complete Schedule H.....

20a

If “Yes” to line 20a, did the organization attach a copy of its audited financial statement to this return? Note. All Form 990 filers that operated one or more hospitals must attach audited financial statements.

20b

Form 990 (2011)

Page 4

Part IV

Checklist of Required Schedules (continued)

Did the organization report more than $5,000 of grants and other assistance to any government or organization in the United States on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II.. Click to see attachment

Yes

Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III..... Click to see attachment

Yes

Did the organization answer “Yes” to Part VII, Section A, questions 3, 4, or 5, about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If “Yes,” complete Schedule J................ Click to see attachment

Yes

24a

Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer questions 24b–24d and complete Schedule K. If “No,” go to line 25................

24a

Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...

24b

Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................

24c

Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...

24d

25a

Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If “Yes,” complete Schedule L, Part I...... Click to see attachment

25a

Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I................ Click to see attachment

25b

Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II......................... Click to see attachment

Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If “Yes,” complete Schedule L, Part III......... Click to see attachment

Yes

Was the organization a party to a business transaction with one of the following parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):

A current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV ......................... Click to see attachment

28a

A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV................... Click to see attachment

28b

An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or owner? If “Yes,” complete Schedule L, Part IV.. Click to see attachment

28c

Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule M Click to see attachment

Yes

Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M............ Click to see attachment

Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................

Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II.......................

Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If “Yes,” complete Schedule R, Part I........ Click to see attachment

Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Parts II, III, IV, and V, line 1..................... Click to see attachment

Yes

35a

Did the organization have a controlled entity within the meaning of section 512(b)(13)?

35a

If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If “Yes,” complete Schedule R, Part V, line 2... Click to see attachment

35b

Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If “Yes,” complete Schedule R, Part V, line 2........... Click to see attachment

Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If “Yes,” complete Schedule R, Part VI Click to see attachment

Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11 and 19? Note. All Form 990 filers are required to complete Schedule O. ............

Yes

Form 990 (2011)

Page 5

Part V

Statements Regarding Other IRS Filings and Tax Compliance

Check if Schedule O contains a response to any question in this Part V .........

Yes

Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable. .......

553

Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable.

Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................

Yes

Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements filed for the calendar year ending with or within the year covered by this return .....................

1,330

If at least one is reported on line 2a, did the organization file all required federal employment tax returns?

Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file. (see instructions)

Yes

Did the organization have unrelated business gross income of $1,000 or more during the year?.............................

If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....

At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account or securities account)?.......................

Yes

If "Yes," enter the name of the foreign country: MediumBullet

CA
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.

Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..

Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?

If “Yes” to line 5a or 5b, did the organization file Form 8886-T? ........

Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible?..........

If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................

Organizations that may receive deductible contributions under section 170(c).

Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................

If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....

Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................

If “Yes,” indicate the number of Forms 8282 filed during the year ....

Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?..........................

Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..

If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?...................

If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?...............

Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?................

Sponsoring organizations maintaining donor advised funds.

Did the organization make any taxable distributions under section 4966?.........

Did the organization make a distribution to a donor, donor advisor, or related person?......

Section 501(c)(7) organizations. Enter:

Initiation fees and capital contributions included on Part VIII, line 12 ...

10a

Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities

10b

Section 501(c)(12) organizations. Enter:

Gross income from members or shareholders .........

11a

Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them) ........

11b

12a

Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?

12a

If “Yes,” enter the amount of tax-exempt interest received or accrued during the year.

12b

Section 501(c)(29) qualified nonprofit health insurance issuers.

Is the organization licensed to issue qualified health plans in more than one state?
Note. All 501(c)(29) organizations must list in Schedule O each state in which they are licensed to issue qualified health plans, the amount of reserves required by each state, and the amount of reserves the organization allocated to each state.

13a

Enter the aggregate amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans.

13b

Enter the aggregate amount of reserves on hand.

13c

14a

Did the organization receive any payments for indoor tanning services during the tax year?.....

14a

If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..

14b

Form 990 (2011)

Page 6

Part VI

Governance, Management, and Disclosure For each “Yes” response to lines 2 through 7b below, and for a “No” response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.

Check if Schedule O contains a response to any question in this Part VI .........

Section A. Governing Body and Management

Yes

Enter the number of voting members of the governing body at the end of the tax year
If the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.

Enter the number of voting members included in line 1a, above, who are independent .................

Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................

Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .

Did the organization make any significant changes to its governing documents since the prior Form 990 was filed?

Did the organization become aware during the year of a significant diversion of the organization’s assets? .

Did the organization have members or stockholders? ................

Yes

Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? .................

Yes

Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ............

Yes

Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:

The governing body? .........................

Yes

Each committee with authority to act on behalf of the governing body? ..........

Yes

Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O .....

Section B. Policies (This Section B requests information about policies not required by the Internal
Revenue Code.)

Yes

10a

Did the organization have local chapters, branches, or affiliates? ............

10a

If “Yes,” did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? ....

10b

11a

Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form?

11a

Yes

Describe in Schedule O the process, if any, used by the organization to review the Form 990. .....

12a

Did the organization have a written conflict of interest policy? If “No,” go to line 13.......

12a

Yes

Were officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ........................

12b

Yes

Did the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this was done ....................

12c

Yes

Did the organization have a written whistleblower policy? ...............

Yes

Did the organization have a written document retention and destruction policy? .........

Yes

Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?

The organization’s CEO, Executive Director, or top management official ...........

15a

Yes

Other officers or key employees of the organization ................

15b

Yes

If "Yes," to line 15a or 15b, describe the process in Schedule O (see instructions).

16a

Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................

16a

If “Yes,” did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............

16b

Section C. Disclosure

List the States with which a copy of this Form 990 is required to be filed MediumBullet

CA , GA , NJ

Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.

Own website Another's website Upon request

Describe in Schedule O whether (and if so, how), the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.

State the name, physical address, and telephone number of the person who possesses the books and records of the organization: MediumBullet

MICHAEL J KAWAS
125 MAY STREET
EDISON,NJ088373264
(732) 661-0202

Form 990 (2011)

Page 7

Part VII

Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

Check if Schedule O contains a response to any question in this Part VII .........

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees

1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet

List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation, and current key employees. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

List all of the organization’s current key employees, if any. See instructions for definition of "key employee."

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

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

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

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.

Check this box if neither the organization nor any related organizations compensated any current or former officer, director, or trustee.

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)			(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
(1) WILLIAM W TOMFORD MD BOD, CHAIRMA	1.00	X			50,000	0	0
(2) RICHARD NICHOLAS MD BOD, MBOT+DB	1.00	X			16,000	0	0
(3) DONALD HACKBARTH MD BOD, MBOT	1.00	X			15,000	0	0
(4) GERALD FINERMAN MD BOD	1.00	X			15,000	0	0
(5) SUSAN GUNDERSON FOR LIFESOURCE BOD, DBOT	1.00	X			15,000	0	0
(6) WILLIAM F ENNEKING MD BOD	1.00	X			15,000	0	0
(7) DAN M SPENGLER MD BOD	1.00	X			13,000	0	0
(8) JOSEPH A BUCKWALTER MD BOD	1.00	X			13,000	0	0
(9) VICTOR FRANKEL MDPHD BOD	1.00	X			11,000	0	0
(10) HERBERT S SCHWARTZ BOD, MBOT	1.00	X			10,750	0	0
(11) ALLAN GROSS MD BOD	1.00	X			9,000	0	0
(12) MARK BOLANDER MD BOD	1.00	X			8,000	0	0
(13) LLOYD JORDAN BOD, MBOT+DB	1.00	X			3,000	0	0
(14) BRUCE W STROEVER PRESIDENT/CE	60.00		X		693,004	0	41,310
(15) MICHAEL J KAWAS TREASURER/CF	60.00		X		440,015	0	40,514
(16) GEORGE A ORAM EXECUTIVE VP	60.00			X	456,654	0	37,316
(17) MARTHA ANDERSON EXECUTIVE VP	60.00			X	357,714	0	34,364

Form 990 (2011)

Page 8

Part VII

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)			(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) JOSEPH YACCARINO EXECUTIVE VP	60.00	X		345,524	0	35,873
(19) MARK H SPILKER VP, R&D	50.00		X	330,758	0	35,298
(20) THOMAS C SHAFFER VP SPORTS ME	50.00		X	320,372	0	23,941
(21) DONALD E LARSON VP SALES	50.00		X	278,128	0	36,090
(22) JOHN ZOOK NAT'L SALES	50.00		X	275,901	0	28,175
(23) KIMBERLY A ROUNDS VP MARKETING	55.00		X	269,546	0	39,122

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	3,961,366	352,003

Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet

176

Yes

Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual .............

For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................

Yes

Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person .....

Section B. Independent Contractors

Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.

(A) Name and business address	(B) Description of services	(C) Compensation
SYNTHES 1302 WRIGHTS LANE EAST WEST CHESTER,PA19380	TISSUE PROMOTIO	54,627,515
ORTHOFIX INC 1401 ELM ST 5TH FLOOR DALLAS,TX75202	TISSUE PROMOTIO	23,527,461
GIFT OF LIFE DONOR PROGRAM 1401 NORTH THIRD STREET PHILADELPHIA,PA19123	RECOVERY PRTNR	8,982,950
WUXI APPTEC 2540 EXECUTIVE DRIVE ST PAUL,MN55120	CHEM TESTING	7,739,318
ONE LEGACY TISSUE SERVICES 221 S FIGUEROA ST STE 500 LOS ANGELES,CA90012	RECOVERY PRTNR	7,145,225
2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 148

Form 990 (2011)

Page 9

Part VIII

Statement of Revenue

				(A) Total revenue	(B) Related or exempt function revenue	(C) Unrelated business revenue	(D) Revenue excluded from tax under sections 512, 513, or 514
1a	Federated campaigns..1a
b	Membership dues....1b
c	Fundraising events....1c
d	Related organizations...1d
e	Government grants (contributions)1e		38,901

f	All other contributions, gifts, grants, and similar amounts not included above1f		60,655
g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			99,556
			Business Code
2a	TISSUE PROCESSING & DISTRIB.			391,260,456	391,260,456
b	DONOR TRIAGE SCREENING			5,993,291	5,993,291
c	OTHER REVENUE			921,024	921,024
d	DISTRIBUTION RIGHTS PAYMENTS			846,636	846,636
e	FAMILY SERVICE REVENUE			296,147	296,147
f	All other program service revenue .			-6,956,763	-6,956,763
g	Total. Add lines 2a–2f........			392,360,791
3	Investment income (including dividends, interest
	and other similar amounts).....			1,762,794			1,762,794
4	Income from investment of tax-exempt bond proceeds..
5	Royalties............
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses		8,426
c	Gain or (loss)		-8,426
d	Net gain or (loss)..........			-8,426	-8,426
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		6,956,763
b	Less: cost of goods sold ..b		8,930,086
c	Net income or (loss) from sales of inventory..			-1,973,323		-1,973,323
Miscellaneous Revenue			Business Code
11a	FREIGHT & FEES REVENUE			2,964,046			2,964,046
b	VAT REFUNDS			985,895			985,895
c	OTHER MISCELLANEOUS REVENUE			267,046			267,046
d	All other revenue ....			203,481			203,481
e	Total. Add lines 11a–11d ......			4,420,468
12	Total revenue. See Instructions....			396,661,860	392,352,365	-1,973,323	6,183,262

Form 990 (2011)

Page 10

Part IX

Statement of Functional Expenses

Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A) but are not required to complete columns (B), (C), and (D).
Check if Schedule O contains a response to any question in this Part IX. .........

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 United States. See Part IV, line 21	2,304,751	2,304,751
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	55,750	55,750
3	Grants and other assistance to governments, organizations, and individuals outside the United States. 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) ....	3,961,366	2,590,733	1,370,633
7	Other salaries and wages	64,800,396	54,030,570	10,769,826
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	3,066,002	2,954,706	111,296
9	Other employee benefits .......	12,064,250	10,059,172	2,005,078
10	Payroll taxes ...........	5,324,713	4,439,746	884,967
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	4,254,864	3,994,041	260,823
c	Accounting ...........	200,000		200,000
d	Lobbying ...........
e	Professional fundraising. See Part IV, line 17..
f	Investment management fees ......
g	Other ..........	244,529	228,879	15,650
12	Advertising and promotion ....	3,220,619	3,158,139	62,480
13	Office expenses .......	1,441,225	403,401	1,037,824
14	Information technology ......	376,921	21,296	355,625
15	Royalties ..
16	Occupancy ...........	10,769,357	8,585,331	2,184,026
17	Travel ............	2,807,597	2,298,018	509,579
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....	2,810,893	2,119,976	690,917
20	Interest ...........	514,155	456,621	57,534
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	7,413,277	6,505,151	908,126
23	Insurance ..............	972,143	835,751	136,392
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24f. If line 24f amount exceeds 10% of line 25, column (A) amount, list line 24f expenses on Schedule O.)
a	STORAGE & DISTRIBUTION	149,931,895	149,931,895
b	PROCESSING COSTS	86,165,174	86,165,174
c	RECOVERY EXPENSES	17,742,840	17,742,840
d	RESEARCH AND DEVELOPMENT	11,238,914	11,238,914
e
f	All other expenses	2,810,122	-2,750,629	5,560,751
25	Total functional expenses. Add lines 1 through 24f	394,491,753	367,370,226	27,121,527	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

Form 990 (2011)

Page 11


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			15,361	1	1,870
2	Savings and temporary cash investments .......			12,418,046	2	12,797,792
3	Pledges and grants receivable, net .........				3
4	Accounts receivable, net .........			52,201,508	4	56,556,167
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
8	Inventories for sale or use ..............			84,261,447	8	92,870,687
9	Prepaid expenses and deferred charges ............			3,406,573	9	1,842,016
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	80,187,722
b	Less: accumulated depreciation. .....	10b	52,050,703	31,197,469	10c	28,137,019
11	Investments—publicly traded securities ..........				11
12	Investments—other securities. See Part IV, line 11 ......			500,000	12	500,000
13	Investments—program-related. See Part IV, line 11 ..				13
14	Intangible assets .........				14
15	Other assets. See Part IV, line 11 ...........			20,194,165	15	21,101,697
16	Total assets. Add lines 1 through 15 (must equal line 34)...			204,194,569	16	213,807,248
17	Accounts payable and accrued expenses .			51,336,119	17	52,052,395
18	Grants payable ..........			3,210,851	18	3,309,600
19	Deferred revenue ..........			8,124,623	19	7,277,987
20	Tax-exempt bond liabilities ..........				20
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 ..			18,250,000	23	25,950,000
24	Unsecured notes and loans payable to unrelated third parties ....				24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.....			5,947,488	25	5,490,056
26	Total liabilities. Add lines 17 through 25.....			86,869,081	26	94,080,038
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....			117,325,488	27	119,727,210
28	Temporarily restricted net assets .....				28
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 .....			117,325,488	33	119,727,210
34	Total liabilities and net assets/fund balances .....			204,194,569	34	213,807,248

Form 990 (2011)

Page 12

Part XI

Reconcilliation of Net Assets

Check if Schedule O contains a response to any question in this Part XI .........

Total revenue (must equal Part VIII, column (A), line 12) ...

396,661,860

Total expenses (must equal Part IX, column (A), line 25) ....

394,491,753

Revenue less expenses. Subtract line 2 from line 1 ...

2,170,107

Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..

117,325,488

Other changes in net assets or fund balances (explain in Schedule O) ...

231,615

Net assets or fund balances at end of year. Combine lines 3, 4, and 5 (must equal Part X, line 33, column (B)) ....

119,727,210

Part XII

Financial Statements and Reporting

Check if Schedule O contains a response to any question in this Part XII .........

Yes

Accounting method used to prepare the Form 990: Cash Accrual Other
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.

Were the organization’s financial statements compiled or reviewed by an independent accountant?....

Were the organization’s financial statements audited by an independent accountant?........

Yes

If “Yes,” to 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O. ...........................

Yes

If “Yes” to line 2a or 2b, check a box below to indicate whether the financial statements for the year were issued on a separate basis, consolidated basis, or both:

Separate basis Consolidated basis Both consolidated and separated basis

As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? ................

If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. ..

Form 990 (2011)

Additional Data

Software ID:
Software Version:

Form 990, Special Condition Description:

Special Condition Description

- 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

2011

Open to Public
Inspection

Name of the organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

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) 2011

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) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(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) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(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—2011. 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—2010. 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—2011. 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—2010. 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) 2011

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) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .	112,525	217,644	38,886	31,236	99,556	499,847
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......	329,963,832	347,833,254	374,326,325	389,546,992	392,360,791	1,834,031,194
3	Gross receipts from activities that are not an unrelated trade or business under section 513..	1,324,839	608,595	5,540,367	5,583,873	4,420,468	17,478,142
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.	331,401,196	348,659,493	379,905,578	395,162,101	396,880,815	1,852,009,183
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.)						1,852,009,183

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(f) Total
9	Amounts from line 6...	331,401,196	348,659,493	379,905,578	395,162,101	396,880,815	1,852,009,183
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..	1,273,064	325,827	582,317	1,509,436	1,762,794	5,453,438
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.	1,273,064	325,827	582,317	1,509,436	1,762,794	5,453,438
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.).	332,674,260	348,985,320	380,487,895	396,671,537	398,643,609	1,857,462,621

Section C. Computation of Public Support Percentage

Public Support Percentage for 2011 (line 8 column (f) divided by line 13 column (f)) .........

99.710 %

Public support percentage from 2010 Schedule A, Part III, line 15 ...............

99.710 %

Section D. Computation of Investment Income Percentage

Investment income percentage for 2011 (line 10c column (f) divided by line 13 column (f)) ......

0 %

Investment income percentage from 2010 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2011. 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—2010. 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) 2011

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, PART III, SECTION A PUBLIC SUPPORT, LINE 3 AND SECTION B TOTAL SUPPORT, LINES 11 AND 12 HAVE BEEN MODIFIED TO REFLECT THE FACT THAT ALL REVENUES SHOWN, EXCEPT FOR UNRELATED BUSINESS INCOME/LOSS, ARE CONNECTED TO THE FOUNDATION'S CORE MISSION AND ARE DERIVED FROM SUCH ACTIVITIES. THUS, PRIOR YEARS' DATA LOCATION HAS BEEN MODIFIED TO REFLECT THE CURRENT YEAR'S PRESENTATION. SCHEDULE A, PART III, LINE 3 CONTAINS VARIOUS OTHER REVENUE ITEMS SUMMARIZED ON FORM 990, PART VIII, LINE 11D: REALIZED GAIN ON FOREIGN CURRENCY EXCHANGE 59,476 A/P DISCOUNTS REVENUE 55,888 SERVICE FEES 88,117 ------- 203,481 =======

Schedule A (Form 990 or 990-EZ) 2011

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

2011

Name of organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

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, total 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 total 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 on line H of its
Form 990-EZ or on Part I, 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) (2011)

Page 2

Name of organization MUSCULOSKELETAL TRANSPLANT FOUNDATION INC
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)
Part I	Contributors (see Instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total 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) Total 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) Total 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) Total 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) Total 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) Total 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) (2011)

Page 3

Name of organization MUSCULOSKELETAL TRANSPLANT FOUNDATION INC
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)
Part II	Noncash Property (see Instructions). Use duplicate copies of Part II if additional space is needed.
(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) (2011)

Page 4

Schedule B (Form 990, 990-EZ, or 990-PF) (2011)

Name of organization
MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

Part III

Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
that total 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

$
Use duplicate copies of Part III if additional space is needed

(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) (2011)

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, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

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 can 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 education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 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, and not on a historic structure listed in the National Register ....................	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax 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 (ASC 958), 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 (ASC 958), 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 (ASC 958), 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) 2011

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	Net investment earnings, gains, and 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 (line 1g) held as:

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

The percentages in lines 2a, 2b, and 2c should equal 100%.

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

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

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	8,767,468		8,767,468
b	Buildings ................
c	Leasehold improvements ............	26,204,149	18,003,454	8,200,695
d	Equipment ................	27,638,207	20,419,612	7,218,595
e	Other .................	17,577,898	13,627,637	3,950,261
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				28,137,019

Schedule D (Form 990) 2011

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) must 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) must 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
(1) AFFILIATE RECEIVABLE				13,250,949
(2) GOODWILL AND OTHER INTANGIBLE ASSETS				4,440,000
(3) OTHER RECEIVABLES				2,150,001
(4) DEFERRED R&D COSTS				956,232
(5) SECURITY DEPOSITS				147,820
(6) DEFERRED FINANCING COSTS				73,802
(7) INTEREST RECEIVABLE				58,293
(8) OTHER ASSETS				24,600

Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				21,101,697

Part X

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

1.(a) Description of Liability		(b) Book value
Federal Income Taxes
OTHER DEFERRED REVENUE		2,637,833
OTHER		1,455,000
DUE TO AFFILIATES		1,028,675
SWAP LIABILITY		275,000
CAPITAL LEASE		93,548




Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		5,490,056
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) 2011

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	396,661,860
2	Total expenses (Form 990, Part IX, column (A), line 25) .....................	2	394,491,753
3	Excess or (deficit) for the year. Subtract line 2 from line 1 .............	3	2,170,107
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	231,615
9	Total adjustments (net). Add lines 4 through 8 .........................	9	231,615
10	Excess or (deficit) for the year per financial statements. Combine lines 3 and 9 .........	10	2,401,722

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	397,164,078
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	502,218
e	Add lines 2a through 2d .....................			2e	502,218
3	Subtract line 2e from line 1.....................			3	396,661,860
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 must equal Form 990, Part I, line 12.) ......			5	396,661,860

Part XIII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements .............			1	394,762,356
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	270,603
e	Add lines 2a through 2d......................			2e	270,603
3	Subtract line 2e from line 1.....................			3	394,491,753
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 must equal Form 990, Part I, line 18.) ......			5	394,491,753

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
LIABILITY UNDER FIN 48 FOOTNOTE	SCHEDULE D, PAGE 3, PART X	UNCERTAIN TAX POSITIONS ASC 740-10 (FORMERLY, FASB INTERPRETATION NO. 48, "ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES") REQUIRES THAT A TAX POSITION BE RECOGNIZED OR DERECOGNIZED BASED ON A "MORE LIKELY, THAN NOT" THRESHOLD. THIS APPLIES TO POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN. THE ORGANIZATION ADOPTED THE PROVISIONS OF ASC 740-10 IN FISCAL 2009. THE ORGANIZATION HAS EVALUATED ITS TAX POSITIONS AND CONCLUDED THAT IT DOES NOT HAVE ANY UNCERTAIN TAX POSITIONS THAT MEET THE CRITERIA UNDER ASC 740-10. ACCORDINGLY, THE ADOPTION OF ASC 740-10 DID NOT HAVE ANY IMPACT ON THE ORGANIZATION'S 2011, 2010, OR 2009 CONSOLIDATED FINANCIAL STATEMENTS.
RECONCILIATION OF CHANGES - OTHER	SCHEDULE D, PAGE 4, PART XI, LINE 8	REVERSAL OF ACCRUED ASSET RETIREMENT OBLIGATION (ARO) 500,000 ACCRUED GRANT EXPENSES 2,218 UNREALIZED LOSS ON FOREIGN EXCHANGE OF TRADE RECEIVABLES -270,603
REVENUE AMOUNTS INCLUDED IN FINANCIALS - OTHER	SCHEDULE D, PAGE 4, PART XII, LINE 2D	REVERSAL OF ACCRUED ASSET RETIREMENT OBLIGATION (ARO) 500,000 ACCRUED GRANT EXPENSES 2,218
EXPENSE AMOUNTS INCLUDED IN FINANCIALS - OTHER	SCHEDULE D, PAGE 4, PART XIII, LINE 2D	UNREALIZED LOSS ON FOREIGN EXCHANGE OF TRADE RECEIVABLES 270,603

Schedule D (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

Complete if the organization answered "Yes" to Form 990,Part IV, line 14b, 15, or 16. Right pointing arrow large image

Attach to Form 990. Right pointing arrow large image

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization
MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

Part I

General Information on Activities Outside the United States. Complete if the organization answered
“Yes” to Form 990, Part IV, line 14b.

For grantmakers. Does the organization maintain records to substantiate the amount of its grants

and other assistance, the grantees' eligibility for the grants or assistance, and the selection criteria used

to award the grants or assistance? ..............................

Yes

For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of its grants and other
assistance outside the United States.

Activites per Region. (Use Part V if additional space is needed.)

(a) Region		(c) Number of employees or agents in region or independent contractors	(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in region	(f) Total expenditures for region/investments in region
	EUROPE	1	PROGRAM SERVICES	TISSUE SALES/DISTRIB	7,101,004
	NORTH AMERICA	1	PROGRAM SERVICES	TISSUE SALES/DISTRIB	1,884,851
	EAST ASIA AND THE PACIFIC	1	PROGRAM SERVICES	TISSUE SALES/DISTRIB	1,631,169
	CENTRAL AMERICA & CARIBBEAN	1	PROGRAM SERVICES	TISSUE SALES/DISTRIB	29,593
	EUROPE	1	PROGRAM SERVICES	RESEARCH & DEVELOPMT	141,000
	MIDDLE EAST & NORTH AFRICA	1	PROGRAM SERVICES	TISSUE SALES/DISTRIB	178,227
	RUSSIA & NEWLY INDEPENDENT STATES	1	PROGRAM SERVICES	TISSUE SALES/DISTRIB
	SOUTH AMERICA	1	PROGRAM SERVICES	TISSUE SALES/DISTRIB	81,086
	SOUTH ASIA	1	PROGRAM SERVICES	TISSUE SALES
	SUB-SAHARAN AFRICA	1	PROGRAM SERVICES	TISSUE SALES







3a	Sub-total .....	10			11,046,930
b	Total from continuation sheets to Part I ...
c	Totals (add lines 3a and 3b)	10			11,046,930

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2011

Schedule F (Form 990) 2011

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" to Form 990,

Part IV, line 15, for any recipient who received more than $5,000. Check this box if no one recipient received more than $5,000 ........ MediumBullet

Use Part V if additional space is needed.

1 (a) Name of organization		(b) IRS code section and EIN (if applicable)	(c) Region	(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(g) Amount of of non-cash assistance	(h) Description of non-cash assistance	(i) Method of valuation (book, FMV, appraisal, other)

Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter ..... MediumBullet

Enter total number of other organizations or entities ........................ MediumBullet

Schedule F (Form 990) 2011

Schedule F (Form 990) 2011Page 3

Part III

Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 16.

Use Part V if additional space is needed.

(a) Type of grant or assistance		(b) Region	(c) Number of recipients	(d) Amount of cash grant	(e) Manner of cash disbursement	(f) Amount of non-cash assistance	(g) Description of non-cash assistance	(h) Method of valuation (book, FMV, appraisal, other)

Schedule F (Form 990) 2011

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2011

Page 5

Part V

Supplemental Information
Complete this part to provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information (see instructions).

Identifier	ReturnReference	Explanation
PROCEDURES FOR MONITORING THE USE OF GRANT FUNDS OUTSIDE THE UNITED STATES	SCHEDULE F, PAGE 1, PART I, LINE 2	ALL RECIPIENTS OF MTF GRANT AWARDS WILL RECEIVE 90% OF THEIR SUPPORT MADE IN PAYMENTS DURING THE CALENDAR YEAR. A FINAL 10% PAYMENT WILL BE MADE UPON RECEIPT OF A RESEARCH PROGRESS REPORT, WHICH IS DUE DECEMBER 31, OF THE CALENDAR YEAR. A DETAILED BUDGET SHOWING USE OF ALL FUNDS AWARDED IS ALSO REQUIRED AS PART OF THE REPORT MADE TO MTF PRIOR TO THE RELEASE OF THE FINAL 10% OF FUNDING. TWO 6-MONTH, NO COST EXTENSIONS OF THE GRANT MAY BE REQUESTED FORMALLY. IF THE GRANT IS NOT COMPLETED BY THE AGREED COMPLETION DATE, THE GRANTEE WILL LOSE THE REMAINING 10% OF THE GRANTED FUNDS. UNUSUAL CIRCUMSTANCES WILL BE CONSIDERED.
		EUROPE 7,101,004 0 NORTH AMERICA 1,884,851 0 EAST ASIA AND THE PACIFIC 1,631,169 0 CENTRAL AMERICA & CARIBBEAN 29,593 0 EUROPE 141,000 0 MIDDLE EAST & NORTH AFRICA 178,227 0 RUSSIA & NEWLY INDEPENDENT STATES 0 0 SOUTH AMERICA 81,086 0 SOUTH ASIA 0 0 SUB-SAHARAN AFRICA 0 0

Schedule F (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990

OMB No. 1545-0047

2011

Open to Public
Inspection

Name of the organization
MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number
22-2803458

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21 for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Use
Part IV and Schedule I-1 (Form 990) if additional space is needed ......................... lBullet

(a) Name and address of organization or government	(b) EIN	(c) IRC Code section if applicable	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) ALBANY MEDICAL COLLEGEALBANY MEDICAL CENTER HOSPITAL ALBANY,NY12203	14-1338307	3	7,000	RESIDENT EDUCATION
(2) BAYLOR COLLEGE OF MEDICINE1709 DRYDEN RD SUITE 1230 HOUSTON,TX77030	76-0417040	3	7,000	RESIDENT EDUCATION
(3) CAROLINA'S MEDICAL CTR1000 BLYTHE BLVD MEB 6TH FLOOR CHARLOTTE,NC28203	56-1429508	3	99,999	DERMAL RESEARCH
(4) CASE WESTERN RESERVE UNIVERSITY10900 EUCLID AVE SCH OF MED CLEVELAND,OH44106	34-1018992	3	12,500	SCIENTIFIC RESEARCH
(5) CASE WESTERN RESERVE UNIVERSITY11100 EUCLID AVENUE CLEVELAND,OH44106	34-1018992	3	12,500	SCIENTIFIC RESEARCH
(6) CASE WESTERN RESERVE UNIVERSITY10900 EUCLID AVENUE CLEVELAND,OH44106	34-1018992	3	90,000	SCIENTIFIC RESEARCH
(7) CASE WESTERN RESERVE UNIVERSITY11100 EUCLID AVENUE HAN-5043 CLEVELAND,OH441064976	34-1018992	3	17,000	RESIDENT EDUCATION
(8) HARVARD SCHOOL OF DENTAL MEDICINE188 LONGWOOD AVENUE BOSTON,MA02115		3	90,000	SCIENTIFIC RESEARCH
(9) HENRY FORD HOSPITAL2799 WEST GRAND BLVD DETROIT,MI48202		3	7,000	RESIDENT EDUCATION
(10) HOSPITAL FOR JOINT DISEASES ORTHOPA301 EAST 17TH STREET NEW YORK,NY10003	13-1624135	3	8,500	RESIDENT EDUCATION
(11) LOMA LINDA UNIV MED CNTR11406 LOMA LINDA DR RM 218 LOMA LINDA,CA92354	95-3522679	3	7,000	RESIDENT EDUCATION
(12) LOUISIANNA STATE UNIVERSITY2020 GRAVIER ST RM 330 NEW ORLEANS,LA70112		3	8,500	RESIDENT EDUCATION
(13) MASSACHUSETTS GEN HOSPITALMGH E BLDG 149 13TH ST STE 9019 BOSTON,MA02129		3	100,000	SCIENTIFIC RESEARCH
(14) MASSACHUSETTS GENERAL HOSPITAL175 CAMBRIDGE ST BOSTON,MA02114		3	12,500	SCIENTIFIC RESEARCH
(15) MAYO CLINIC200 FIRST STREET SW ROCHESTER,MN55905	41-6011702	3	22,500	SCIENTIFIC RESEARCH
(16) MEDICAL COLLEGE OF WISCONSIN9200 WEST WISCONSIN AVE BOX 26099 MILWAUKEE,WI532260099		3	10,000	RESIDENT EDUCATION
(17) MEDICAL UNIVERSITY OF SO CAROLINA171 ASHLEY AVENUE CSB 708 CHARLESTON,SC294252239		3	8,500	RESIDENT EDUCATION
(18) MEMORIAL SLOAN-KETTERING CANCER CTR1275 YORK AVENUE NEW YORK,NY10021	13-1924236	3	7,000	RESIDENT EDUCATION
(19) OSCHSNER CLINIC FOUNDATION1201 S CLEARVIEW PKWY STE 104 NEW ORLEANS,LA70121	72-0502505	3	8,500	RESIDENT EDUCATION
(20) OHIO STATE UNIVERSITY2050 KENNY RD STE 3100 COLUMBUS,OH43221		3	8,500	RESIDENT EDUCATION
(21) RUSH UNIV MED CTR600 SOUTH PAULINA ST RM 507 CHICAGO,IL60612		3	100,000	SCIENTIFIC RESEARCH
(22) STANFORD UNIVERSITY HOSPITAL450 BROADWAY STREET MC 6342 REDWOOD CITY,CA94063		3	8,500	RESIDENT EDUCATION
(23) THE CLEVELAND CLINIC FOUNDATION9500 EUCLID AVENUE A-41 CLEVELAND,OH44195	34-0714585	3	10,000	RESIDENT EDUCATION
(24) THE CLEVELAND CLINIC9500 EUCLID AVENUE ND-20 CLEVELAND,OH44195	34-0714585	3	100,000	SCIENTIFIC RESEARCH
(25) THE QUEENS MEDICAL CENTER1301 PUNCHBOWL ST HONOLULU,HI96813		3	7,000	RESIDENT EDUCATION
(26) THE UNIVERSITY OF CHICAGO5841 SOUTH MARYLAND AVE MC 5029 CHICAGO,IL60637		3	12,450	SCIENTIFIC RESEARCH
(27) TRIPLER ARMY MEDICAL CENTER1 JARRETT WHITE ROAD HONOLULU,HI96869		GOV	10,000	RESIDENT EDUCATION
(28) TULANE UNIV SCHOOL OF MEDICINE1430 TULANE AVENUE SL32 NEW ORLEANS,LA70112		3	8,500	RESIDENT EDUCATION
(29) UMDMJ-RWJ MEDICAL SCHOOL51 FRENCH ST NEW BRUNSWICK,NJ08903		GOV	12,500	SCIENTIFIC RESEARCH
(30) UNC AT CHAPEL HILL3147 BIOINFRAMEDICS BUILDING CHAPEL HILL,NC27599		3	7,000	RESIDENT EDUCATION
(31) UNIV OF TX HEALTH SCIENCE CTR6431 FANNIN STREET SUITE 6140 MSB HOUSTON,TX77030		3	7,000	RESIDENT EDUCATION
(32) UNIV OF ARKANSAS-MEDICAL SCIENCES4301 W MARKHAN ST 531 LITTLE ROCK,AR72205		3	10,000	RESIDENT EDUCATION
(33) UNIV OF ARKANSAS-MEDICAL SCIENCES4301 W MARKHAN ST SLOT 505 LITTLE ROCK,AR72205		3	12,500	SCIENTIFIC RESEARCH
(34) UNIV OF CA DAVIS MEDICAL CTR4860 Y STREET SUITE 1700 SACRAMENTO,CA95817		3	7,000	RESIDENT EDUCATION
(35) UNIV OF CT HEALTH CTR263 FARMINGTON AVENUE FARMINGTON,CT06030		3	90,000	SCIENTIFIC RESEARCH
(36) UNIV OF MO COLUMBIA1 HOSPITAL DR HEALTH SCI CTR COLUMBIA,MO65212	43-6003859	3	10,000	RESIDENT EDUCATION
(37) UNIV OF TX HEALTH SCIENCE CTR7703 FLOYD CURL DRIVE SAN ANTONIO,TX78229	74-1761309	3	10,000	RESIDENT EDUCATION
(38) UNIV OF TX SOUTHWESTERN MED CTR5323 HARRY HINES BLVD DALLAS,TX75390	75-6002868	3	7,000	RESIDENT EDUCATION
(39) UNIVERSITY OF ARIZONA1501 N CAMPBELL AVE TUCSON,AZ85724		3	12,500	SCIENTIFIC RESEARCH
(40) UNIVERSITY OF CA LOS ANGELES53-076 CHS 10833 LE CONTE AVENUE LOS ANGELES,CA900951668	95-3701255	3	12,462	SCIENTIFIC RESEARCH
(41) UNIVERSITY OF CALIFORNIA10833 LE CONTE AVENUE BOX 956902 LOS ANGELES,CA90095	95-3701255	3	10,000	RESIDENT EDUCATION
(42) UNIVERSITY OF CALIFORNIA SAN FRAN500 PARNASSUS AVENUE MU320 WEST SAN FRANCISCO,CA94143		3	7,000	RESIDENT EDUCATION
(43) UNIVERSITY OF CONNECTICUT263 FARMINGTON AVENUE FARMINGTON,CT06030		3	7,000	RESIDENT EDUCATION
(44) UNIVERSITY OF MISSISSIPPI MED CTR2500 NORTH STATE STREET JACKSON,MS392164505		3	8,500	RESIDENT EDUCATION
(45) UNIVERSITY OF NEBRASKA MED CTR668 SOUTH 41ST ST ORTHO 1080 OMAHA,NE681981080		3	8,500	RESIDENT EDUCATION
(46) UNIVERSITY OF PENNSYLVANIA425 STEMMLER HALL PHILADELPHIA,PA191046081		3	20,000	ORTHOPAEDIC RESEARCH
(47) UNIVERSITY OF ROCHESTER601 ELMWOOD AVE BOX 665 ROCHESTER,NY14642	16-0743209	3	100,000	SCIENTIFIC RESEARCH
(48) UNIVERSITY OF SOUTH ALABAMA3421 MEDICAL PARK MOBILE,AL36693		3	100,000	SCIENTIFIC RESEARCH
(49) UNIVERSITY OF UTAH SCH OF MED2000 CIRCLE OF HOPE SUITE 4260 SALT LAKE CITY,UT841125550		3	7,000	RESIDENT EDUCATION
(50) UNIVERSITY OF VIRGINIAPO BOX 800159 CHARLOTTESVILLE,VA22904	54-6001798	3	100,000	SCIENTIFIC RESEARCH
(51) UNIVERSITY OF VIRGINIAHOSPITAL HILL DR COBB HALL B039 CHARLOTTESVILLE,VA22908	54-6001798	3	20,000	ORTHOPAEDIC RESEARCH
(52) VANDERBILT UNIVERSITY MEDICAL CTRMED CTR EAST SOUTH TOWER STE 4200 NASHVILLE,TN372328774	62-0476822	3	8,500	RESIDENT EDUCATION
(53) WAKE FOREST UNIV HEALTH SCIENCESMEDICAL CENTER BLVD WINTSTON SALEM,NC27157		3	10,000	SCIENTIFIC RESEARCH
(54) WAKE FOREST UNIV HEALTH SCIENCESMEDICAL CENTER BOULEVARD WINTSTON SALEM,NC27157		3	10,000	RESIDENT EDUCATION
(55) WEST VIRGINIA UNIVERSITYONE MEDICAL CENTER DRIVE MORGANTOWN,WV26506		3	12,500	SCIENTIFIC RESEARCH
(56) UNIVERSITY OF ROCHESTER601 ELMWOOD AVE BOX 665 ROCHESTER,NY14642	16-0743209	3	7,000	RESIDENT EDUCATION
(57) DUKE UNIVERSITY MEDICAL CENTER200 TRENT DRIVE RM 1581 DURHAM,NC27710		3	8,500	GRANT PROPOSAL REV.
(58) UNIVERISITY OF ARIZONA2800 E AJO WAY SUITE A TUCSON,AZ85713		3	7,000	RESIDENT EDUCATION
(59) UNIVERISITY OF PITTSBURGH MED CTR3200 S WATER STREET PITTSBURGH,PA15261		3	7,000	RESIDENT EDUCATION
(60) GEORGIA HEALTH SCIENCES UNIV937 15TH STREET AUGUSTA,GA30912	58-6002053	3	8,500	RESIDENT EDUCATION
(61) THE UNIVERSITY OF TEXAS1400 HOLCOMBE BLVD RM FC-11-3099 HOUSTON,TX77230		3	7,000	RESIDENT EDUCATION
(62) MOUNT SINAI MED CTR5 EAST 98TH ST 9TH FL BOX 1188 NEW YORK,NY10029		3	7,000	RESIDENT EDUCATION
(63) UNIVERSITY OF VIRGINIA HEALTH SYS400 RAY C HUNT DR STE 330 CHARLOTTESVILLE,VA22903	54-6001798	3	7,000	RESIDENT EDUCATION
(64) THE CLEVELAND CLINIC9500 EUCLID AVENUE A-41 CLEVELAND,OH44195	34-0714585	3	90,000	SCIENTIFIC RESEARCH
(65) PENNSYLVANIA STATE UNIV500 STATE UNIVERSITY DRIVE H089 HERSHEY,PA17033		3	90,000	SCIENTIFIC RESEARCH
(66) UNIVERISITY OF PITTSBURGH3820 S WATER STREET PITTSBURGH,PA15203		3	90,000	SCIENTIFIC RESEARCH
(67) MEDICAL COLLEGE OF WISCONSIN9200 WEST WISCONSIN AVE MILWAUKEE,WI53226		3	90,000	SCIENTIFIC RESEARCH
(68) UNIVERSITY OF CA - LOS ANGELES11000 KINROSS AVE STE 102 LOS ANGELES,CA900951406	95-3701255	3	90,000	SCIENTIFIC RESEARCH
(69) RUSH UNIVERSITY MED CTR1611 W HARRISON ST STE 201 CHICAGO,IL60612		3	90,000	SCIENTIFIC RESEARCH
(70) UNIVERSITY OF VIRGINIAHOSPITAL HILL DR COBB HALL B039 CHARLOTTESVILLE,VA22908	54-6001798	3	86,400	SCIENTIFIC RESEARCH
(71) WASHINGTON UNIVERSITY600 SO EUCLID AVE BOX 8109 ST LOUIS,MO63110	43-0653611	3	89,995	SCIENTIFIC RESEARCH
(72) UNIVERSITY OF CALIFORNIA SAN FRAN500 PARNASSUS AVENUE MU320 WEST SAN FRANCISCO,CA941430728		3	90,000	RESIDENT EDUCATION
(73) COLORADO ST UNIVCAMPUS DELIVERY 1374 FORT COLLINS,CO80523		3	9,945	SCIENTIFIC RESEARCH

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ......................... . Bullet Image

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

Cat. No. 50055P

Schedule I (Form 990) 2011

Page 2

Part III

Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Use Schedule I-1 (Form 990) if additional space is needed.

(a)Type of grant or assistance	(b)Number of recipients	(c)Amount of cash grant
(1) STIPENDS FOR GRANT REVIEW	69	55,750

Part IV

Supplemental Information. Complete this part to provide the information required in Part I, line 2, and any other additional information.

Identifier	Return Reference	Explanation
PROCEDURES FOR MONITORING THE USE OF GRANT FUNDS INSIDE THE UNITED STATES	SCHEDULE I, PAGE 1, PART I, LINE 2	GRANTEE QUALIFICATIONS: GRANTS ARE AWARDED BY THE BOARD OF DIRECTORS IN THE FOLLOWING CATEGORIES: 1)ORTHOPAEDIC RESEARCH GRANT: AWARDED THROUGH THE OREF (ORTHOPAEDIC RESEARCH & EDUCATION FOUNDATION). THIS AWARD IS FOR RESEARCH RELATING TO ALLOGRAFT SCIENCE. THE PURPOSE IS TO FOSTER, PROMOTE, SUPPORT, AUGMENT, DEVELOP, AND ENCOURAGE INVESTIGATIVE KNOWLEDGE OF THE CAUSES, CURE, AND PREVENTION OF ORTHOPAEDIC RELATED INJURIES AND CONDITIONS, AND TO ENCOURAGE RESEARCH IN THE FIELD OF ORTHOPAEDIC SURGERY IN THE MUSCULOSKELETAL SYSTEM THROUGH THE AWARDING OF RESEARCH AND EDUCATIONAL GRANTS. ORGANIZATIONS FROM ANY ACCREDITED INSTITUTION MAY QUALIFY FOR THIS GRANT. 100,000 EACH. 2)PEER-REVIEW GRANTS: SCIENTIFIC RESEARCH GRANTS ARE AWARDED FOR THE CONTINUED RESEARCH TO DESIGN AND SUPPORT THE ADVANCEMENT OF ALLOGRAFT SCIENCE TO BOTH MEMBER (50%) AND NON-MEMBER ACADEMIC INSTITUTIONS (50%). THERE ARE TWO LEVELS OF THIS TYPE OF GRANT: A)JUNIOR INVESTIGATOR AWARDS FOR NEW PRINCIPAL RESEARCHERS ARE AVAILABLE FOR UP TO 100,000 EACH FOR ONE YEAR, NON-RENEWABLE AND B)ESTABLISHED INVESTIGATOR AWARDS FOR EXPERIENCED PRINCIPAL RESEARCHERS ARE AVAILABLE FOR UP TO 100,000 EACH PER YEAR FOR UP TO THREE YEARS. IN ADDITION, PEER REVIEW GRANTS ARE SUBJECT TO REVIEW BY INDEPENDENT GRANT REVIEWERS. FOR 2011, TOTAL GRANT REVIEW EXPENSE WAS 55,750. 3)DIRECT MEMBER ALLOCATIONS: ALL ACADEMIC MEMBERS ARE AWADED GRANTS FOR THEIR ANNUAL PARTICIPATION IN RECOVERIES OF DONOR TISSUE AND PARTICIPATION IN THE FOUNDATION'S DIRECTORSHIP. THESE FUNDS ARE USED TO SUPPORT RESIDENT EDUCATION, CLINICAL OR BASIC SCIENCE AT THE BOARD OF TRUSTEE MEMBER'S INSTITUTION. ONLY MTF ACADEMIC MEMBER ORGANIZATIONS MAY QUALIFY. UP TO 10,000 EACH. 4)ACADEMIC CAREER DEVELOPMENT: THIS AWARD IS INTENDED TO FOSTER THE DEVELOPMENT OF OUTSTANDING ORTHOPAEDIC CLINICIANS AND ENABLE THEM TO EXPAND THEIR POTENTIAL TO MAKE SIGNIFICANT RESEARCH CONTRIBUTIONS TO THE FIELD OF ORTHOPAEDICS. ONLY APPLICANTS FROM FOUNDATION MEMBER INSTITUTIONS ARE ALLOWED. UP TO 300,000 EACH. 5)HERDON RESIDENCY AWARD: THE AWARD IS AWARDED FOR ORTHOPAEDIC RESIDENT RESEARCH PROJECTS THROUGH THE OREF (ORTHOPAEDIC RESEARCH & EDUCATION FOUNDATION). ORGANIZATIONS FROM ANY ACCREDITED INSTITUTION MAY QUALIFY FOR THIS GRANT. TWO AWARDS AT 20,000 EACH. 6)GRANT REVIEWER STIPENDS: GRANT REVIEWER STIPENDS ARE PAID TO INDEPENDENT REVIEWERS FOR REVIEWING THE PEER REVIEW GRANT PROPOSALS. 7)MTF BOD DIRECTED RESEARCH: PROJECTS DIRECTLY DISCUSSED, AUTHORIZED AND INITIATED BY THE BOARD OF DIRECTORS. ORGANIZATIONS FROM ANY ACCREDITED INSTITUTION MAY QUALIFY FOR THIS TYPE OF GRANT. INDIVIDUAL AMOUNTS VARY BASED ON THE BUDGET NECESSARY TO CONCLUDE THE RESEARCH INITIATIVE. ALL RECIPIENTS OF THE FOUNDATION'S GRANT AWARDS WILL RECEIVE 90% OF THEIR SUPPORT MADE IN PAYMENTS DURING THE CALENDAR YEAR. A FINAL 10% PAYMENT WILL BE MADE UPON RECEIPT OF A RESEARCH PROGRESS REPORT, WHICH IS DUE DECEMBER 31, OF THE CALENDAR YEAR. A DETAILED BUDGET SHOWING USE OF ALL FUNDS AWARDED IS ALSO REQUIRED AS PART OF THE REPORT MADE TO THE FOUNDATION PRIOR TO THE RELEASE OF THE FINAL 10% OF FUNDING. TWO 6-MONTH, NO COST EXTENSIONS OF THE GRANT MAY BE REQUESTED FORMALLY. IF THE GRANT IS NOT COMPLETED BY THE AGREED COMPLETION DATE, THE GRANTEE WILL LOSE THE REMAINING 10% OF THE GRANTED FUNDS. UNUSUAL CIRCUMSTANCES WILL BE CONSIDERED.

Schedule I (Form 990) 2011

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

2011

Open to Public Inspection

Name of the organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

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 or provision of all the expenses described above? If "No," complete Part III to explain....

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? ....

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. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

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

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

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 Regulations 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) 2011

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is 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) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and column (E) for that individual.

(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 as deferred in prior Form 990
(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)	(F) Compensation reported as deferred in prior Form 990
(1) BRUCE W STROEVER	(i) (ii)	571,004	122,000		14,176	27,134	734,314
(2) MICHAEL J KAWAS	(i) (ii)	369,815	70,200		14,700	25,814	480,529
(3) GEORGE A ORAM	(i) (ii)	380,454	70,800	5,400	14,178	23,138	493,970
(4) MARTHA ANDERSON	(i) (ii)	300,964	56,750		14,155	20,209	392,078
(5) JOSEPH YACCARINO	(i) (ii)	286,196	54,800	4,528	14,700	21,173	381,397
(6) MARK H SPILKER	(i) (ii)	278,258	52,500		14,700	20,598	366,056
(7) THOMAS C SHAFFER	(i) (ii)	262,222	58,150		14,177	9,764	344,313
(8) DONALD E LARSON	(i) (ii)	231,878	46,250		14,700	21,390	314,218
(9) JOHN ZOOK	(i) (ii)	177,707	93,674	4,520	8,331	19,844	304,076
(10) KIMBERLY A ROUNDS	(i) (ii)	223,246	46,300		13,830	25,292	308,668

Schedule J (Form 990) 2011

Page 3

Part III

Supplemental Information

Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4c, 5a, 5b, 6a, 6b, 7, and 8. Also complete this part for any additional information.

Identifier	Return Reference	Explanation

Schedule J (Form 990) 2011

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

2011

Open to Public Inspection

Name of the organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

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
(1) DR HERBERT S SCHWARTZ	MEMBER OF MTF B.O.D.	750

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) 2011

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	(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

Part V

Supplemental Information

Complete this part to provide additional information for responses to questions on Schedule L (see instructions).

Identifier	Return Reference	Explanation
ADDITIONAL INFORMATION	SCHEDULE L PART V	SCHEDULE L PT III THE REFERENCED PERSON IS A MEMBER OF THE BOARD OF DIRECTORS AND A LICENSED PHYSICIAN HE SERVED AS A GRANT REVIEWER FOR AN APPLICATION FROM A NONFOUNDATION MEMBER ORGANIZATION THE GRANT AMOUNT WAS EQUAL TO THE AMOUNT GRANTED TO OTHER INDEPENDENT REVIEWERS FOR COMPARABLE SERVICES RENDERED

Schedule L (Form 990 or 990-EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE M
(Form 990)

Department of the Treasury

Internal Revenue Service

NonCash Contributions

Complete if the organization answered "Yes" on Form 990, Part IV, lines 29 or 30.
Right pointing arrow large image

Attach to Form 990.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

Part I

Types of Property

	(a) Check if applicable	(b) Number of Contributions or items contributed
1 Art—Works of art ....
2 Art—Historical treasures .
3 Art—Fractional interests ..
4 Books and publications ..
5 Clothing and household goods .......
6 Cars and other vehicles ..
7 Boats and planes ....
8 Intellectual property ...
9 Securities—Publicly traded .
10 Securities—Closely held stock .
11 Securities—Partnership, LLC, or trust interests ....
12 Securities—Miscellaneous ..
13 Qualified conservation contribution—Historic structures .....
14 Qualified conservation contribution—Other ...
15 Real estate—Residential .
16 Real estate—Commercial ..
17 Real estate—Other ...
18 Collectibles .....
19 Food inventory ...
20 Drugs and medical supplies .
21 Taxidermy ......
22 Historical artifacts ....
23 Scientific specimens ..
24 Archeological artifacts ...
25 Other ( TISSUE FORMS )	X	9,047
26 Other ( )
27 Other ( )
28 Other ( )

Number of Forms 8283 received by the organization during the tax year for contributions
for which the organization completed Form 8283, Part IV, Donee Acknowledgement ...

Yes

30a

During the year, did the organization receive by contribution any property reported in Part I, lines 1-28 that it

must hold for at least three years from the date of the initial contribution, and which is not required to be used

for exempt purposes for the entire holding period? ..................

30a

If "Yes," describe the arrangement in Part II.

Does the organization have a gift acceptance policy that requires the review of any non-standard contributions?

32a

Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash

contributions? ............................

32a

If "Yes," describe in Part II.

If the organization did not report revenues in column (c) for a type of property for which column (a) is checked,

describe in Part II.

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

Cat. No. 51227J

Schedule M (Form 990) 2011

Page 2

Part II

Supplemental Information. Complete this part to provide the information required by Part I, lines 30b,
32b, and 33 and whether the organization is reporting in Part I, column (b) the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information.

Identifier	Return Reference	Explanation
EXPLANATION FOR NOT REPORTING REVENUE	SCHEDULE M, PAGE 1, PART I, LINE 33	FORM 990 SCHEDULE M - ALLOGRAFT TISSUE DONATION THE MUSCULOSKELETAL TRANSPANT FOUNDATION, INC. ("MTF" OR THE "FOUNDATION") RECOVERS, PROCESSES AND/OR DISTRIBUTES DONATED HUMAN TISSUES FOR TRANSPLANT, EDUCATION AND RESEARCH. THESE TISSUES INCLUDE MUSCULOSKELETAL TISSUES (E.G., BONE, TENDON, LIGAMENT, AND CARTILAGE), CARDIOVASCULAR TISSUES (E.G., HEART VALVES AND VEINS), AND DERMAL TISSUES, AND NON-TRANSPLANTABLE ORGANS (E.G., LIVERS, HEARTS, LUNGS) WHICH ARE USED SOLELY FOR RESEARCH PURPOSES. ALL ORGANS AND TISSUES ARE DONATED ACCORDING TO ESTABLISHED STATE AND FEDERAL LAWS AND REGULATIONS, INCLUDING THE NATIONAL ORGAN TRANSPLANT ACT AND UNIFORM ANATOMICAL GIFT ACT. NO REMUNERATION IS PROVIDED TO THE DONOR OR HIS/HER FAMILY FOR THE DONATION. TISSUES ARE RECOVERED EITHER DIRECTLY BY THE FOUNDATION OR BY AFFILIATED ORGANIZATIONS(E.G., ORGAN PROCURE- MENT ORGANIZATIONS, EYE AND TISSUE BANKS) WITH WHICH THE FOUNDATION HAS FORMAL WRITTEN AGREEMENTS. COSTS ASSOCIATED WITH THE RECOVERY PROCESS ARE REIMBURSED BY THE FOUNDATION TO THE AFFILIATED ORGANIZATIONS. NO VALUE IS ASSIGNED TO THE DONATED TISSUES OR ORGANS. THE COSTS ASSOCIATED WITH RECOVERY, PROCESSING AND DISTRIBUTION ARE CAPITALIZED WHEN INCURRED. THIS VALUE IS THE BASIS OF INVENTORY AVAILABLE FOR TRANSPLANTATION AND/OR RESEARCH. THE FOUNDATION THEN CHARGES A SERVICE FEE TO REIMBURSE FOR THE COSTS ASSOCIATED WITH THE PREPARATION, STORAGE, AND DISTRIBUTION OF THE TISSUES.

Schedule M (Form 990) 2011

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

2011

Open to Public
Inspection

Name of the organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

Identifier	Return Reference	Explanation
ORGANIZATION'S MISSION	FORM 990 - ORGANIZATION'S MISSION	MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. ("MTF" OR THE "FOUNDATION") IS DEDICATED TO PROVIDING QUALITY ALLOGRAFT TISSUE FOR TRANSPLANTATION THROUGH A COMMITMENT TO EXCELLENCE IN EDUCATION, RESEARCH, RECOVERY, AND CARE FOR RECIPIENTS, DONORS AND THEIR FAMILIES. MTF CONTINUES TO PROMOTE THE HEALTH AND WELFARE OF THE GENERAL PUBLIC BY (1)MAXIMIZING THE AVAILABILITY OF HIGH QUALITY HUMAN TISSUE INCLUDING BONE AND DERMAL TISSUE; 2)SUPPORTING MEDICAL, SCIENTIFIC AND OTHER EDUCATIONAL RESEARCH WITH RESPECT TO TISSUE DONATION, RECOVERY AND TRANSPLANTATION; (3)EDUCATING THE GENERAL PUBLIC WITH RESPECT TO THE IMPORTANCE AND BENEFITS OF TISSUE DONATION AND TRANSPLANTATION; AND (4)OTHERWISE PROMOTING TISSUE DONATION THROUGH A COMMITMENT TO EXCELLENCE IN EDUCATION, RESEARCH, RECOVERY AND CARE FOR DONORS, RECIPIENTS, AND THEIR FAMILIES. THE MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. WAS INCORP- ORATED ON JANUARY 30, 1987, AS A DISTRICT OF COLUMBIA NON-PROFIT MEMBERSHIP ORGANIZATION AND IS A 501(C)(3) ORGANIZATION. THERE IS A CRITICAL NEED FOR MUSCULOSKELETAL, CARDIOVASCULAR, SKIN AND OCULAR TISSUE FOR TRANSPLANTATION. IN ORDER TO ACCOMPLISH MTF'S MISSION AND THESE ACTIVITIES, THE FOUNDATION MAINTAINS A DONOR RECOVERY NETWORK, CONDUCTS DONOR AWARENESS PROGRAMS FOR THE PUBLIC, DONATES BONE AND OTHER TISSUE FOR RESEARCH, PROVIDES RESEARCH GRANTS, AND OTHERWISE SUPPORTS BONE, SKIN AND CARDIOVASCULAR TISSUE TRANSPLANTATION, RESEARCH AND EDUCATIONAL PROGRAMS. THE FOUNDATION'S MEMBERSHIP IS COMPRISED OF 501(C)(3) NON-PROIT ORGANIZATIONS. THE MEMBERSHIP CONSISTS OF FORTY- FOUR ACADEMIC MEMBERS(ORTHOPAEDIC TEACHING INSTITUTIONS), THIRTY-THREE RECOVERY ORGANIZATION MEMBERS (ORGAN, EYE AND TISSUE PROCUREMENT ORGANIZATIONS) AND FIVE REFERRING RECOVERY ORGANIZATIONS AND ORGAN PROCUREMENT ORGANIZATIONS ("OPO'S") THROUGHOUT THE UNITED STATES. BIOCON,INC., A NON-PROFIT 501(C)(3) ORGANIZATION, SERVES AS THE SOLE CORPORATE MEMBER OF THE FOUNDATION. THE FOUNDATION IS RESPONSIBLE FOR THE MAINTENANCE OF A NATIONWIDE DONOR RECOVERY NETWORK THAT IS BASED ON ITS AFFILIATION WITH ITS RECOVERY AND REFERRING MEMBERS. THIS NATIONAL NETWORK ALLOWS THE PUBLIC TO QUICKLY ACCESS NEEDED ALLOGRAFT TISSUE. BONE AND OTHER ALLOGRAFT TISSUE RECOVERED THROUGH THIS NETWORK IS SUBJECT TO STANDARDIZED SCREENING CRITERIAL FOR DONATION ESTABLISHED BY THE FOUNDATION'S MEDICAL BOARD OF TRUSTEES AND DONATION BOARD OF TRUSTEES (DESCRIBED BELOW). THE FOUNDATION ALSO MAINTAINS A QUALITY ASSURANCE PROGRAM WITH RESPECT TO ALLOGRAFT TISSUES RECOVERED THROUGH THE NETWORK. THIS PROGRAM IS BASED ON THE POLICIES ADOPTED BY THE AMERICAN ASSOCIATION OF TISSUE BANKS AND THE REGULATIONS PUBLISHED BY THE FOOD & DRUG ADMINISTRATION. THE FOUNDATION PROVIDES RECOVERY ORGANIZATION MEMBERS AND THE GENERAL COMMUNITY THEY SERVE WITH FUNDING FOR HOSPITAL DEVELOP- MENT AND DONOR AWARENESS SERVICES. THESE SERVICES ALSO INCLUDE PROVIDING TRAINING TO RECOVERY ORGANIZAITON MEMBERS, EDUCATIONAL SYMPOSIUMS TO BOTH RECOVERY ORGANIZATION MEMBERS AND HOSPITAL STAFF, AND EDUCATIONAL MATERIALS FOR USE IN SEMINARS TO HOSPITAL PROFESSIONALS AND THE GENERAL PUBLIC. AS INDICATED IN ARTICLE III OF THE FOUNDATION'S BYLAWS, A MEMBER OF THE FOUNDATION CAN BE AN ACADEMIC MEDICAL INSTITU- TION WITH AN ACCREDITED RESIDENCY TRAINNG PROGRAM; A FEDERALLY CHARTERED OPO; OR AN EYE/TISSUE BANK. ALL MEMBERS AGREE TO SUPPORT THE FOUNDATION'S MISSION EITHER THROUGH A SERVICES AND SUPPLY AGREEMENT OR SERVICES AND RECOVERY AGREEMENT. SOME MEMBERS ARE ELIGIBLE FOR RESEARCH FUNDING (SEE SCHED. I, PT. IV FOR GRANT PROGRAM OVERVIEW) FROM THE FOUNDATION UPON RECOMMENDATION AND/OR APPROVAL OF EITHER THE BOARD OF DIRECTORS OR THE MEDICAL BOARD OF TRUSTEES. ALTHOUGH ALL OF THE FOUNDATION'S MEMBERS ARE NON-PROFIT 501(C)(3) ORGANIZATIONS, THE FOUNDATION MAKES ITS TRANSPLANTATION TISSUE NETWORK AND PROGRAMS AVAILABLE TO ANY PERSON OR ORGANIZATIONS (TYPICALLY THROUGH THEIR HOSPITALS AND PHYSICIANS) IN NEED OF ALLOGRAFT TISSUE. THE FOUNDATION FUNDS ALL COSTS ASSOCIATED WITH THE RECOVERY OF DONOR TISSUES. IT SUPPORTS THESE COSTS WITH FEES INTENDED TO COVER ITS EX- PENSES (INCLUDING FUNDING FOR RESEARCH) FROM THE USER OF THE TISSUE. THE FOUNDATION WILL MAKE SUCH TISSUE AVAILABLE AT A REDUCED FEE OR NO CHARGE FOR VARIOUS CAUSES INCLUDING TRANSPLANTATION AND FOR PURPOSES OF RESEARCH BY 501(C)(3) ORGANIZATIONS. ALL FUNDS REALIZED BY THE FOUND- ATION ARE USED TO COVER THE COSTS OF ITS PROGRAM ACTIVITIES (INCLUDING OVERHEAD) WITH ANY SURPLUS APPLIED TOWARDS SUBSIDIZING THE COSTS OF THOSE IN NEED OF TISSUE WHO ARE UNABLE TO AFFORD IT, TO FUND EDUCATION AND RESEARCH, TO MAINTAIN THE APPROPRIATE INFRASTRUCTURE AND/OR TO BUILD UP RESERVES NEEDED TO MAINTAIN AND EXPAND THE FOUNDATION'S PROGRAMS. WHILE THE FOUNDATION'S ACTIVITIES ARE MONITORED BY ITS MEMBERS, THE FOUNDATION HAS A THIRTEEN PERSON BOARD OF DIRECTORS. THIS BOARD IS COMPRISED PRIMARILY OF WORLD RENOWN EXPERTS FROM THE NON-PROFIT HEALTH CARE COMMUNITY HAVING VARIOUS SCIENTIFIC, TRANSPLANT, AND MEDICAL SPECIALTIES. THE BOARD OF DIRECTORS HAS ULTIMATE RESPONSIBILITY TO MANAGE THE FOUNDATION. OF THE BOARD'S 11 VOTING MEMBERS, THERE ARE TWO MEMBERS EACH FROM THE MEDICAL BOARD AND THE DONATION BOARD OF TRUSTEES. SERVING IN TANDEM WITH OTHER BOARD OF DIRECTORS, THE FOUNDATION HAS A MEDICAL BOARD OF TRUSTEES (THE "MEDICAL BOARD") AND A DONATION BOARD OF TRUSTEES ("DONATION BOARD"). THE MEDICAL BOARD IS COMPRISED OF RESPECTIVE PHYSICIANS FROM ORTHOPAEDIC DEPARTMENTS OF THE ACADEMIC INSTITUTION MEMBERS OF THE FOUNDATION, PLUS THREE ADDITIONAL PERSONS WHO HAVE SPECIFIC EXPERTISE PERTAINING TO TRANSPLANTATION ETHICS AND RE- SEARCH ACTIVITIES WITHIN THE INDUSTRY. WHILE THE SPECIFIC POWERS AND RESPONSIBILITIES OF THE MEDICAL BOARD ARE DETAILED IN ARTICL IV, SECTON 2 OF THE FOUNDATION'S BYLAWS, IN GENERAL IT PROVIDES THAT THE MEDICAL BOARD SHALL ADVISE THE FOUNDATION WITH RESPECT TO OPTIMIZING THE DISTRIBUTION OF RESEARCH GRANTS, THE CHOICE OF AREAS MERITING RESEARCH FUNDING, AND ESTABLISHING THE STANDARD POLICIES AND PROTOCOLS RELATING TO THE SCREENING, RECOVERY, TRANSPORT, TESTING, PROCESSING, STORAGE AND DISTRIBUTION OF TRANSPLANTABLE BONE AND TISSUE. THE DONATION BOARD IS COMPRISED OF INDIVIDUALS KNOWLEDGEABLE IN THE FIELD OF TISSUE TRANSPLAN- TATION AND ARE LEADERS OF THE FOUNDATION'S RECOVERY ORGANIZATION MEMBER- SHIP. WHILE THE SPECIFIC POWERS AND RESPONSIBILITIES OF THE DONATION BOARD ARE DETAILED IN ARTICLE VI, SECTION 2 OF THE FOUNDATION'S BYLAWS, IN GENERAL, THE DONATION BOARD PROVIDES THE BOARD OF DIRECTORS AND SENIOR MANAGEMENT OF THE FOUNDATION WITH RECOMMENDATIONS WITH REGARD TO TISSUE DONATION PRACTICES SUCH AS SCREEING, RECOVERY, AND TESTING CRITERIA. THE FOUNDATION SUPPORTS EDUCATIONAL, SCIENTIFIC AND RESEARCH PROJECTS BY DISTRIBUTING FUNDS AND MAKING AVAILABLE, AT NO CHARGE, A SIGNIFICANT AMOUNT OF DONATED TISSUE FOR RESEARCH. THE FOUNDATION FUNDS MANY TYPES OF PROJECTS RELATED TO ADVANCING TRANSPLANT SCIENCE. ACCORDINGLY, GRANTS ARE PROVIDED FOR PROJECTS IN TISSUE DONATION AND APPLICATION. IN SUM, ALL OF THE ACTIVITIES OF THE FOUNDATION(PAST, PRESENT AND FUTURE) HAVE BEEN AND WILL BE DIRECTED AT MEETING THE NEEDS OF THE GENERAL PUBLIC FOR ALLOGRAFT TISSUE AND/OR IMPROVING THE MANNER IN WHICH TRANSPLANT TISSUE IS MADE AVAILABLE TO THE GENERAL PUBLIC. THE FOUNDATION RECOVERS, PROCESSES AND DISTRIBUTES SKIN FOR USE IN VARIOUS APPLICATIONS. ADDITIONALLY, THE FOUNDATION SUPPORTS RESEARCH TO ADVANCE THE SCIENCE OF MUSCULOSKELETAL TISSUE APPLICATION. IN 2011, THE FOUNDA- TION PROVIDED RESEARCH GRANTS TO ACADEMIC INSTITUTIONS TO PERFORM THIS TYPE OF RESEARCH. THE FOUNDATION OFFERS EDUCATIONAL SERVICE TO SURGEONS AND NURSES BY WAY OF CONTINUING MEDICAL EDUCATION(CME) AND CONTACT HOUR PROGRAMS ON TOPICS SUCH AS "THE ART AND SCIENCE OF ALLOGRAFTING", "TISSUE BANKING: WHAT IT TAKES TO GET IT RIGHT", AND "WHAT ARE THE FACTS REGARDING TISSUE SAFETY, INFECTIOUS DISEASE TESTING AND REGULATION". IN ADDITION, THE FOUNDATION PROVIDES EDUCATION THROUGH A SPEAKER PROGRAM IN CONJUNCTION WITH ORTHOPAEDIC TEACHING HOSPITALS ACROSS THE UNITED STATES. THE FOUNDATION DONATES RESEARCH ALLOGRAFT TISSUE FOR USE IN TRAINING AND EDUCATION OF SURGEONS HELD THROUGHOUT THE YEAR AT THE ORTHOPAEDIC LEARNING CENTER, ROSEMONT, IL, TOGETHER WITH VARIOUS ORTHOPAEDIC ORGAN- IZATIONS. SURGEONS UTILIZE THE FOUNDATION'S ALLOGRAFT FORMS DURING PROCEDURAL TRAINING OR CADAVERIC SPECIMENS DURING CME COURSES. FINALLY, THE FOUNDATION OFFERS GRANTS TO ITS RECOVERY PARTNERS TO EDUCATE THE PUBLIC AND HEALTHCARE PROFESSIONAL INVOLVED IN THE DONATION PROCESS. THESE GRANTS PROVIDE FOR PROGRAMS TO INCREASE TISSUE DONATION SIMILAR TO MANY FEDERAL GOVERNMENT PROGRAMS.
EXPLANATION ON VOLUNTEERS AND TYPES OF SERVICES OR BENEFITS	FORM 990, PAGE 1, PART I, LINE 6	DONOR FAMILY SERVICES VOLUNTEER ROLES - CLERICAL: PACKET DEVELOPMENT, PHOTOCOPYING, STOCKING SUPPLIES, ASSISTING WITH MAILINGS, ORGANIZING MATERIALS, FILING, FACILITATING COMMUNICATION BETWEEN DONOR FAMILIES AND TRANSPLANT RECIPIENTS, PREPARATION AND MAILING OF SYMPATHY, BIRTHDAY, AND THINKING OF YOU CARDS, ETC. DATA ENTRY: DOCUMENTATION OF ALL SUPPORT PROVIDED TO FAMILIES, SURVEY DATA ENTRY, SUPPORT GROUP MANUALS, MAINTAINING VOLUNTEER INFORMATION. SPECIAL PROJECTS: REVIEW OF MATERIALS, PROGRAM DEVELOPMENT, RESEARCH, PUBLIC RELATIONS, RECOGNITION COMMITTEES, WEB DESIGN AND INFORMATION, NEWSLETTER DESIGN AND INFORMATION, ETC. SPEAKER'S BUREAU: PARTICIPATION WITH MTF STAFF TO EDUCATE THE PUBLIC AND PROFESSIONALS, MEDIA INTERVIEWS, HEALTH FAIRS, ETC. DONOR FAMILY COUNCIL: PARTICIPATION ON COUNCIL WITH OTHER DONOR FAMILIES THROUGH TELEPHONE CALLS, EMAIL, AND OTHER WRITTEN COMMUNICATION FOR THE FOLLOWING: DONOR FAMILY PROGRAM DEVELOPMENT AND IMPLEMENTATION, INCLUDING: ANNUAL RECOGNITION CHILDREN'S ACTIVITIES GREETING AND HOSPITALITY PROGRAM PROGRAM TRIBUTE BOOK FOLLOW-UP BEREAVEMENT PROGRAM FOR FAMILIES REVIEW PROCESS REVIEW LETTER AND BROCHURES REVIEW SURVEYS REVIEW BEREAVEMENT MATERIALS ETHICAL ISSUES
FIRST ACCOMPLISHMENT DESCRIPTION	FORM 990, PAGE 2, PART III, LINE 4A	FORMS FOR ORTHOPADEDIC AND GENERAL SURGICAL APPLICATIONS. MTF HAS MET PROJECT MILESTONES IN THE DEVELOPMENT OF ADULT, ALLOGENEIC STEM CELLS, ALLOGRAFT SOLUTIONS FOR THE REPAIR OF ARTICULAR CARTILAGE, AND NEW FORMS OF DEMINERALIZED BONE. MTF CONTINUES TO SEEK NEW APPLICATIONS FOR THE USE OF THE PRECIOUS GIFT OF ALLOGRAFT TISSUES TO RESOLVE UNMET CLINICAL NEEDS AND CONTINUES TO PROVIDE SPECIAL TISSUE FOR RESEARCH PERFORMED BY MEMBERS OF THE ARMED FORCES INSTITUTE OF REGENERATIVE MEDICINE WHICH IS AN ORGANIZATION DEDICATED TO DEVELOPING MEDICAL THERAPIES AND TREATMENTS FOR WOUNDED SOLDIERS. IN 2008, MTF COMPLETED A RESEARCH PROJECT TO PROVIDE A NEW TISSUE FORM FOR BONE FORMATION COMPRISING ADULT ALLOGENEIC STEM CELLS AND ALLOGRAFT BONE. IN 2009, MTF INTRODUCED A NEW TISSUE FORM CALLED TRINITY EVOLUTION. TRINITY EVOLUTION IS A STEM CELL-BASED BONE GROWTH MATRIX DESIGNED TO ADVANCE THE SURGICAL USE OF ALLOGRAFTS PROVIDING CHARACTERISTICS SIMILAR TO AN AUTOGRFT IN SPINAL AND ORTHO- PAEDIC PROCEDURES. IN 2010, MTF MADE AVAILABLE TWO NEW TISSUE FORMS DURING THE CALENDAR YEAR: 1)ENHANCE(TM) BONE WEDGES FOR CORRECTION OF VARIOUS DEFORMITIES IN THE FOOT AND ANKLE, AND 2)ENHANCE(TM) DEMINERALIZED CANCELLOUS SHEETS FOR USE IN BONE FUSION PROCEDURES IN THE FOOT AND ANKLE.
ALL OTHER ACCOMPLISHMENT DESCRIPTION	FORM 990, PAGE 2, PART III, LINE 4D	MTF PAYS INDEPENDENT RESEARCH EXPERTS TO REVIEW ANY GRANT PROPOSALS SUBMITTED TO THE ORGANIZATION FOR VALIDITY OR MERIT OF THE PROPOSED RESEARCH PROJECT AND ALSO RELATIONSHIP TO MTF'S CORE MISSION OF ADVANCING MUSCULOSKELETAL TRANSPLANT SCIENCE. DURING 2011, MTF RECEIVED 75 APPLICACTIONS FOR PEER REVIEW AND OTHER GRANTS. MTF USED 69 SUCH INDEPENDENT EXPERTS TO REVIEW PEER-REVIEWED RESEARCH GRANT PROJECTS AND 11 PROJECTS WERE APPROVED FOR FUNDING.
EXPLANATION FOR WHY FORM 990-T NOT FILED	FORM 990, PAGE 5, PART V, LINE 3B	MTF IS NOT REQUIRED TO FILE FORM 990-T BECAUSE MTF'S GROSS INCOME FROM UNRELATED BUSINESS ACTIVITIES IS LESS THAN 1,000. MTF MAY FILE A 990-T IN ORDER TO ESTABLISH NET OPERATING LOSS CARRY FORWARDS TO FUTURE FILINGS.
FINANCIAL ACCOUNTS IN FOREIGN COUNTRIES	FORM 990, PART V, LINE 4B	CANADA
CLASSES OF MEMBERS OR STOCKHOLDERS	FORM 990, PAGE 6, PART VI, LINE 6	MTF IS ORGANIZED WITH TWO CLASSES OF MEMBERSHIP WHICH ARE (1) NON- CORPORATE MEMBERSHIP AND (2) CORPORATE MEMBERSHIP. THE NON-CORPORATE MEMBERS INCLUDE ACADEMIC MEMBERS, RECOVERY MEMBERS AND RESEARCH MEMBERS. THE SOLE CORPORATE MEMBER OF MTF IS BIOCON, INC.
ELECTION OF MEMBERS AND THEIR RIGHTS	FORM 990, PAGE 6, PART VI, LINE 7A	THE SOLE CORPORATE MEMBER MAY APPOINT ALL DIRECTORS SUBJECT TO THE FOLLOWING: THE CURRENT CHAIRPERSON AND VICE CHAIR OF MTF'S "MEDICAL BOARD OF TRUSTEES" WILL BE APPOINTED TO THE BOARD. ALSO, THE CURRENT CHAIRPERSON AND VICE CHAIR OF MTF'S "DONATION BOARD OF TRUSTEES" WILL BE APPOINTED MEMBERS OF THE BOARD OF DIRECTORS.
DECISIONS SUBJECT TO APPROVAL OF MEMBERS	FORM 990, PAGE 6, PART VI, LINE 7B	ANY CHANGES TO THE MATERIAL GOVERNING DOCUMENTS OF THE FOUNDATION (EX. BY-LAWS OR ARTICLES OF INCORPORATION) MUST BE APPROVED BY THE MEMBERS OF THE THE FOUNDATION'S MEDICAL BOARD OF TRUSTEES AND THE DONATION BOARD OF TRUSTEES.
ORGANIZATION'S PROCESS USED TO REVIEW FORM 990	FORM 990, PAGE 6, PART VI, LINE 11B	MEMBERS OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS WERE PROVIDED WITH A PAPER COPY OF FORM 990 AND WAS REVIEWED AT AN OPEN MEETING OF THE AUDIT COMMITTEE. SUBSEQUENT TO MODIFICATIONS, IF ANY, BEING MADE AS A RESULT OF THE AUDIT COMMITTEE MEETING, THE FORM 990 IS THEN CIRCULATED TO ALL MEMBERS OF THE BOARD OF DIRECTORS FOR THEIR FINAL APPROVAL BEFORE FILING.
ENFORCEMENT OF CONFLICTS POLICY	FORM 990, PAGE 6, PART VI, LINE 12C	MTF SENDS A QUESTIONNAIRE ANNUALLY TO BOARD MEMBERS REQUESTING DISCLOSURE OF ANY CONFLICTS OF INTEREST. OFFICERS AND KEY EMPLOYEES ARE EXPECTED TO VOLUNTARILY DISCLOSE ANY CONFLICTS OF INTEREST. THE LETTER INCLUDES THE FOLLOWING: QUESTIONNAIRE 1. DO YOU OR MEMBERS OF YOUR FAMILY HAVE FAMILY OR BUSINESS RELATIONSHIPS (AS DEFINED BELOW) WITH ANY OF THE FOLLOWING PERSONS OR ORGANIZATIONS LISTED IN ATTACHMENT A? IF YES, PLEASE IDENTIFY THE INDIVIDUAL AND EXPLAIN THE RELATIONSHIP. FAMILY RELATIONSHIPS INCLUDE AN INDIVIDUAL'S SPOUSE, CHILDREN, GRAND- CHILDREN, SIBLINGS AND THE SPOUSES OF CHILDREN, GRANDCHILDREN AND SIBLINGS. BUSINESS RELATIONSHIPS INCLUDE EMPLOYMENT AND CONTRACTURAL RELATIONSHIPS AND COMMON OWNERSHIPS OF A BUSINESS WHERE ANY OFFICERS, DIRECTORS OR TRUSTEES, INDIVIDUALLY OR TOGETHER, POSSESS MORE THAN 35% OWNERSHIP INTEREST IN COMMON. EXPLANATION: ___________________________________________________________________________ 2.DO YOU RECEIVE COMPENSATION FROM ANY ORGANIZATIONS, WHETHER TAX EXEMPT OR TAXABLE, THAT ARE RELATED TO MTF? IF YES, ATTACH A STATEMENT THAT EXPLAINS THE RELATIONSHIP BETWEEN MTF AND THE OTHER ORGANIZATION; DESCRIBE THE COMPENSATION ARRANGEMENT, INCLUDING AMOUNTS PAID TO YOU BY THE RELATED ORGANIZATION. COMPENSATION INCLUDES: SALARY , FEES, BONUSES, CONTRIBUTIONS TO EMPLOYEE BENEFIT PLAN, DEFERRED COMPENSATION PLANS, EXPENSE ALLOWANCES, THE VALUE OF THE PERSONAL USE OF HOUSING, AUTOMOBILES, OR OTHER ASSETS OWNED OR LEASED BY THE ORGANIZATION. DEFINITION OF RELATED ORGANIZATION. ORGANIZATIONS MAY BE RELATED IN SEVERAL WAYS; THE RELATIONSHIPS ARE NOT MUTUALLY EXCLUSIVE. RELATED ORGANIZAITONS ARE TAX-EXEMPT OR TAXABLE ORGANIZATIONS RELATED TO THE TAX-EXEMPT ORGANIZATION IN ONE OR MORE OF THE FOLLOWING WAYS: RELATIONSHIP 1. ONE ORGANIZATION OWNS OR CONTROLS THE OTHER ORGANIZATION. RELATIONSHIP 2. THE SAME PERSON(S) OWNS OR CONTROLS BOTH ORGANIZATIONS. RELATIONSHIP 3. THE ORGANIZATIONS HAVE A RELATIONSHIP AS SUPPORTING AND SUPPORTED ORGANIZATIONS. RELATIONSHIP 4. THE ORGANIZATIONS USE A COMMON PAYMASTER. RELATIONSHIP 5. THE OTHER ORGANIZATION PAYS PART OF THE COMPENSATION THAT THE ORGANIZATION WOULD OTHERWISE BE CONTRACTURALLY OBLIGATED TO PAY. RELATIONSHIP 6. THE ORGANIZATIONS CONDUCT JOINT PROGRAMS OR SHARE FACILITIES OR EMPLOYEES. OWNERSHIP. THE TERM OWNERSHIP IS HOLDING (DIRECTLY OR INDIRECTLY) 50% OR MORE OF THE VOTING POWER IN A CORPORATION, PROFITS INTEREST IN A PARTNERSHIP, OR BENEFICIAL INTEREST IN A TRUST. CONTROL. THE TERM CONTROL IS HAVING 50% OR MORE OF THE VOTING POWER IN A GOVERNING BODY, OR THE POWER TO APPOINT 50% OR MORE OF AN ORGANIZATION'S GOVERNING BODY, OR THE POWER TO APPROVE AN ORGANIZATION'S BUDGETS AND EXPENDITURES (AN EFFECTIVE VETO POWER OVER THE ORGANIZATION'S BUDGETS AND EXPENDITURES). ALSO, CONTROL CAN BE INDIRECT BY OWNING OR CONTROLLING ANOTHER ORGANIZATION WITH SUCH POWER. COMMON PAYMASTER. IN GENERAL, A COMMON PAYMASTER OF A GROUP OF RELATED CORPORATIONS IS ANY MEMBER THEREOF THAT DISBURSES REMUNERATION TO EMPLOYEES OF TWO OR MORE OF THOSE CORPORATIONS ON THEIR BEHALF AND THAT IS RESPONSIBLE FOR KEEPING BOOKS AND RECORDS FOR THE PAYROLL WITH RESPECT TO THOSE EMPLOYEES.
COMPENSATION PROCESS FOR TOP OFFICIAL	FORM 990, PAGE 6, PART VI, LINE 15A	EXECUTIVE COMPENSATION REVIEW: EACH YEAR, MTF REVIEWS AND ASSESSES THE REASONABLENESS OF TOTAL COMPENSATION ARRANGEMENTS FOR OUR EXECUTIVE TEAM, INCLUDING THE CEO. THE ANALYSIS INCORPORATES COMPENSATION SURVEY DATA, FORM 990'S OF COMPANIES OF RELATED INDUSTRIES AND SIMILAR SIZE. A BLEND OF BOTH FOR-PROFIT AND NOT-FOR-PROFIT COMPANIES IS USED. EVERY THIRD YEAR, MTF RETAINS THE SERVICES OF AN INDEPENDENT COMPENSA- TION CONSULTANT TO ASCERTAIN AND DETERMINE THAT MTF IS PAYING AND PROVIDING A REASONABLE TOTAL COMPENSATION PACKAGE TO THEIR EXECUTIVES AND TO PROVIDE AN OPINION LETTER OF THEIR FINDINGS. COMPENSATION COMMITTEE REVIEW MTF'S BOARD OF DIRECTORS ESTABLISHED A COMPENSATION COMMITTEE IN 1995. THE RESPONSIBILITY OF THE COMMITTEE WAS TO INITIALLY REVIEW AND RECOMMEND TO THE BOARD APPROVAL OF EXECUTIVE AND STAFF COMPENSATION AND CHANGES TO BENEFITS. IN 2000, THE AUTHORITY OF THE COMMITTEE WAS EXPANDED TO INCLUDE THE APPROVAL OF SUCH COMPENSATION AND BENEFITS AND REPORTING SUCH APPROVALS TO THE BOARD. THE COMPENSATION COMMITTEE TYPICALLY MEETS SEMI-ANNUALLY TO REVIEW MERIT AND BONUS RECOMMENDATIONS. A COPY OF THE COMPENSATION COMMITTEE AGENDA, MEETING MATERIALS, AND MEETING MINUTES ARE MAINTAINED.
COMPENSATION PROCESS FOR OFFICERS	FORM 990, PAGE 6, PART VI, LINE 15B	YES. THE PROCESS IS THE SAME AS DESCRIBED ABOVE IN LINE 15A.
GOVERNING DOCUMENTS DISCLOSURE EXPLANATION	FORM 990, PAGE 6, PART VI, LINE 19	UPON REQUEST, MTF WILL PROVIDE PUBLIC DOCUMENTS THROUGH EMAIL, MAILINGS, OR OFFICE VISITS.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2011

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

2011

Open to Public Inspection

Name of the organization

MUSCULOSKELETAL TRANSPLANT
FOUNDATION INC

Employer identification number

22-2803458

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

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) BIOCON INC 125 MAY STREET EDISON,NJ08837 22-3619257	HOLDING CO	DC	501C3	11B	NA		No
(2) DEUTSCHES INSTITUT FUR ZELL-UND GEWEBEERSATZ GMBH INNOVATIONS PARK WUHLHEIDE KOPENICKER STRABE 325 42 D-12555 BERLIN,GERMANY GM	TISSUE DIS	GM			BIOCON INC		No
(3) MAY STREET MEDICAL LLC 125 MAY STREET EDISON,NJ08837 22-3751785	RENTAL	DE	501C3	11B	BIOCON INC		No
(4) OLYPHANT LLC 125 MAY STREET EDISON,NJ08837 22-3619257	RENTAL	DE	501C3	11B	BIOCON INC		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2011

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	(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?
(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

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.)

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership

Schedule R (Form 990) 2011

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 related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

Yes

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

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

Yes

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

h Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

Yes

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

Yes

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

m Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .

n Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

o Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

p Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

Yes

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) DIZG GMBH	D	285,440	ACCTG BOOKSRECORDS
(2) DIZG GMBH	F	174,000	ACCTG BOOKSRECORDS
(3) DIZG GMBH	O	141,000	ACCTG BOOKSRECORDS
(4) DIZG GMBH	K	59,000	ACCTG BOOKSRECORDS
(5) DIZG GMBH	R	150,196	ACCTG BOOKSRECORDS
(6) DIZG GMBH	R	473,425	ACCTG BOOKSRECORDS
(7) MAY STREET MEDICAL LLC	A		ACCTG BOOKSRECORDS
(8) MAY STREET MEDICAL LLC	K	299,667	ACCTG BOOKSRECORDS
(9) MAY STREET MEDICAL LLC	J	2,855,559	ACCTG BOOKSRECORDS
(10) OLYPHANT LLC	A		ACCTG BOOKSRECORDS
(11) OLYPHANT LLC	J	424,708	ACCTG BOOKSRECORDS
(12) OLYPHANT LLC	K	128,357	ACCTG BOOKSRECORDS
(13) DIZG GMBH	D	285,440	ACCTG BOOKSRECORDS
(14) DIZG GMBH	F	174,000	ACCTG BOOKSRECORDS
(15) DIZG GMBH	O	141,000	ACCTG BOOKSRECORDS
(16) DIZG GMBH	K	59,000	ACCTG BOOKSRECORDS
(17) DIZG GMBH	R	150,196	ACCTG BOOKSRECORDS
(18) DIZG GMBH	R	473,425	ACCTG BOOKSRECORDS
(19) MAY STREET MEDICAL LLC	A		ACCTG BOOKSRECORDS
(20) MAY STREET MEDICAL LLC	K	299,667	ACCTG BOOKSRECORDS
(21) MAY STREET MEDICAL LLC	J	2,855,559	ACCTG BOOKSRECORDS
(22) OLYPHANT LLC	A		ACCTG BOOKSRECORDS
(23) OLYPHANT LLC	J	424,708	ACCTG BOOKSRECORDS
(24) OLYPHANT LLC	K	128,357	ACCTG BOOKSRECORDS

Schedule R (Form 990) 2011

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)	(e) Are all partners section 501(c)(3) organizations?		(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?
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(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

Schedule R (Form 990) 2011

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 INFORMATION	SCHEDULE R	MAY STREET MEDICAL LLC IS A SINGLEMEMBER LLC WHOSE SOLE MEMBER IS BIOCON INC OLYPHANT LLC IS A SINGLEMEMBER LLC WHOSE SOLE MEMBER IS BIOCON INC

Additional Data

Software ID:
Software Version:

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926 (see instructions for Form 926).................	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If " Yes," the organization may be required to file Form 3520 and/or Form 3520-A. (see instructions for Forms 3520 and 3520-A)..........	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with respect to Certain Foreign Corporations. (see instructions for Form 5471)..............................	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If "Yes," the organization may be required to file Form 8621, Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see instructions for Form 8621)	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with respect to Certain Foreign Partnerships. (see instructions for Form 8865)....................................	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see instructions for Form 5713)................................................	Yes	No