TY 2011 Form 990

(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)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) Barry Stoess Director	1.0	X		1,500	0	0
(2) Amy Richardson MD Director	1.0	X		0	0	0
(3) Andrew Rochet MD Director	1.0	X		4,000	0	0
(4) Duane Murner Director	1.0	X		0	0	0
(5) Howard Ferriell Director	1.0	X		1,500	0	0
(6) Joan Bryant Director (thru 12/31/11)	1.0	X		1,500	0	0
(7) Peggy Kilgore Director	1.0	X		0	0	0
(8) Richard Waggener MD Director (thru 12/31/11)	1.0	X		0	0	0
(9) Robert L Arvin Director (thru 12/31/11)	1.0	X		1,500	0	0
(10) Tommy Purvis Director	1.0	X		1,500	0	0
(11) Gayle Johnson Director	1.0	X		0	0	0
(12) Fred C Tolsdorf Director	1.0	X		0	0	0
(13) Tommy J Smith President/Director	40.0	X	X	0	1,282,364	154,202
(14) Chris Roty Vice President	40.0		X	0	331,601	44,659
(15) Carl G Herde Treasurer	40.0		X	0	660,834	94,904
(16) Janet Norton Secretary	40.0		X	0	516,441	52,494
(17) Susanne Haynes Asst Treasurer (thru 01/26/12)	40.0		X	0	193,387	26,847

(A) Name and business address	(B) Description of services	(C) Compensation
Greater Louisville Anesthesia Servi 7013 Quarry Dr CRESTWOOD,KY40014	Anesthesia services	302,373
Kentuckiana Emergency Physicians P 1155 W Third St BLOOMINGTON,IN47404	Physician services	281,358
Louisville Pulmonary Care PLLC 4003 Kresge Way Ste 312 LOUISVILLE,KY40207	Medical Director	125,000
Louisville Pathology Associates 200 Abraham Flexner Way LOUISVILLE,KY40202	Physician Lab Svcs	117,660
St Matthews Neurology 134 Travois Rd LOUISVILLE,KY40207	Physician Services	138,275
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 5

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	56,949	56,949
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	0
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16	0
4	Benefits paid to or for members	0
5	Compensation of current officers, directors, trustees, and key employees ....	561,179		561,179
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	0
7	Other salaries and wages	20,703,006	19,740,682	962,324
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	865,776	803,746	62,030
9	Other employee benefits .......	2,462,494	2,171,269	291,225
10	Payroll taxes ...........	1,323,703	1,228,864	94,839
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	81,504		81,504
c	Accounting ...........	0
d	Lobbying ...........	5,710		5,710
e	Professional fundraising. See Part IV, line 17..	0
f	Investment management fees ......	0
g	Other ..........	1,558,932	1,037,393	521,539
12	Advertising and promotion ....	206,794	5,389	201,405
13	Office expenses .......	1,851,252	1,686,318	164,934
14	Information technology ......	0
15	Royalties ..	0
16	Occupancy ...........	877,456	877,456
17	Travel ............	41,873	24,847	17,026
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	17,002	11,302	5,700
20	Interest ...........	1,037,412	1,037,412
21	Payments to affiliates .......	153,171	153,171
22	Depreciation, depletion, and amortization .....	3,760,558	3,740,538	20,020
23	Insurance ..............	0
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	MEDICAL SUPPLIES	7,873,165	7,834,715	38,450
b	ADMINISTRATIVE	3,397,354	55,991	3,341,363
c	PURCHASED SVC-NON MEDICAL	1,289,380	1,252,614	36,766
d	PROVIDER TAX	841,638	841,638
e
f	All other expenses	535,144	499,690	35,454
25	Total functional expenses. Add lines 1 through 24f	49,501,452	43,059,984	6,441,468	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).

Part X Balance Sheet
	1	Cashnon-interest-bearing ..........	800	1	750
2	Savings and temporary cash investments .......	2,209,764	2	164,746
3	Pledges and grants receivable, net .........	0	3	0
4	Accounts receivable, net .........	7,029,781	4	5,896,106
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........	0	5	0
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 ..........	0	6	0
7	Notes and loans receivable, net .............	0	7	0
8	Inventories for sale or use ..............	938,326	8	1,049,104
9	Prepaid expenses and deferred charges ............	103,769	9	119,254
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	67,155,645
b	Less: accumulated depreciation. .....	10b	38,961,856	29,605,873	10c	28,193,789
11	Investments—publicly traded securities ..........	0	11	0
12	Investments—other securities. See Part IV, line 11 ......	0	12	0
13	Investments—program-related. See Part IV, line 11 ..	5,952,222	13	6,259,770
14	Intangible assets .........	0	14	0
15	Other assets. See Part IV, line 11 ...........	670,881	15	1,765,535
16	Total assets. Add lines 1 through 15 (must equal line 34)...	46,511,416	16	43,449,054
	17	Accounts payable and accrued expenses .	4,555,680	17	3,847,378
18	Grants payable ..........	0	18	0
19	Deferred revenue ..........	0	19	0
20	Tax-exempt bond liabilities ..........	0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..	0	21	0
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........	0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..	0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....	0	24	0
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.....	57,594,674	25	57,346,952
26	Total liabilities. Add lines 17 through 25.....	62,150,354	26	61,194,330
		Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....	-15,825,631	27	-17,936,799
28	Temporarily restricted net assets .....	186,693	28	191,523
29	Permanently restricted net assets .....	0	29	0
	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 .....	-15,638,938	33	-17,745,276
34	Total liabilities and net assets/fund balances .....	46,511,416	34	43,449,054

- 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

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

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.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3	Gross receipts from activities that are not an unrelated trade or business under section 513..
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge..
6	Total. Add lines 1 through 5.
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons...
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public Support (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
13	Total support (Add lines 9, 10c, 11 and 12.).

Section C. Computation of Public Support Percentage

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

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

Section D. Computation of Investment Income Percentage

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

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 (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

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

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 Baptist Healthcare Affiliates 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 Baptist Healthcare Affiliates 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
Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

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 C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet

Complete if the organization is described below.
SchCMd Bullet

Attach to Form 990 or Form 990-EZ. SchCMd Bullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public
Inspection

If the organization answered “Yes” to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet

Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet

Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet

Section 527 organizations: Complete Part I-A only.
If the organization answered “Yes” to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet

Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)) Complete Part II-A. Do not complete Part II-B.
Round Bullet

Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered “Yes” to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, line 35c (Proxy Tax), then
Round Bullet

Section 501(c)(4), (5), or (6) organizations: Complete Part III.

Name of the organization

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

Part I-A

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

Provide a description of the organization’s direct and indirect political campaign activities in Part IV.

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

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

Part I-B

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

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

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

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

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

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

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

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

Yes No

Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.

(a) Name	(b) Address	(c) EIN	(d) Amount paid from filing organization's funds. If none, enter -0-.	(e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2011

Page 2

Part II-A

Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).

A Check if the filing organization belongs to an affiliated group (and list in Part IV each affiliated group member's name, address, EIN, expenses, and share of excess lobbying expenditures).
B Check if the filing organization checked box A and "limited control" provisions apply.

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(b) Affiliated group totals
1a	Total lobbying expenditures to influence public opinion (grass roots lobbying) ......
b	Total lobbying expenditures to influence a legislative body (direct lobbying) .......
c	Total lobbying expenditures (add lines 1a and 1b) ...................
d	Other exempt purpose expenditures ........................
e	Total exempt purpose expenditures (add lines 1c and 1d) ...............
f	Lobbying nontaxable amount. Enter the amount from the following table in both columns.
	If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
	Not over $500,00020% of the amount on line 1e.
	Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
	Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
	Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
	Over $17,000,000$1,000,000.

g	Grassroots nontaxable amount (enter 25% of line 1f) .................
h	Subtract line 1g from line 1a. If zero or less, enter -0-. ................
i	Subtract line 1f from line 1c. If zero or less, enter -0-. ................
j	If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting section 4911 tax for this year? ......................................	Yes No

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2008	(b) 2009	(c) 2010	(d) 2011	(e) Total

2a	Lobbying non-taxable amount

b	Lobbying ceiling amount (150% of line 2a, column(e))

c	Total lobbying expenditures

d	Grassroots nontaxable amount

e	Grassroots ceiling amount (150% of line 2d, column (e))

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2011

Page 3

Part II-B

Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).

For each “Yes” response to lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.

(a)

Yes

(b)

Amount

During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:

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

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

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

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

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

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

Yes

5,710

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

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

Other activities? ..........................

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

5,710

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

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

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

If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? .......

Part III-A

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).

Yes

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

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

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

Part III-B

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either (a) BOTH Part III-A, lines 1 and 2 are answered “No” OR (b) Part III-A, line 3 is answered “Yes”.

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

Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).

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

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

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

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

If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ................................

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

Part IV

Supplemental Information

Complete this part to provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, Part II-A; line 5; and Part ll-B, line 1.
Also, complete this part for any additional information.

Identifier	Return Reference	Explanation
Grants to other organizations for lobbying purposes	Part II-B Line 1f	Lobbying portion of Ky. Hospital Assoc & American Hospital Assoc dues.

Schedule C (Form 990 or 990EZ) 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

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

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
1a	Beginning of year balance ....	186,693	176,143	170,530	164,506
b	Contributions ........	25,932	27,131	27,221	27,106
c	Net investment earnings, gains, and losses ...
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........	21,102	16,581	21,608	21,082
f	Administrative expenses ....
g	End of year balance ......	191,523	186,693	176,143	170,530

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

100.000 %

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 .................	1,333,628		1,333,628
b	Buildings ................	41,655,376	19,820,870	21,834,506
c	Leasehold improvements ............
d	Equipment ................	24,158,213	19,140,986	5,017,227
e	Other .................	8,428		8,428
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				28,193,789

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
(1) BMA-BAPTIST SURGICAL ASSOC	2,216,273	C
(2) BCHS-BAPTISTWORX	1,108,182	C
(3) WALMART CLINIC	865,470	C
(4) BMA-CRESTWOOD	830,691	C
(5) BMA-LAGRANGE	703,397	C
(6) BMA-BSA CAMPBELLSBURG	283,831	C
(7) BMA-OTHER	251,926	C


Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)	6,259,770

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of Liability		(b) Book value
Federal Income Taxes		0
DUE TO PARENT		27,849,557
INTERCOMPANY TAX-EXEMPT BONDS		29,497,395







Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		57,346,952
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
2	Total expenses (Form 990, Part IX, column (A), line 25) .....................	2
3	Excess or (deficit) for the year. Subtract line 2 from line 1 .............	3
4	Net unrealized gains (losses) on investments ..........................	4
5	Donated services and use of facilities .............................	5
6	Investment expenses ...................................	6
7	Prior period adjustments ..................................	7
8	Other (Describe in Part XIV.) .................................	8
9	Total adjustments (net). Add lines 4 through 8 .........................	9
10	Excess or (deficit) for the year per financial statements. Combine lines 3 and 9 .........	10

Part XII Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1	Total revenue, gains, and other support per audited financial statements .......		1
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIV.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIV.) ...........	4b
c	Add lines 4a and 4b.......................		4c
5	Total Revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

Part XIII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements .............		1
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIV.) ............	2d
e	Add lines 2a through 2d......................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIV.) ............	4b
c	Add lines 4a and 4b.......................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5

Part XIV

Supplemental Information

Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X; Part XI, line 8; Part XII, lines 2d and 4b; and Part XIII, lines 2d and 4b. Also complete this part to provide any additional information.

Identifier	Return Reference	Explanation
Intended use of Endowment funds	Schedule D, Part V, Line 4	The endowment funds are used to support and enhance patient care at Baptist Hospital Northeast and provide educational & financial assistance to hospital employees.
Bond Reporting	Schedule D, Part X	The intercompany bond liability is an allocation of the bonds held by the parent Baptist Healthcare System, Inc. (BHSI)(61-0444707). The Schedule K reporting has been completed on the BHSI return.

Schedule D (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE H (Form 990)

Department of the Treasury
Internal Revenue Service

Hospitals

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

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

Part I

Charity Care and Certain Other Community Benefits at Cost

Yes

Did the organization have a financial assistance policy during the tax year? If "No," skip to question 6a....

Yes

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

Yes

If the organization had multiple hospital facilities, indicate which of the following best describes application of the financial assistance policy to its various hospital facilities during the tax year.

Applied uniformly to all hospital facilities Applied uniformly to most hospital facilities Generally tailored to individual hospital facilities

Answer the following based on the financial assistance eligibility criteria that applied to the largest number of the organization's patients during the tax year.

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

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

Yes

100% 150% 200% Other

Did the organization use FPG to determine eligibility for providing discounted care? If "Yes," indicate which of the

following was the family income limit for eligibility for discounted care: ............

Yes

200% 250% 300% 350% 400% Other

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

Did the organization's financial assistance policy that applied to the largest number of its patients during the tax year provide for free or discounted care to the "medically indigent"? ..............

Yes

Did the organization budget amounts for free or discounted care provided under its financial assistance policy during the tax year? ............................

Yes

If "Yes," did the organization's financial assistance expenses exceed the budgeted amount?......

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

Did the organization prepare a community benefit report during the tax year?...........

Yes

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

Yes

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

Financial Assistance and Certain Other Community Benefits at Cost

	(b) Persons served (optional)	(c) Total community benefit expense	(d) Direct offsetting revenue	(e) Net community benefit expense	(f) Percent of total expense
a Financial Assistance at cost (from Worksheet 1) ..	7,769	2,793,884	366,707	2,427,177	4.950 %
b Medicaid (from Worksheet 3, column a) .....	5,800	6,275,859	4,079,952	2,195,907	4.480 %
c Costs of other means-tested government programs (from Worksheet 3, column b) .
dTotal Financial Assistance and Means-Tested Government Programs .....	13,569	9,069,743	4,446,659	4,623,084	9.430 %
Other Benefits e Community health improvement services and community benefit operations (from (Worksheet 4) ....		270,942		270,942	0.550 %
f Health professions education (from Worksheet 5) ..
g Subsidized health services (from Worksheet 6) ..	1,734	4,349,065	2,241,185	2,107,880	4.300 %
h Research (from Worksheet 7)
i Cash and in-kind contributions for community benefit (from Worksheet 8) ....		59,851		59,851	0.120 %
jTotal Other Benefits ...	1,734	4,679,858	2,241,185	2,438,673	4.970 %
kTotal. Add lines 7d and 7j. ..	15,303	13,749,601	6,687,844	7,061,757	14.400 %

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat. No. 50192T Schedule H (Form 990) 2011

Schedule H (Form 990) 2011

Page

Part II

Community Building Activities Complete this table if the organization conducted any community building activities during the tax year, and describe in Part VI how its community building activities promoted the health of the communities it serves.

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

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

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

Yes

Enter the amount of the organization's bad debt expense........

1,304,470

Enter the estimated amount of the organization's bad debt expense attributable to patients eligible under the organization's financial assistance policy .....

362,871

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

Section B. Medicare

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

10,963,858

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

12,567,140

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

-1,603,282

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

Cost accounting system Cost to charge ratio Other

Section C. Collection Practices

Did the organization have a written debt collection policy during the tax year? ..........

Yes

If "Yes," did the organization’s collection policy that applied to the largest number of its patients during the tax year contain provisions on the collection practices to be followed for patients who are known to qualify for financial assistance? Describe in Part VI.......................

Yes

Part IV

Management Companies and Joint Ventures

(see instructions)

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

Schedule H (Form 990) 2011

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest) How many hospital facilities did the organization operate during the tax year?1 Name and address		Other (Describe)
1	Baptist Hospital Northeast 1025 New Moody Lane LaGrange,KY40031	X	X	X

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

Section B. Facility Policies and Practices.

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

Baptist Hospital Northeast

Name of Hospital Facility:

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

				Yes	No
Community Health Needs Assessment (Lines 1 through 7 are optional for 2011)
1	During the tax year or any prior tax year, did the hospital facility conduct a community health needs assessment (“Needs Assessment”)? If “No,” skip to question 8. .....................		1	Yes
	If “Yes,” indicate what the Needs Assessment describes (check all that apply):
	a	A definition of the community served by the hospital facility
	b	Demographics of the community
	c	Existing health care facilities and resources within the community that are available to respond to the health needs of the community
	d	How data was obtained
	e	The health needs of the community
	f	Primary and chronic disease needs and other health issues of uninsured persons, low-income persons, and minority groups
	g	The process for identifying and prioritizing community health needs and services to meet the community health needs
	h	The process for consulting with persons representing the community’s interests
	i	Information gaps that limit the hospital facility’s ability to assess the community’s health needs
	j	Other (describe in Part VI)
2	Indicate the tax year the hospital facility last conducted a Needs Assessment: 20 11
3	In conducting its most recent Needs Assessment, did the hospital facility take into account input from persons who represent the community served by the hospital facility? If “Yes,” describe in Part VI how the hospital facility took into account input from persons who represent the community, and identify the persons the hospital facility consulted.		3	Yes
4	Was the hospital facility’s Needs Assessment conducted with one or more other hospital facilities? If “Yes,” list the other hospital facilities in Part VI............................		4		No
5	Did the hospital facility make its Needs Assessment widely available to the public? ...........		5	Yes
	If “Yes,” indicate how the Needs Assessment was made widely available (check all that apply):
	a	Hospital facility’s website
	b	Available upon request from the hospital facility
	c	Other (describe in Part VI)
6	If the hospital facility addressed needs identified in its most recently conducted Needs Assessment, indicate how (check all that apply):
	a	Adoption of an implementation strategy to address the health needs of the hospital facility’s community
	b	Execution of the implementation strategy
	c	Participation in the development of a community-wide community benefit plan
	d	Participation in the execution of a community-wide community benefit plan
	e	Inclusion of a community benefit section in operational plans
	f	Adoption of a budget for provision of services that address the needs identified in the Needs Assessment
	g	Prioritization of health needs in the community
	h	Prioritization of services that the hospital facility will undertake to meet health needs in its community
	i	Other (describe in Part VI)
7	Did the hospital facility address all of the needs identified in its most recently conducted Needs Assessment? If “No,” explain in Part VI which needs it has not addressed and the reasons why it has not addressed such needs. ....		7		No
Financial Assistance Policy
	Did the hospital facility have in place during the tax year a written financial assistance policy that:
8	Explained eligibility criteria for financial assistance, and whether such assistance includes free or discounted care?		8	Yes
9	Used federal poverty guidelines (FPG) to determine eligibility for providing free care?...........		9	Yes
	If "Yes," indicate the FPG family income limit for eligibility for free care: 200.% If "No," explain in Part VI the criteria the hospital facility used.

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

				Yes	No
10	Used FPG to determine eligibility for providing discounted care?.................		10	Yes
	If “Yes,” indicate the FPG family income limit for eligibility for discounted care: 400.% If "No," explain in Part VI the criteria the hospital facility used.
11	Explained the basis for calculating amounts charged to patients?.................		11	Yes
	If “Yes,” indicate the factors used in determining such amounts (check all that apply):
	a	Income level
	b	Asset level
	c	Medical indigency
	d	Insurance status
	e	Uninsured discount
	f	Medicaid/Medicare
	g	State regulation
	h	Other (describe in Part VI)
12	Explained the method for applying for financial assistance?...................		12	Yes
13	Included measures to publicize the policy within the community served by the hospital facility?.......		13	Yes
	If “Yes,” indicate how the hospital facility publicized the policy (check all that apply):
	a	The policy was posted on the hospital facility’s web site
	b	The policy was attached to all billing invoices
	c	The policy was posted in the hospital facility’s emergency rooms or waiting rooms
	d	The policy was posted in the hospital facility’s admissions offices
	e	The policy was provided, in writing, to patients upon admission to the hospital facility
	f	The policy was available upon request
	g	Other (describe in Part VI)
Billing and Collections
14	Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy (FAP) that explained actions the hospital facility may take upon non-payment?.......		14	Yes
15	Check all of the following collection actions against an individual that were permitted under the hospital facility's policies during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP:
	a	Reporting to credit agency
	b	Lawsuits
	c	Liens on residences
	d	Body attachments
	e	Other similar actions (describe in Part VI)
16	Did the hospital facility or an authorized third party perform any of the following actions during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP?..........		16		No
	If “Yes,” check all actions in which the hospital facility or a third party engaged:
	a	Reporting to credit agency
	b	Lawsuits
	c	Liens on residences
	d	Body attachments
	e	Other similar actions (describe in Part VI)
17	Indicate which efforts the hospital facility made before initiating any of the actions checked in line 16 (check all that apply):
	a	Notified patients of the financial assistance policy upon admission
	b	Notified patients of the financial assistance policy prior to discharge
	c	Notified patients of the financial assistance policy in communications with the patients regarding the patients’ bills
	d	Documented its determination of whether patients were eligible for financial assistance under the hospital facility’s financial assistance policy
	e	Other (describe in Part VI)

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

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

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

Section C. Other Health Care Facilities That Are Not Licensed, Registered, or Similarly Recognized as a Hospital Facility (list in order of size, from largest to smallest) How many non-hospital health care facilities did the organization operate during the tax year?
Name and address		Type of Facility (describe)
1
2
3
4
5
6
7
8
9
10

Schedule H (Form 990) 2011

Page

Part VI

Supplemental Information

Complete this part to provide the following information.

1	Required descriptions. Provide the descriptions required for Part I, lines 3c, 6a, and 7; Part II; Part III, lines 4, 8, and 9b; and Part V, Section B, lines 1j, 3, 4, 5c, 6i, 7, 9, 10, 11h, 13g, 15e, 16e, 17e, 18d, 19d, 20, and 21.
2	Needs assessment. Describe how the organization assesses the health care needs of the communities it serves, in addition to any needs assessments reported in Part V, Section B.
3	Patient education of eligibility for assistance. Describe how the organization informs and educates patients and persons who may be billed for patient care about their eligibility for assistance under federal, state, or local government programs or under the organization’s financial assistance policy.
4	Community information. Describe the community the organization serves, taking into account the geographic area and demographic constituents it serves.
5	Promotion of community health. Provide any other information important to describing how the organization’s hospital facilities or other health care facilities further its exempt purpose by promoting the health of the community (e.g., open medical staff, community board, use of surplus funds, etc.).
6	Affiliated health care system. If the organization is part of an affiliated health care system, describe the respective roles of the organization and its affiliates in promoting the health of the communities served.
7	State filing of community benefit report. If applicable, identify all states with which the organization, or a related organization, files a community benefit report.

Identifier	ReturnReference	Explanation
Community Benefit Report	Schedule H, Part I, Line 6a	Baptist Healthcare Affiliates (BHA)(61-1226399) prepares a community benefits report. In addition, a summary community benefits report is prepared on a consolidated basis for all entities within Baptist Healthcare System, Inc. (EIN 61-0444707) which is the sole member of BHA.
Financial Assistance at cost	Schedule H, Part I, Line 7	Baptist Healthcare Affiliates utilizes a sophisticated cost accounting system that identifies the cost of delivering care at the individual procedure and item (supply) level for direct costs and a detailed step-down methodology to allocate overhead costs as accurately as possible. Costs are determined for each patient based upon the specific procedures performed and items used for each patient. Patients are also categorized by: 1.patient type (inpatient and outpatient), 2.payer plan (42 unique categories of payer plans. Charity, State-sponsored charity and the Uninsured are among the uniquely identified payer plans), and 3.clinical service (53 unique clinical services) The cost of care for uninsured patients who qualify for "full" charity care (under a State-sponsored or BHA sponsored charity program) is determined by calculating the cost of each uninsured charity patient (at the procedure and item level) and accumulating the cost of each patient. For insured patients who also qualify for partial charity under the Baptist Healthcare Affiliates sponsored charity program, costs are allocated to each portion (insurance, partial charity, patient payments and bad debt) using the patient's payer plan cost-to-charge ratio (CCR). For example, this CCR is multiplied by the charges covered by insurance to determine the cost of insurance, multiplied by charges covered by partial charity to determine the cost of partial charity, multiplied by patient payments to determine the cost of paid services and multiplied by unpaid charges to determine the cost of bad debt. The cost of care for uninsured patients who do NOT qualify for charity care (full or partial bad debt accounts) are allocated to each portion (patient paid portion and unpaid portion) using the patient's uninsured payer plan CCR. For example, this CCR is multiplied by patient payments to determine the cost of paid services and multiplied by unpaid charges to determine the cost of bad debt. Much care is taken to ensure that costs used for community benefit reporting are directly related to exempt-purpose patient care (excluding physician-related costs) and that costs are reported accurately. For example, the cost of charity and Medicaid are removed from the calculation of the loss on subsidized services.
Schedule H, Part I, Line 7g		No physician clinic costs are included in the costs of subsidized health services.
Bad Debt footnote	Schedule H, Part III, Line 4	A separate footnote for bad debt expense is not included in the consolidated audited financial statements. However, beginning in 2012 Baptist Healthcare System reported the provision for uncollectible accounts related to patient service revenue as a deduction from patent service revenue. Costing methodology of bad debt is outlined in Schedule H, Part VI, line 1 The estimated amount of bad debt expense attributable to patients eligible under the organization's FAP was determined using a historical percent to total of net amounts written off as bad debt for those patients with a low propensity to pay or low income to total net amounts written off as bad debt.
Medicare Shortfall	Schedule H, Part III, Line 8	Medicare revenues and allowable costs were taken from the "as filed" Medicare cost report. Much care is taken to ensure that all adjustments to remove non-allowable costs are taken. Due to the fact that Medicare rates are non-negotiable and are established by the government, all of the shortfall for Medicare should be included as a community benefit.
Collection Practices	Schedule H, Part III, line 9b	Patients and guarantors who qualify for a "full" charity discount will not be billed once the charity determination is made. Patients and guarantors who qualify for a "partial" charity discount will be billed only for the non-discounted portion of their account. Guarantors who have an ability to pay for services will be billed based on the following guidelines. -Patients or guarantors may be asked to pay an estimated patient liability at point of service. -BHA will accept and file claims for all insurances assigned to the organization with adequate proof of coverage. This assignment does not relieve the guarantor of responsibility for payment if the insurer fails to pay as prescribed by regulation, statute or patient-insurance contract. Deductibles, co-payments and non-covered services will be the responsibility of guarantors. -Statements will be sent to guarantors once patient liability is determined for insured or uninsured patients and necessary billing follow-up calls will be made by BHA Patient Financial Services and/or a designated external early out vendor over a period of time averaging from 90 to 120 days. All statements will contain information regarding the availability of financial assistance. If applicable, effort will be made to assist uninsured patients to secure coverage through any governmental or other assistance programs. -Patients requesting detailed charge information will be provided with an itemized bill. -BHA Patient Financial Services will provide all patients the same information concerning services and charges. -Patient accounts not resolved at the end of this cycle will be considered for placement with external collection agencies. Collection agencies will continue to pursue patient balances while maintaining compliance with the Fair Debt Collection Practices Act and the ACA International's Code of Ethics and Professional Responsibility.
Facility	Part V, Section A	The facility listed in Part V includes one skilled nursing unit. Part V, Section B, Line 3 Contacts were made with the Health Departments responsible for the counties in the service area. There are three health departments responsible for the counties BHN serves: the Oldham County Public Health Department; the North Central District Health Department, which serves both Henry and Trimble Counties; and the Three Rivers Health District, which serves Carroll County. Through these contacts, the public meetings that were held, and public surveys conducted in Oldham and Carroll Counties, BHN solicited primary feedback on the health issues confronting its service area. Part V, Section B, Line 7 Substance abuse & mental health was identified as a health issue that needs to be met; however, BHN decided it was best dealt with by other agencies, such as the local health departments, Seven Counties Services, and individual physicians.
Needs Assessment	Schedule H, Part VI, line 2	Baptist Healthcare Affiliates (BHA) conducts a tri-annual planning process that is driven by the strategic vision to be the health care leader in Kentucky. Key industry and community issues (such as prominent health conditions present within each community, underserved areas and underprovided clinical services) are considered and analyzed for their impact on BHA. Frequently, outside experts reaffirm the assessment and assist in the development of plans to address the community need. A course of action, including key strategies and goals, are shared with and approved by the BHA Board.
Patient Education of Eligibility for Assistance	Schedule H, Part VI, Line 3	Following is a list of various methods/processes used to inform/educate patients on the availability of financial assistance: -financial counselors advise and/or screen uninsured patients before or during hospital services, -a third party vendor advises and/or screens uninsured patients during hospital services, -financial counselors provide follow-up contact for patients missed during services, -the State-sponsored DSH form is provided to all ER uninsured patients, -telephone calls and in-person visits are handled by staff trained to discuss financial assistance, -information regarding financial assistance is included in patient statements, -The BHA sponsored charity care program policy is posted in key areas of the hospital, -The BHA sponsored charity care program policy is posted on the website of the hospital and the System.
Community Information	Schedule H, Part VI, line 4	Baptist Healthcare Affiliates is comprised of one regional hospital. It serves a unique and separate geographic area within Kentucky. Baptist Healthcare Affiliates, doing business as Baptist Hospital Northeast (BHN) was acquired in 1992 and is located in LaGrange, Kentucky. BHN is approximately 22 miles northeast of downtown Louisville off of Interstate 71. The hospital is easily accessible from communities within Oldham County as well as the four adjacent Kentucky counties. Baptist Hospital Northeast extends Baptist Healthcare System's presence into one of the fastest growing and highest income areas within Kentucky. Approximately 10% of the population of the primary service area is over 65 and the unemployment rate is 6.7%, as compared to the national average of 8.1%. Approximately 17% of the patients seeking care at BHN are Medicaid and approximately 7% are uninsured.
Promotion of Community Health	Schedule H, Part VI, Line 5	The BHA Board of Directors is comprised of local representatives who, along with the hospital's management and employees, understand that they are responsible to provide high quality health care services to the communities they serve. Operating healthcare facilities in today's environment requires a delicate balance between producing a sufficient margin to allow for adequate staffing and investment in new technologies, while also providing enough resources to absorb the cost of care for those patients who do not have the ability to pay for the services. In 2012, because of its ability to produce a modest operating margin, BHA was able to re-invest nearly $1.5 million into the communities in new technology, construction, renovation and systems improvement. BHA reaches out to the community in many ways through: -Conducting health fairs for local schools, businesses and churches. -Participating in fund-raising and other events to help local agencies such as the American Heart Association, Metro United Way, American Cancer Society, Big Brothers and Big Sisters and the American Red Cross. -Donating hospital space for community group meetings. -Participating on community health assessment teams that are dedicated to identifying and addressing local health needs in each of the counties we serve. -Hosting educational programs, including our pre-natal classes, and Safe Sitter program. -Maintaining necessary, but unprofitable services that meet community needs. -Helping to recruit physicians to underserved areas. -Helping patients coordinate services with other healthcare providers. -Providing resources for support groups, such as cancer recovery groups. -Promoting and providing preventive care services. -Monitoring clinical outcomes in order to ensure quality care. -Committing resources to improving safety and processes of care. -Providing services conveniently accessible by patients. In addition, BHA employees volunteer thousands of hours in community services and leadership. BHA's support for community activities underscores its commitment to improving the lives of those served. Because BHA and its employees contribute so much of their time, talents and resources to serve others, communities served by BHA are better places to live and work. Quantification of many of the community benefits is detailed elsewhere in this schedule. However, what the quantifiable amount doesn't measure is the economic benefit derived by the community from BHA being one of the major employers in the area. The economic impact of the wages paid to BHA employees is significant considering the dollars they spend on food, housing, services, and other products. The Internal Revenue Service Revenue Ruling 69-545 provides that a hospital can demonstrate it has met the community benefit standard by having a full-time emergency room open to the public regardless of ability to pay for services received. BHA hospitals operate an Emergency Department that is open 24 hours a day, 365 days a year and treated almost 15,000 emergency patients during fiscal year 2012. BHA and its emergency department posts policies stating that patients will be treated regardless of their ability to pay. Depending on the severity of a patient's condition, as a service to the patient BHA may verify insurance prior to rendering services in the emergency department. Under no circumstances is emergency care delayed by discussions regarding insurance coverage or ability to pay for services. In addition, BHA does not convey or intimate in any way to any emergency medical transportation service an unwillingness to treat any particular patient in need of medical attention.
Affiliated Healthcare System	Schedule H, Part VI, line 6	Baptist Healthcare System, Inc. is a nonprofit, tax-exempt organization that owns and operates four hospitals. Baptist Healthcare Affiliates, Inc. is a nonprofit, tax-exempt affiliate that owns and operates an additional hospital. Baptist Community Health Services, Inc. is a nonprofit, tax-exempt affiliate that owns and operates rehabilitation centers, urgent care centers, and occupational and physical therapy clinics within the regions surrounding the hospitals. Baptist Medical Associates, Inc., Baptist Physicians Lexington, Inc., Baptist Physicians Southeast, Inc. and Western Baptist Medical Ventures, Inc. are nonprofit, tax-exempt affiliates that own and operate physician practices. Baptist Healthcare Foundation, Inc., Baptist Hospital Foundation of Greater Louisville, Inc., Central Baptist Hospital Foundation, Inc., Lexington Cardiac Research Foundation, Inc., and Western Baptist Hospital Foundation, Inc. are nonprofit, tax-exempt affiliate corporations. Bluegrass Family Health, Inc. (BFH) is a nonprofit, taxable affiliate health maintenance organization. Baptist Ventures, Inc. is a for-profit, affiliate corporation. Baptist Physicians' Surgery Center is a for-profit limited liability corporation, of which Baptist Community Health Services, Inc. owns 53%. PET/CT Management, LLC is a for-profit limited liability corporation, of which Baptist Healthcare System, Inc. owns 83%. Corbin Long Term Acute Care, LLC is a limited liability corporation of which Baptist Community Health Services, Inc. is the sole member. Baptist Eastpoint Surgery Center, LLC is a limited liability company which as of August 31, 2012 Baptist Community Health Services, Inc. owns 77%. Baptist Health Network, Inc., formed in 2010, is a non-profit corporation in which BHS is the sole member. Baptist Health Network, Inc. is a network of healthcare providers, hospitals and physicians. Baptist Health Network's activities and purposes serve to support the charitable activities and operations of BHS. Purchase Health Quality Collaborative, LLC ("PHQC"), formed in 2011, is a non-profit limited liability company whose sole member is BHS. PHQC was formed to support a physician/hospital network established by PHP, working with Western to engage in clinical integration activities. St. Matthews Surgery Center, LLC is a limited liability company formed in October 2011 which as of August 31, 2012 Baptist Community Health Services, Inc. owns 51%. Mercy Regional Emergency Medical System, LLC ("MREMS"), formed in 1996, is a non-profit taxable corporation, which owns and operates an ambulance service in McCracken County, Kentucky in the service area of Western. BHS owns a 50% interest in MREMS and the remaining 50% interest is owned by Mercy Health System, Inc. d.b.a. Lourdes Hospital. All entities are located in the Commonwealth of Kentucky. All entities described in Schedule H, Part VI, line 6 contributed a combined community benefit amount as follows: Charity care at cost $41,631,000 Unreimbursed Medicaid 27,201,000 Community health improvement 2,963,000 Health professions education 380,000 Subsidized health services 16,805,000 Cash and in-kind contributions 1,077,000 ----------- Total community benefit $90,057,000 Other items that also contribute to the benefit of the community: Bad debt at cost $21,049,000 Unreimbursed Medicare $89,034,000

Schedule H (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
Baptist Healthcare Affiliates Inc

Employer identification number
61-1226399

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) Oldham Chamber of CommercePO Box 366 LaGrange,KY40031	61-1243293	501(c)(6)	6,400	General support

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	(d)Amount of non-cash assistance	(e)Method of valuation (book, FMV, appraisal, other)	(f)Description of non-cash assistance

Part IV

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

Identifier	Return Reference	Explanation
Description of Organization's Procedures for Monitoring the Use of Grants	Form 990, Schedule I	Baptist Healthcare Affiliates provides only direct charitable contributions; therefore, no monitoring of charitable contributions is performed.

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

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

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? ........

Yes

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

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.

For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

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

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

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

For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

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

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

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

For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in 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) Tommy J Smith	(i) (ii)	0 912,570	0 243,713	0 126,081	0 118,149	0 36,053	0 1,436,566	0 89,386
(2) Chris Roty	(i) (ii)	0 282,527	0 39,383	0 9,691	0 20,131	0 24,528	0 376,260	0 0
(3) Carl G Herde	(i) (ii)	0 512,188	0 99,830	0 48,816	0 62,683	0 32,221	0 755,738	0 0
(4) Janet Norton	(i) (ii)	0 372,228	0 76,085	0 68,128	0 22,992	0 29,502	0 568,935	0 0
(5) Susanne Haynes	(i) (ii)	0 171,620	0 17,163	0 4,604	0 16,404	0 10,443	0 220,234	0 0
(6) Madonna Ringswald	(i) (ii)	258,761 0	0 0	0 0	17,505 0	26,447 0	302,713 0	0 0
(7) Michelle Lewis	(i) (ii)	208,663 0	0 0	0 0	14,523 0	11,147 0	234,333 0	0 0
(8) Rusty Ellis	(i) (ii)	201,921 0	0 0	0 0	13,657 0	30,775 0	246,353 0	0 0
(9) Jean Harden	(i) (ii)	145,561	9,657	7,314	15,559	12,301	190,392	0
(10) James T Allen	(i) (ii)	161,134			13,102	24,926	199,162

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
CEO compensation	Schedule J, Part I, Line 3	Baptist Healthcare System, a related organization of Baptist Healthcare Affiliates, uses the following methods to establish the compensation of the organization's CEO: -Compensation Committee -Independent Compensation Consultant -Written Employment Contract -Compensation Survey or Study -Approval by the Board/Compensation Committee -Form 990 of Other Organizations
Supplemental Compensation Information	Schedule J, Part I, Line 4b	During calendar year 2011, five officers of BHS (one of which was an officer of BHA) received a payout from a Supplemental Executive Retirement Plan, a nonqualified deferred compensation plan. The Plan is offered to a select group of management as determined by the BHS Executive Benefits Committee. The amounts paid during 2011 were previously reported as compensation on the 990 and were included in W-2 wages in 2011, reported in Schedule J, Part II, column (F) and is a portion of the amount reported in column B (iii). The following individual received a payout from a Supplemental Executive Retirement Plan, a nonqualified deferred compensation plan: -Tommy Smith - 89,386 In addition, all five officers (two of which are officers of BHA) who participate in the Supplemental Executive Retirement Plan accrued amounts for 2012 which is a portion of the amount reported as deferred compensation in Schedule J, column C. Other retirement and deferred compensation reported in Schedule J, column C include amounts for the Retirement Accumulation Plan and Thrift Plan. The following individuals participated in and accrued amounts from the Supplemental Executive Retirement Plan: -Tommy Smith - 92,217 -Carl Herde - 38,221
Supplemental Compensation Information	Form 990, Part VII	James Morris began serving as Assistant Treasurer as of 1/26/12. Compensation reported on Part VII is through calendar year end 12/31/11. As such, Mr. Morris is not reflecting compensation for the current year.

Schedule J (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

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

Identifier	Return Reference	Explanation
Description of Relationships	Form 990, Part VI, Sect A, Line 2	The Board of Directors and Officers are made up of executives from related organizations. The following individuals have a business relationship in that they serve on the Board of Directors of the organization and are officers and/or directors of a related organization: Tommy Smith, Janet Norton, Carl Herde, and James Morris.
Description of Classes of Members or Stockholders	Form 990, Part VI, Sect A, Line 6	Baptist Healthcare System, Inc. (EIN: 61-0444707) is the sole member of the Corporation.
Description of Classes of Persons and the Nature of Their Rights	Form 990, Part VI, Sect A, Line 7a	The sole member appoints all Directors.
Descr Classes of Persons, Decisions Requiring Appr & Type of Voting Rights	Form 990, Part VI, Sect A, Line 7b	The consent & approval of the sole member shall be required for all major corporate actions, and any act the result of which would be to: (a) amend, repeal or alter the articles of incorporation or bylaws; (b) merge or consolidate or agree to merge or consolidate the corporation with or into any other organization; (c) liquidate, reorganize or recapitalize the corporation; (d) adopt the corporation's annual operating budget & capital expenditures budget; (e) create or incur any unbudgeted indebtedness which exceeds $100,000; (f) make any unbudgeted capital expenditure which exceeds $100,000; (g) other than acquiring marketable securities held for investment purposes, acquire the stock of any corporation or invest in or acquire an interest in any business enterprise; (h) sell or agree to sell or otherwise dispose of all or a substantial part of the assets of the corporation or any investment or interest in any business enterprise, other than marketable securities disposed of in the ordinary course of the corporation's activities.
DESCRIBE THE PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW 990	Form 990, Part VI, Sect B, line 11b	A copy of the 990 is provided to the board of directors prior to the filing of the return. Any questions or comments are addressed by explanation or a change to the form.
DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST	Form 990, Part VI, Sect B, line 12c	Annually, the secretary of Baptist Healthcare System, Inc. (BHS) sends out a conflict of interest questionnaire to each of the directors and officers serving on the board of BHA. After completion, they are returned to the secretary and reviewed by the Board or the Governance Effectiveness Committee for any potential conflicts. A conflict of interest is any circumstance, relationship (financial or otherwise), activity or decision (made in the course of governance, management or professional responsibilities or otherwise) that adversely influences or appears to adversely influence the ability of a Covered Person to: 1) make objective decisions on behalf of BHA and/or 2) act in the best interests of BHA in a manner consistent with the tax-exempt purposes of BHA. The Board or Committee will determine by a majority vote of disinterested directors whether the disclosed Financial or Special Interest may result in a Conflict of Interest.
COMPENSATION DETERMINATION PROCESS	Form 990, Part VI, Sect B, line 15a & 15b	The President & CEO of Baptist Healthcare Affiliates, Inc.(BHA) is not an employee of BHA, but is an employee of Baptist Healthcare System, Inc., a tax-exempt 501(c)(3) organization which is the sole member of BHA. The President & CEO is compensated by Baptist Healthcare System, Inc. Annually in September, the Baptist Healthcare System, Inc. Compensation Committee reviews the compensation, including base compensation and incentive compensation for the CEO and all officers and key employees of Baptist Healthcare System, Inc. except for the Secretary and Assistant Secretary. Compensation for these employees is reviewed and approved by the CEO of Baptist Healthcare System, Inc. The Baptist Healthcare System, Inc. Compensation Committee is comprised of independent Board Members. The Committee retains a Compensation Consultant to advise the Committee and who provides data as to comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated healthcare organizations. The Committee reviews this information in approving annual base and incentive compensation and other items of reportable compensation described on Schedule J of the IRS Form 990. The decisions of the Committee regarding compensation are contemporaneously documented in the minutes of the Committee. Annually, the Committee Chairperson and the Compensation Consultant provide a report on executive compensation to the full Board of Directors of Baptist Healthcare System, Inc. With the exception of Lisa Shea, Assistant Secretary, officers of Baptist Healthcare Affiliates, Inc.(BHA) are not employees of BHA nor are they compensated by BHA. The BHA officers are employees of Baptist Healthcare System, Inc. (BHS) and are compensated by BHS. The compensation of these officers is either reviewed and approved by the Compensation Committee of the BHS Board or are reviewed and approved by the BHS President & CEO.
AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC	FORM 990, PART VI, SECT C LINE 19	The organization will provide any documents open to public inspection upon request.
HOURS WORKED FOR RELATED ORGANIZATION	Form 990, Part VII	Officers for Baptist Healthcare Affiliates, Inc. provide services to Baptist Healthcare System, Inc. and its subsidiaries. Hours worked are not tracked on an entity by entity basis. Therefore, all officers' hours reported on Form 990, Part VII, Compensation of Officers, Directors, Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors represent aggregate hours worked per week for all entities. OFFICER COMPENSATION: Form 990, Part IX, Line 5 Certain officers of Baptist Healthcare Affiliates (BHA) were paid by Baptist Healthcare System (61-0444707). The salary expense was allocated 100% to BHA and included in total salary expense on Part IX.
Other Changes in Net Assets	Form 990, Part XI, Line 5	Funding for Strategic and Capital Needs ($412,182)
Explanation of Audited Financial Statements	Form 990, Part IV, Line 20b	The activity of Baptist Healthcare Affiliates (BHA) is reported in the consolidated financial statements of Baptist Healthcare System, Inc. (BHS). No individual audit of BHA is completed. Therefore, the attached audited financial statements are of BHS (which include the activity of BHA).

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

Baptist Healthcare Affiliates Inc

Employer identification number

61-1226399

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) Baptist Healthcare System Inc 2701 Eastpoint Parkway Louisville,KY40223 61-0444707	Hospital	KY	501(c)(3)	Line 3	NA		No
(2) Lexington Cardiac Research Fnd Inc 1740 Nicholasville Rd Lexington,KY40503 20-4242792	Med research	KY	501(c)(3)	Line 11A	BHSI	Yes
(3) Western Baptist Hospital Foundation Inc 2501 Kentucky Ave Paducah,KY42003 26-4057759	Fundraising	KY	501(c)(3)	Line 11a	BHSI	Yes
(4) Mercy Reg Emergency Med Sys LLC 126 Lone Oak Rd Paducah,KY42001 61-1310466	Amb SRVCS	KY	501(c)(3)	Line 11a	BHSI	Yes
(5) Baptist Community Health Services Inc 2701 Eastpoint Parkway Louisville,KY40223 61-1141242	Med SRVCS	KY	501(c)(3)	Line 11a	BHSI	Yes
(6) Baptist Medical Associates Inc 2701 Eastpoint Parkway Louisville,KY40223 20-5497203	Phys SRVCS	KY	501(c)(3)	Line 3	BHSI	Yes
(7) BAPTIST PHYSICIANS LEXINGTON INC 2701 Eastpoint Parkway Louisville,KY40223 20-5494939	Phys SRVCS	KY	501(c)(3)	Line 3	BHSI	Yes
(8) Baptist Physicians Southeast Inc 2701 Eastpoint Parkway Louisville,KY40223 26-0766344	Phys SRVCS	KY	501(c)(3)	Line 3	BHSI	Yes
(9) Western Baptist Medical Ventures Inc 2701 Eastpoint Parkway Louisville,KY40223 61-1194899	Phys SRVCS	KY	501(c)(3)	Line 3	BHSI	Yes
(10) Baptist Healthcare Foundation Inc 2701 Eastpoint Parkway Louisville,KY40223 31-1122867	Fundraising	KY	501(c)(3)	Line 11a	BHSI	Yes
(11) Baptist Hosp Fnd of Grt Louisville Inc 4000 Kresge Way Louisville,KY40207 20-0292291	Fundraising	KY	501(c)(3)	Line 11a	BHSI	Yes
(12) Central Baptist Hospital Foundation Inc 1740 Nicholasville Rd Lexington,KY40503 61-1480774	Fundraising	KY	501(c)(3)	Line 11a	BHSI	Yes

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	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) Baptist EastMilestone LLC 750 Cypress Station Dr Louisville,KY40207 61-1355065	Fitness center	KY	NA	N/A
(2) Baptist Physicians' Surgery Center LLC 1720 Nicholasville Rd 101 Lexington,KY40503 04-3665929	Amb Surg Ctr	KY	NA	N/A
(3) Baptist Eastpoint Surgery Center LLC 2400 Eastpoint Parkway Louisville,KY40223 26-0834852	Amb Surg Ctr	KY	NA	N/A
(4) Medical Associates of Middletown LLC 4000 Kresge Way Louisville,KY40207 20-0399400	Med Office Bldg	KY	NA	N/A
(5) PETCT Management LLC 7807 Shelbyville Rd Ste 201 Louisville,KY40222 20-0154982	MGMT/EQUIP SVCS	KY	NA	N/A
(6) St Matthews Surgery Center LLC 4130 Dutchmans Lane Ste 200 Louisville,KY40207 45-3714318	Amb Surg Ctr	KY	NA	N/A

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)
(1) Baptist Ventures Inc 2701 Eastpoint Parkway Louisville,KY40223 61-1217018	Management Co.	KY	N/A	C Corp
(2) Baptist Health Network Inc 4000 Kresge Way Louisville,KY40207 27-2939694	ACO	KY	N/A	C Corp
(3) Bluegrass Family Health Inc 651 Perimeter Park Ste 300 Lexington,KY40517 61-1241101	Insurance	KY	N/A	C CORP

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

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

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

Yes

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

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

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

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) . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

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

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of other organization	(b) Transaction type(a-r)	(c) Amount involved	(d) Method of determining amount involved
(1) Baptist Healthcare System Inc	o	5,454,625	cost
(2) Baptist Healthcare System Inc	q	1,489,001	cost
(3) Baptist Healthcare System Inc	r	379,342	cost
(4) Baptist Physicians Lexington Inc	q	348,818	cost
(5) Baptist Medical Associates Inc	q	140,422	cost
(6) Baptist Emergency Medical Services Inc	q	100,521	cost

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 Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: Provide high quality healthcare in an atmosphere which upholds basic Christian values.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a).....	3	10
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	9
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...	5	546
6	Total number of volunteers (estimate if necessary) ....	6	52
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	54,098	48,167
9	Program service revenue (Part VIII, line 2g) .........	49,083,312	47,941,499
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	-8,302	8,840
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	316,886	-191,210
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	49,445,994	47,807,296
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	106,682	56,949
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	26,017,773	25,916,158
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	25,583,355	23,528,345
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	51,707,810	49,501,452
19	Revenue less expenses. Subtract line 18 from line 12.......	-2,261,816	-1,694,156
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	46,511,416	43,449,054
21	Total liabilities (Part X, line 26).............	62,150,354	61,194,330
22	Net assets or fund balances. Subtract line 21 from line 20.....	-15,638,938	-17,745,276

Sign Here

	Signature of officer	Date

	Type or print name and title.


4a	(Code: ) (Expenses $ 43,059,984 including grants of $ 56,949 ) (Revenue $ 47,941,499 )
	Baptist Healthcare Affiliates (BHA), d/b/a Baptist Hospital Northeast is a 100% owned and controlled subsidiary of Baptist Healthcare System, Inc. Since its inception in 1924, Baptist Healthcare System, Inc. and its affiliated organizations (Baptist) are dedicated to providing accessible, quality healthcare to all patients regardless of their ability to pay. VISION The vision of BHA is to be the healthcare leader in Kentucky. Having earned a reputation of providing high quality patient care and utilizing the latest in medical technology, patients seek out the BHA facility for their care. BHA Statistics Licensed Beds 120 Beds Employees 573 Employees Admitting Physicians 65 Doctors Inpatient Care 3,397 Admissions/17,575 Days Obstetric (Deliveries) 514 Babies Emergency Visits 14,969 Registrations Outpatient Visits 43,611 Hospital Visits MISSION As indicated by its mission statement, BHA strives to continue its "Christian heritage of service and to enhance the health of the people and the communities we serve." BHA is organized and operated exclusively for the benefit of the community and the hospital is considered a valuable community asset. The BHA Board of Directors is comprised of local representatives who, along with the hospital's management and employees, understand that they are responsible to the community for providing high quality health care services. Over the years, BHA has gained a reputation for providing compassionate, high quality, cost efficient, patient friendly care. RESPONSIVE TO COMMUNITY NEED Operating healthcare facilities in today's environment requires a delicate balance between producing a sufficient margin to allow for adequate staffing and investment in new technologies, while also providing enough resources to absorb the cost of care for those patients who do not have the ability to pay for the services. In 2012, despite a loss from hospital operations, BHA invested nearly $1.5 million into the communities in new technology, construction, renovation and systems improvement. Because of the need to generate a modest margin while caring for all patients, BHA strives to fulfill its community responsibility of collecting appropriate reimbursement from all patients who have the necessary resources while providing a generous, yet accountable charity care policy to assist those patients who do not have the means to pay for the services rendered. (See Schedule H for details regarding the Charity Care Policy). From a broad perspective, BHA consistently provides a high level of quality care to every patient and enhances the health of the people it serves through health promotions, health screenings, medical research, and training of health professionals. Other community benefits include: - Maintaining necessary, but unprofitable services that meet community needs - Helping to recruit physicians to underserved areas - Helping patients coordinate services with other healthcare providers - Providing resources for support groups - Promoting and providing preventive care services - Monitoring clinical outcomes in order to ensure quality care - Committing resources to improving safety and processes of care - Providing services conveniently accessible by patients In addition, BHA employees volunteer hundreds of hours in community services and leadership. BHA's support for community activities underscores its commitment to improving the lives of those served. Because BHA and its employees contribute so much of their time, talents and resources to serve others, communities served by BHA are better places to live and work. Quantification of many of the community benefits is detailed on Schedule H. However, what the Statement of Program Service Accomplishments doesn't measure is the economic benefit derived by the community from BHA being one of the major employers in the area. The economic impact of the wages paid to BHA employees is significant considering the dollars they spend on food, housing, services, and other products. ACCOUNTABILITY TO THE BROADER COMMUNITY As previously noted, the BHA Board of Directors embraces its responsibility to represent the broader community in guiding BHA in its provision of healthcare services. The Board meets periodically to provide oversight as to how best to continue to serve each community. Regularly scheduled meetings of the Baptist Healthcare Affiliates, Inc. Board occur quarterly.

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












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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses$ 43,059,984

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	1,047,892	2,984,627	576,806

(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) James Morris Asst Treasurer (eff 01/26/12)	40.0	X		0	0	0
(19) Lisa Shea Asst Secretary	40.0	X		43,381	0	23,758
(20) Madonna Ringswald Physician	40.0		X	258,761	0	43,952
(21) Michelle Lewis Physician	40.0		X	208,663	0	25,670
(22) Rusty Ellis Physician	40.0		X	201,921	0	44,432
(23) Jean Harden VP Human Resources	40.0		X	162,532		27,860
(24) James T Allen Pharmacy	40.0		X	161,134		38,028

				(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		21,915
e	Government grants (contributions)1e

f	All other contributions, gifts, grants, and similar amounts not included above1f		26,252
g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			48,167
			Business Code
2a	INS. & PATIENT PMTS.		621,300	27,001,345	27,001,345
b	MEDICARE/MEDICAID PMTS.		621,300	19,885,283	19,885,283
c	MOB & OTHER RENTAL INC		900,099	541,318	541,318
d	AMBULANCE SERVICE		621,910	512,932	512,932
e	OTHER		900,004	621	621
f	All other program service revenue .
g	Total. Add lines 2a–2f........			47,941,499
3	Investment income (including dividends, interest
	and other similar amounts).....			3,636			3,636
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties............			0
		(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		6,700
b	Less: cost or other basis and sales expenses		1,499
c	Gain or (loss)		5,201
d	Net gain or (loss)..........			5,204			5,204
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..			0
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...			0
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..			0
Miscellaneous Revenue			Business Code
11a	CAFE/COFFEE SHOP		722,100	131,068			131,068
b	GIFT SHOP		900,099	15,325			15,325
c	OTHER		900,099	-337,603			-337,603
d	All other revenue ....
e	Total. Add lines 11a–11d ......			-191,210
12	Total revenue. See Instructions....			47,807,296	47,941,499		-182,370


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			800	1	750
2	Savings and temporary cash investments .......			2,209,764	2	164,746
3	Pledges and grants receivable, net .........			0	3	0
4	Accounts receivable, net .........			7,029,781	4	5,896,106
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........			0	5	0
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 ..........			0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			938,326	8	1,049,104
9	Prepaid expenses and deferred charges ............			103,769	9	119,254
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	67,155,645
b	Less: accumulated depreciation. .....	10b	38,961,856	29,605,873	10c	28,193,789
11	Investments—publicly traded securities ..........			0	11	0
12	Investments—other securities. See Part IV, line 11 ......			0	12	0
13	Investments—program-related. See Part IV, line 11 ..			5,952,222	13	6,259,770
14	Intangible assets .........			0	14	0
15	Other assets. See Part IV, line 11 ...........			670,881	15	1,765,535
16	Total assets. Add lines 1 through 15 (must equal line 34)...			46,511,416	16	43,449,054
17	Accounts payable and accrued expenses .			4,555,680	17	3,847,378
18	Grants payable ..........			0	18	0
19	Deferred revenue ..........			0	19	0
20	Tax-exempt bond liabilities ..........			0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
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.....			57,594,674	25	57,346,952
26	Total liabilities. Add lines 17 through 25.....			62,150,354	26	61,194,330
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....			-15,825,631	27	-17,936,799
28	Temporarily restricted net assets .....			186,693	28	191,523
29	Permanently restricted net assets .....			0	29	0
	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 .....			-15,638,938	33	-17,745,276
34	Total liabilities and net assets/fund balances .....			46,511,416	34	43,449,054