TY 2017 Form 990

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)
(1) DAVID W RATTNER MD...................................................................... DIRECTOR (AS OF 07/01/2018)	1.00 ................. 50.00	X	953,008	62,911
(2) JERROLD F ROSENBAUM MD...................................................................... DIRECTOR (UNTIL 06/30/2018)	1.00 ................. 50.00	X	510,025	57,144
(3) YOLONDA LORIG COLSONMDPHD...................................................................... DIRECTOR (UNTIL 07/01/2018)	1.00 ................. 50.00	X	474,925	61,881
(4) KATHRYN A BRITTON MD...................................................................... DIRECTOR (UNTIL 06/30/2018)	1.00 ................. 50.00	X	387,703	26,822
(5) EARL M COLLIER JR...................................................................... DIRECTOR (UNTIL 06/30/2018)	1.00 ................. 1.00	X	0	0
(6) WILLIAM MAURICE COWAN...................................................................... DIRECTOR	1.00 ................. 1.00	X	0	0
(7) ANNE M FINUCANE...................................................................... DIRECTOR	1.00 ................. 1.00	X	0	0
(8) JOHN F FISH...................................................................... DIRECTOR (AS OF 01/17/2018)	1.00 ................. 1.00	X	0	0
(9) WYCLIFFE K GROUSBECK...................................................................... DIRECTOR (AS OF 03/27/2018)	1.00 ................. 1.00	X	0	0
(10) SUSAN J HOCKFIELD PHD...................................................................... DIRECTOR	1.00 ................. 0.00	X	0	0
(11) RICHARD E HOLBROOK...................................................................... DIRECTOR	1.00 ................. 1.00	X	0	0
(12) ALBERT A HOLMAN III...................................................................... DIRECTOR (AS OF 06/26/2018)	1.00 ................. 1.00	X	0	0
(13) JAMES L KAPLAN PHD...................................................................... DIRECTOR (AS OF 06/27/2018)	1.00 ................. 1.00	X	0	0
(14) EDWARD P LAWRENCE ESQ...................................................................... DIRECTOR (AS OF 06/30/2018)	1.00 ................. 1.00	X	0	0
(15) CARL J MARTIGNETTI...................................................................... DIRECTOR	1.00 ................. 1.00	X	0	0
(16) CATHY E MINEHAN...................................................................... DIRECTOR	1.00 ................. 1.00	X	0	0
(17) DIANE B PATRICK ESQ...................................................................... DIRECTOR	1.00 ................. 1.00	X	0	0

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(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)	(F) Estimated amount of other compensation from the organization and related organizations
(18) PAMELA D A REEVE........................................................................ DIRECTOR	1.00 .......................1.00	X				0	0
(19) SCOTT A SCHOEN........................................................................ DIRECTOR	1.00 .......................1.00	X				0	0
(20) ALEXANDER L THORNDIKE........................................................................ DIRECTOR	1.00 .......................1.00	X				0	0
(21) GWILL YORK........................................................................ DIRECTOR	1.00 .......................1.00	X				0	0
(22) SCOTT M SPERLING........................................................................ CHAIRMAN (AS OF 01/01/2018)	1.00 .......................1.00	X				0	0
(23) DAVID F TORCHIANA MD........................................................................ PRESIDENT & CEO	50.00 .......................1.00		X			6,075,834	52,251
(24) PETER K MARKELL........................................................................ TREASURER	50.00 .......................1.00		X			5,293,969	51,722
(25) MAUREEN GOGGIN........................................................................ SECRETARY	50.00 .......................1.00		X			172,197	38,297
(26) JOHN R BARKER........................................................................ CHIEF INVESTMENT OFFICER	50.00 .......................1.00			X		2,747,470	19,763
(27) GREGG S MEYER MD........................................................................ CHIEF CLINICAL OFFICER	50.00 .......................1.00			X		1,403,206	622,232
(28) JOSEPH CABRAL........................................................................ CHIEF HR OFFICER (UNTIL 12/14/17)	50.00 .......................1.00			X		1,334,641	27,665
(29) ANNE KLIBANSKI MD........................................................................ CHIEF ACADEMIC OFFICER	50.00 .......................1.00			X		975,365	57,402
(30) JAMES W NOGA........................................................................ VICE PRESIDENT & CIO	50.00 .......................1.00			X		974,007	58,352
(31) ROSEMARY R SHEEHAN........................................................................ CHIEF HR OFFICER (AS OF 5/1/2018)	50.00 .......................1.00			X		523,823	55,311
(32) ELIZABETH L BALDWIN........................................................................ PORTFOLIO MANAGER	50.00 .......................1.00				X	1,212,912	58,105
(33) CHRISTOPHER MARK COBURN........................................................................ CHIEF INNOVATION OFFICER	50.00 .......................1.00				X	1,016,771	47,460
(34) KATHERINE L KAMM........................................................................ PORTFOLIO MANAGER	50.00 .......................1.00				X	904,752	17,522
(35) SEAN P BLATCHLEY........................................................................ PORTFOLIO MANAGER	50.00 .......................1.00				X	820,646	50,630
(36) ROGER KITTERMAN........................................................................ VICE PRESIDENT	50.00 .......................1.00				X	772,293	46,631

(A) Name and business address	(B) Description of services	(C) Compensation
ACCENTURE LLP PO BOX 70629 CHICAGO,IL60673	CONSULTING SERVICES	36,768,052
MCKINSEY & CO INC 280 CONGRESS ST 1100 BOSTON,MA02210	CONSULTING SERVICES	24,070,000
RANDSTAD PO BOX 7247-6655 PHILADELPHIA,PA191706655	STAFFING SERVICES	21,220,517
SUFFOLK CONSTRUCTION CO 99 CONIFER HILL DRIVE DANVERS,MA606895330	CONSTRUCTION SERVICES	17,390,032
HEALTH CATALYST 3165 MILLROCK DR SALT LAKE CITY,UT84121	TECHNOLOGY SERVICES	3,275,531
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 86

- 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.
right arrow

Attach to Form 990 or Form 990-EZ.
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Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

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 12, check only one box.)

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

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990 or 990-EZ).)

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 agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

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. See section 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 in lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations ...............................

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

(i) Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i) Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2019

Page 2

Part II

Support Schedule for Organizations Described in Sections 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 failed to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2015	(b) 2016	(c) 2017	(d) 2018	(e) 2019	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..	159,546,959	183,067,721	225,341,569	268,658,863	284,715,358	1,121,330,470
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	159,546,959	183,067,721	225,341,569	268,658,863	284,715,358	1,121,330,470
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.						1,121,330,470

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2015	(b) 2016	(c) 2017	(d) 2018	(e) 2019	(f) Total
7	Amounts from line 4..	159,546,959	183,067,721	225,341,569	268,658,863	284,715,358	1,121,330,470
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	14,350,212	61,995,189	6,775,055	903,879	3,344,453	87,368,788
9	Net income from unrelated business activities, whether or not the business is regularly carried on..		0	0	429,083	3,382,175	3,811,258
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
11	Total support. Add lines 7 through 10						1,212,510,516

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

626,079,064

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

Section C. Computation of Public Support Percentage

Public support percentage for 2019 (line 6, column (f) divided by line 11, column (f)) .........

92.480 %

Public support percentage for 2018 Schedule A, Part II, line 14 ...............

90.470 %

16a

33 1/3% support test—2019. 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—2018. If the organization did not check a 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—2019. 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 VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2018. 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 VI 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) 2019

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 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) 2015	(b) 2016	(c) 2017	(d) 2018	(e) 2019	(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) 2015	(b) 2016	(c) 2017	(d) 2018	(e) 2019	(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 VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

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

Section C. Computation of Public Support Percentage

Public support percentage for 2019 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2018 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2019 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2018 Schedule A, Part III, line 17 .............

19a

331/3% support tests—2019. 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—2018. 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) 2019

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked 12a of Part I, complete Sections A and B. If you checked 12b of Part I, complete Sections A and C. If you checked 12c of Part I, complete Sections A, D, and E. If you checked 12d of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked 12a or 12b in Part I, answer (b) and (c) below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer (b) and (c) below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined in line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined in line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Schedule A (Form 990 or 990-EZ) 2019

Page 5

Part IV

Supporting Organizations (continued)

Yes

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization?

11a

A family member of a person described in (a) above?

11b

A 35% controlled entity of a person described in (a) or (b) above? If “Yes” to a, b, or c, provide detail in Part VI.

11c

Section B. Type I Supporting Organizations

Yes

Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in (2), did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer (a) and (b) below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described in (a) constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer (a) and (b) below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.

Schedule A (Form 990 or 990-EZ) 2019

Page 6

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970 (explain in Part VI). See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by .035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6

Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990 or 990-EZ) 2019

Page 7

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations(continued)

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity
3 Administrative expenses paid to accomplish exempt purposes of supported organizations
4 Amounts paid to acquire exempt-use assets
5 Qualified set-aside amounts (prior IRS approval required)
6 Other distributions (describe in Part VI). See instructions
7Total annual distributions. Add lines 1 through 6.
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions
9 Distributable amount for 2019 from Section C, line 6
10 Line 8 amount divided by Line 9 amount

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2019	(iii) Distributable Amount for 2019
1 Distributable amount for 2019 from Section C, line 6
2 Underdistributions, if any, for years prior to 2019 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2019:
a From 2014.......
b From 2015.......
c From 2016.......
d From 2017.......
e From 2018.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2019 distributable amount
i Carryover from 2014 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.
4Distributions for 2019 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2019 distributable amount
c Remainder. Subtract lines 4a and 4b from 4.
5 Remaining underdistributions for years prior to 2019, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions.
6 Remaining underdistributions for 2019. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions.
7 Excess distributions carryover to 2020. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2015.....
b Excess from 2016.....
c Excess from 2017.....
d Excess from 2018.....
e Excess from 2019.....

Schedule A (Form 990 or 990-EZ) (2019)

Schedule A (Form 990 or 990-EZ) 2019

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation

Schedule A (Form 990 or 990-EZ) 2019

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.

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2019

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

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, contributions totaling $5,000 or more (in money or other property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) 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), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions 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 an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled 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. Don't complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Arrow Bullet

Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't 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 its Form 990PF, Part I, line 2, to certify that it doesn't 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) (2019)

Schedule B (Form 990, 990-EZ, or 990-PF) (2019) Page 2

Name of organization PARTNERS HEALTHCARE SYSTEM INC

Part I Contributors	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
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2019)

Schedule B (Form 990, 990-EZ, or 990-PF) (2019)

Page 3

Name of organization PARTNERS HEALTHCARE SYSTEM INC		Employer identification number 04-3230035

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) (2019)

Schedule B (Form 990, 990-EZ, or 990-PF) (2019)

Page 4


Name of organization PARTNERS HEALTHCARE SYSTEM INC			Employer identification number 04-3230035
Part III Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. 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.) $ 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) (2019)

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

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

If the organization answered "Yes" on 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" on 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" on Form 990, Part IV, Line 5 (Proxy Tax) (see separate instructions) or Form 990-EZ, Part V, line 35c (Proxy Tax) (see separate instructions), then
Round Bullet

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

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

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 (see instructions for definition of “political campaign activities")

Political campaign activity expenditures (see instructions) .................................................................... SchCMd Bullet

Volunteer hours for political campaign activities (see instructions) ..................................................................

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-.
1
2
3
4
5
6

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2019

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 SchCMd Bullet

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 SchCMd Bullet

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 separate instructions for lines 2a through 2f.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) Total

2a	Lobbying nontaxable 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) 2019

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 on lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.

(a)

Yes|No

(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)? ........

Yes

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

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

Yes

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

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

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

Yes

1,463,432

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

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

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

1,463,432

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

Provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; Part II-A (affiliated group list); Part II-A, lines 1 and 2 (see instructions), and Part ll-B, line 1. Also, complete this part for any additional information.

Return Reference	Explanation
LOBBYING EXPENSES	THE CORPORATION MAY ON OCCASION CONTACT ITS EMPLOYEES WITH A VOLUNTARY OPPORTUNITY TO PARTICIPATE IN THE CONVERSATION TO PROTECT AGAINST CUTS IN FEDERAL FUNDING THAT WOULD HAVE AN ADVERSE IMPACT ON THE CORPORATION AND ITS AFFILIATES AS WELL AS THE PACE OF MEDICAL ADVANCES, THE ECONOMY, AND THE GLOBAL COMPETITIVENESS OF THE CORPORATION. THE CORPORATION MAY ON OCCASION REVIEW PROPOSED LEGISLATION FOR THE PURPOSE OF DETERMINING THE EFFECT UPON ITS TAX-EXEMPT PURPOSES. THE CORPORATION MAY ON OCCASION ALSO APPEAR BEFORE A LEGISLATIVE COMMITTEE, CONFER WITH LEGISLATORS OR OTHERWISE ATTEMPT TO INFLUENCE LEGISLATION. HOWEVER, IT WILL NOT PARTICIPATE, IN ANY WAY, IN POLITICAL CAMPAIGNS. THE CORPORATION'S INVOLVEMENT IN LEGISLATIVE ACTIVITIES CONSTITUTES AN INSUBSTANTIAL PART OF ITS ACTIVITIES.

Return Reference

Explanation

LOBBYING EXPENSES

THE CORPORATION MAY ON OCCASION CONTACT ITS EMPLOYEES WITH A VOLUNTARY OPPORTUNITY TO PARTICIPATE IN THE CONVERSATION TO PROTECT AGAINST CUTS IN FEDERAL FUNDING THAT WOULD HAVE AN ADVERSE IMPACT ON THE CORPORATION AND ITS AFFILIATES AS WELL AS THE PACE OF MEDICAL ADVANCES, THE ECONOMY, AND THE GLOBAL COMPETITIVENESS OF THE CORPORATION. THE CORPORATION MAY ON OCCASION REVIEW PROPOSED LEGISLATION FOR THE PURPOSE OF DETERMINING THE EFFECT UPON ITS TAX-EXEMPT PURPOSES. THE CORPORATION MAY ON OCCASION ALSO APPEAR BEFORE A LEGISLATIVE COMMITTEE, CONFER WITH LEGISLATORS OR OTHERWISE ATTEMPT TO INFLUENCE LEGISLATION. HOWEVER, IT WILL NOT PARTICIPATE, IN ANY WAY, IN POLITICAL CAMPAIGNS. THE CORPORATION'S INVOLVEMENT IN LEGISLATIVE ACTIVITIES CONSTITUTES AN INSUBSTANTIAL PART OF ITS ACTIVITIES.

Schedule C (Form 990 or 990EZ) 2019

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," on 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

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public Inspection

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .........
2	Aggregate value of contributions to (during year)
3	Aggregate value of 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" on 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 7/25/06, 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, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, handling of violations, 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 section 170(h)(4)(B)(ii)? .............................

Yes No

In Part XIII, 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" on Form 990, Part IV, line 8.

If the organization elected, as permitted under FASB 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 XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under FASB 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)

Revenue included on 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 FASB ASC 958 relating to these items:

Revenue included on Form 990, Part VIII, line 1 .......................... SchDMd Bullet

Assets included in Form 990, Part X ............................... SchDMd Bullet

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

Cat. No. 52283D

Schedule D (Form 990) 2019

Page 2

Part III

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

Using the organization’s acquisition, 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 XIII.

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" on 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


b	If "Yes," explain the arrangement in Part XIII and complete the following table:		Amount
c	Beginning balance .............................	1c
d	Additions during the year ............................	1d
e	Distributions during the year ..........................	1e
f	Ending balance ................................	1f

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ...

Yes No

If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ....

Part V

Endowment Funds.
Complete if the organization answered "Yes" on Form 990, Part IV, line 10.

		(a) Current year	(b) Prior year	(c) Two years back	(d) Three years back	(e) Four years back

1a	Beginning of year balance ....	9,793,133	18,832,078	11,088,489	6,562,989	6,069,859
b	Contributions ...	276,966	-9,637,179	7,313,016	5,072,977	216,931
c	Net investment earnings, gains, and losses	669,855	1,760,903	977,078	-260,929	542,631
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...	426,580	1,162,669	546,505	286,548	266,432
f	Administrative expenses ....
g	End of year balance ......	10,313,374	9,793,133	18,832,078	11,088,489	6,562,989

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment SchDMd Bullet

87.710 %

Permanent endowment SchDMd Bullet

11.150 %

Term endowment SchDMd Bullet

1.140 %

The percentages on 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" on 3a(ii), are the related organizations listed as required on Schedule R? .........

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

Part VI

Land, Buildings, and Equipment.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(a) Cost or other basis (investment)	(b) Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value

1a	Land .....	14,581,260	58,165,612		72,746,872
b	Buildings ....	30,359,751	512,858,781	56,798,165	486,420,367
c	Leasehold improvements		15,041,041	6,974,827	8,066,214
d	Equipment ....		268,484,150	139,721,916	128,762,234
e	Other .....		19,409,778		19,409,778
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..					715,405,465

Schedule D (Form 990) 2019

Page 3

Part VII

InvestmentsOther Securities.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11b. 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........
(3) Other (A) INV IN PARTNERS POOLED INV ACC	25,475,726	F
(B) INV IN PARTNERS POOLED INV HOLDING LLC	1,088,561,261	F
(C)
(D)
(E)
(F)
(G)
(H)
(I)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	1,114,036,987

Part VIII

InvestmentsProgram Related. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment	(b) Book value	(c) Method of valuation: Cost or end-of-year market value

(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value

(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability	(b) Book value
(1) Federal income taxes
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	1,968,240,705
2. Liability for uncertain tax positions. In Part XIII, 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 (ASC 740). Check here if the text of the footnote has been provided in Part XIII

Schedule D (Form 990) 2019

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
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 (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	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 XIII.) ...........	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 XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
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 XIII.) ............	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 XIII.) ............	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 XIII

Supplemental Information

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, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference	Explanation
INTENDED USE OF ENDOWMENT FUNDS	THE ENDOWMENT FUNDS OF PARTNERS HEALTHCARE SYSTEM, INC. ARE USED IN FURTHERANCE OF THE ORGANIZATION'S TAX-EXEMPT MISSION.
FIN 48 FOOTNOTE	PARTNERS HEALTHCARE SYSTEM, INC. DOES NOT HAVE A FIN 48 FOOTNOTE DISCLOSURE IN THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS.

Schedule D (Form 990) 2019

Additional Data

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SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

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

Attach to Form 990. Right pointing arrow large image

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public Inspection

Name of the organization
PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

Part I

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

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

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

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

Yes

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

Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)

(a) Region		(b) Number of offices in the region	(c) Number of employees, agents, and independent contractors in the region	(d) Activities conducted in region (by type) (such as, fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in the region	(f) Total expenditures for and investments in the region
	CENTRAL AMERICA/CARIBBEAN	0	0	PROGRAM SERVICES	JOINTLY OWNED FOREIGN INSURANCE	587,940
	EAST ASIA AND THE PACIFIC	0	0	PROGRAM SERVICES	PAT. CARE, RESEARCH & EDUCATION	1,232,345
	EUROPE	0	0	PROGRAM SERVICES	PAT. CARE, RESEARCH & EDUCATION	632,163
	MIDDLE EAST AND NORTH AFRICA	0	0	PROGRAM SERVICES	PAT. CARE, RESEARCH & EDUCATION	101,843
	NORTH AMERICA	0	0	PROGRAM SERVICES	PAT. CARE, RESEARCH & EDUCATION	225,584
	SOUTH ASIA	0	0	PROGRAM SERVICES	PAT. CARE, RESEARCH & EDUCATION	303,765
	SUB-SAHARAN AFRICA	0	0	PROGRAM SERVICES	PAT. CARE, RESEARCH & EDUCATION	5,615
	SOUTH AMERICA	0	0	PROGRAM SERVICES	PAT,CARE,RESEARCH & EDUCATION	25,844









3a	Sub-total ....	0	0			3,115,099
b	Total from continuation sheets to Part I ...	0	0			0
c	Totals (add lines 3a and 3b)	0	0			3,115,099

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2019

Schedule F (Form 990) 2019

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.

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

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

Schedule F (Form 990) 2019

Schedule F (Form 990) 2019Page 3

Part III

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

Part III can be duplicated if additional space is needed.

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

Schedule F (Form 990) 2019

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2019

Page 5

Part V

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

ReturnReference	Explanation
ACCOUNTING METHOD	THE ORGANIZATION USES THE ACCRUAL METHOD TO REPORT FOREIGN EXPENDITURES TO BE CONSISTENT WITH THE REPORTING USED FOR THE FINANCIAL STATEMENTS.

Schedule F (Form 990) 2019

Additional Data

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Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

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," on Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

Name of the organization
PARTNERS HEALTHCARE SYSTEM INC

Employer identification number
04-3230035

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 Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient

that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC section (if applicable)	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) HARVARD MEDICAL SCHOOL 25 SHATTUCK STREET BOSTON,MA02115	04-2103580	501(C)(3)	9,117,502	COMMUNITY BENEFIT PROGRAM
(2) LYNN COMMUNITY HEALTH CENTER 269 UNION STREET LYNN,MA01901	04-2525066	501(C)(3)	806,364	COMMUNITY BENEFIT PROGRAM
(3) UPHAM'S CORNER HEALTH CENTER 500 COLOMBIA ROAD DORCHESTER,MA02125	04-2708670	501(C)(3)	450,000	COMMUNITY BENEFIT PROGRAM
(4) CAMP HARBOR VIEW 200 CLARENDON STREET 60TH FLOOR BOSTON,MA02116	75-3235491	501(C)(3)	335,000	COMMUNITY BENEFIT PROGRAM
(5) MASS LEAGUE OF COMMUNITY HEALTH CENTERS 40 COURT STREET BOSTON,MA02108	04-2507409	501(C)(3)	277,230	COMMUNITY BENEFIT PROGRAM
(6) HEALTH CARE FOR ALL ONE FEDERAL STREET 5TH FLOOR BOSTON,MA02110	04-3071598	501(C)(3)	235,000	COMMUNITY BENEFIT PROGRAM
(7) BOSTON HEALTHCARE FOR THE HOMELESS 729 MASSACHUSETTS AVENUE BOSTON,MA02118	04-3160480	501(C)(3)	217,343	COMMUNITY BENEFIT PROGRAM
(8) MATTAPAN COMMUNITY HEALTH CENTER 1425 BLUE HILL AVENUE MATTAPAN,MA02126	04-2544151	501(C)(3)	182,500	COMMUNITY BENEFIT PROGRAM
(9) GREATER BOSTON CONVENTION & VISITORS BUREAU TWO COPLEY PLACE SUITE 105 BOSTON,MA02116	04-2554943	501(C)(3)	100,000	COMMUNITY BENEFIT PROGRAM
(10) DIMOCK COMMUNITY HEALTH CENTER 55 DIMOCK STREET ROXBURY,MA02119	04-3487835	501(C)(3)	90,000	COMMUNITY BENEFIT PROGRAM
(11) NATIONAL ALLIANCE ON MENTAL ILLNESS (NAMI) SCHRAFFTS CENTER 529 MAIN STREET SUITE 1M17 CHARLESTOWN,MA02129	04-2777012	501(C)(3)	66,250	COMMUNITY BENEFIT PROGRAM
(12) UNIVERSITY OF MASS DONOHUE INSTITUTE 100 VENTURE WAY SUITE 9 HADLEY,MA01035	04-3167352	501(C)(3)	55,150	COMMUNITY BENEFIT PROGRAM
(13) SOUTH BOSTON COMMUNITY HEALTH CENTER 409 WEST BROADWAY STREET SOUTH BOSTON,MA02127	04-2682152	501(C)(3)	55,000	COMMUNITY BENEFIT PROGRAM
(14) EMK COMMUNITY HEALTH CENTER 650 LINCOLN STREET WORCESTER,MA01605	04-2513817	501(C)(3)	40,000	COMMUNITY BENEFIT PROGRAM
(15) PROJECT BREAD 145 BORDER STREET EAST BOSTON,MA02128	04-2931195	501(C)(3)	35,000	COMMUNITY BENEFIT PROGRAM
(16) HEALTH LAW ADVOCATES 1 FEDERAL STREET 5TH FLOOR BOSTON,MA02110	04-3298116	501(C)(3)	30,000	COMMUNITY BENEFIT PROGRAM
(17) MASSACHUSETTS ASSOCIATION FOR MENTAL HEALTH 130 BOWDOIN STREET SUITE 309 BOSTON,MA02110	04-2104711	501(C)(3)	27,500	COMMUNITY BENEFIT PROGRAM
(18) YMCA OF GREATER BOSTON 316 HUNTINGTON AVENUE BOSTON,MA02115	04-2103551	501(C)(3)	26,000	COMMUNITY BENEFIT PROGRAM
(19) GREATER BOSTON CHAMBER OF COMMERCE 265 FRANKLIN STREET 12TH FLOOR BOSTON,MA02110	04-1103090	501(C)(6)	25,650	COMMUNITY BENEFIT PROGRAM
(20) BIG BROTHERS BIG SISTER OF MASS BAY 75 FEDERAL STREET 8TH FLOOR BOSTON,MA02110	04-2074462	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(21) BIG SISTER ASSOCIATION 20 PARK PLAZA SUITE 1420 BOSTON,MA02116	04-2150651	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(22) BOYS AND GIRLS CLUBS OF BOSTON 200 HIGH STREET 3RD FLOOR BOSTON,MA02110	04-2103922	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(23) CATHOLIC EXTENSION 1089 COMMONWEALTH AVENUE SUITE 350 BOSTON,MA02215	36-6000520	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(24) COMMUNITY CATALYST ONE FEDERAL STREET 5TH FLOOR BOSTON,MA02110	04-3355127	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(25) CURE BOSTON BENEFIT 430 WEST ERIE STREET SUITE 210 CHICAGO,IL60654	36-4253176	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(26) EAST BOSTON COMMUNITY HEALTH CENTER 10 GOVE STREET EAST BOSTON,MA02128	23-7425849	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(27) JOHN F KENNEDY LIBRARY FOUNDATION COLUMBIA POINT BOSTON,MA02125	04-6113130	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(28) SCHOLAR ATHLETE PROGRAM 57 MAGAZINE STREET BOSTON,MA02119	27-3987854	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(29) THE SCHWARTZ CENTER FOR COMPASSIONATE HEALTHCARE 100 CAMBRIDGE STREET SUITE 2100 BOSTON,MA02114	04-1564655	501(C)(3)	25,000	COMMUNITY BENEFIT PROGRAM
(30) ABCD 178 TREMONT STREET BOSTON,MA02111	04-2304133	501(C)(3)	20,000	COMMUNITY BENEFIT PROGRAM
(31) AMERICAN CANCER SOCIETY 30 SPEEN STREET FRAMINGHAM,MA01701	13-1788491	501(C)(3)	20,000	COMMUNITY BENEFIT PROGRAM
(32) MASSACHUSETTS PUBLIC HEALTH ASSOCIATION 50 FEDERAL STREET 8TH FLOOR BOSTON,MA02110	04-2326503	501(C)(3)	20,000	COMMUNITY BENEFIT PROGRAM
(33) THE NEW ENGLAND COUNCIL 98 NORTH WASHINGTON STREET SUITE 201 BOSTON,MA02114	04-1661090	501(C)(3)	20,000	COMMUNITY BENEFIT PROGRAM
(34) UNITED WAY OF MASSACHUSETTS BAY 51 SLEEPER STREET BOSTON,MA02210	04-2382233	501(C)(3)	20,000	COMMUNITY BENEFIT PROGRAM
(35) HEALTH RESOURCES IN ACTION (HRIA) 95 BERKELEY STREET BOSTON,MA02116	04-2229839	501(C)(3)	16,667	COMMUNITY BENEFIT PROGRAM
(36) AMERICAN HEART ASSOCIATION 7272 GREENVILLE AVENUE DALLAS,TX75231	13-5613797	501(C)(3)	15,000	COMMUNITY BENEFIT PROGRAM
(37) FRESH TRUCK 69 SHIRLEY STREET BOSTON,MA02119	46-2848535	501(C)(3)	15,000	COMMUNITY BENEFIT PROGRAM
(38) GLAD 30 WINTER STREET SUITE 800 BOSTON,MA02108	04-2660498	501(C)(3)	15,000	COMMUNITY BENEFIT PROGRAM
(39) THE BOSTON FOUNDATION 75 ARLINGTON STREET 3RD FLOOR BOSTON,MA02116	04-2104021	501(C)(3)	15,000	COMMUNITY BENEFIT PROGRAM
(40) THE FOUNDATION FOR BOSTON CENTERS FOR YOUTH AND FAMILIES 1483 TREMONT STREET BOSTON,MA02120	04-2602576	501(C)(3)	15,000	COMMUNITY BENEFIT PROGRAM
(41) BOSTON CENTER FOR INDEPENDENT LIVING 60 TEMPLE PLACE 5TH FLOOR BOSTON,MA02111	04-2546595	501(C)(3)	12,500	COMMUNITY BENEFIT PROGRAM
(42) NEHI 133 FEDERAL STREET 9TH FLOOR BOSTON,MA02110	01-0624865	501(C)(3)	12,500	COMMUNITY BENEFIT PROGRAM
(43) BLACK MINISTERIAL ALLIANCE 2010 COLUMBUS AVENUE ROXBURY,MA02119	04-3499852	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(44) BOSTON HEALTH CARE FOR THE HOMELESS PROGRAM 780 ALBANY STREET BOSTON,MA02118	04-3160480	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(45) BRIDGE OVER TROUBLED WATERS 47 WEST STREET BOSTON,MA02111	04-2472126	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(46) EDWARD M KENNEDY INSTITUTE FOR THE UNITED STATES SENATE 210 MORRISSEY BOULEVARD BOSTON,MA02125	27-0963869	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(47) JANE DOE INC 745 ATLANTIC AVENUE BOSTON,MA02111	04-2676138	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(48) SAINT JOHN PAUL CATHOLIC ACADEMY 2200 DORCHESTER AVENUE DORCHESTER,MA02124	26-2607406	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(49) URBAN LEAGUE OF BOSTON 88 WARREN STREET ROXBURY,MA02119	23-7349132	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(50) VICTORY PROGRAMS 965 MASSACHUSETTS AVENUE BOSTON,MA02118	04-2575322	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(51) WHITTIER STREET HC 1290 TREMONT ST ROXBURY,MA02120	04-2619517	501(C)(3)	10,000	COMMUNITY BENEFIT PROGRAM
(52) COMMUNITY SERVINGS INC 18 MARBURY TERRACE JAMAICA PLAIN,MA02130	22-3154028	501(C)(3)	8,334	COMMUNITY BENEFIT PROGRAM
(53) MASS ADVOCATES FOR CHILDREN 25 KINGDOM STREET 2ND FLOOR BOSTON,MA02111	04-2488456	501(C)(3)	6,000	COMMUNITY BENEFIT PROGRAM
(54) YEAR UP INC 45 MILK STREET 9TH FLOOR BOSTON,MA02109	04-3534407	501(C)(3)	6,000	COMMUNITY BENEFIT PROGRAM
(55) NATIONAL ASSOCIATION OF SOCIAL WORKERS 750 1ST STREET NE SUITE 800 WASHINGTON,DC20002	13-5643515	501(C)(3)	5,500	COMMUNITY BENEFIT PROGRAM
(56) UASPIRE 31 MILK STREET 900 BOSTON,MA02109	04-3564307	501(C)(3)	368,500	COMMUNITY BENEFIT PROGRAM
(57) ACCELERATED COLLEGE EXPERIENCES INC 251 HEATH STREET APT 207 JAMAICA PLAIN,MA02130	45-4101866	501(C)(3)	119,489	COMMUNITY BENEFIT PROGRAM
(58) UMASS BOSTON 100 MORRISSEY BOULEVARD BOSTON,MA02125	04-3167352	STATE OF MA	49,500	COMMUNITY BENEFIT PROGRAM
(59) THIRD SECTOR NEW ENGLAND NONPROFIT CENTER 89 SOUTH STREET SUITE 700 BOSTON,MA02111	04-2261109	501(C)(3)	47,250	COMMUNITY BENEFIT PROGRAM
(60) HEALTH RESOURCES IN ACTION (HRIA) 95 BERKELEY STREET BOSTON,MA02116	04-2229839	501(C)(3)	30,570	COMMUNITY BENEFIT PROGRAM
(61) BUNKER HILL COMMUNITY COLLEGE 250 NEW RUTHERFORD AVE BOSTON,MA02129	04-2710011	501(C)(3)	30,000	COMMUNITY BENEFIT PROGRAM
(62) SIMMONS UNIVERSITY 300 THE FENWAY BOSTON,MA02115	04-2103629	501(C)(3)	30,000	COMMUNITY BENEFIT PROGRAM
(63) TUFTS UNIVERSITY 419 BOSTON AVENUE MEDFORD,MA02155	04-2103634	501(C)(3)	29,500	COMMUNITY BENEFIT PROGRAM
(64) UMASS AMHERST 181 PRESIDENTS DRIVE AMHERT,MA01003	54-2084125	STATE OF MA	28,500	COMMUNITY BENEFIT PROGRAM
(65) UMASS LOWELL 1 UNIVERSITY AVENUE LOWELL,MA01854	04-3167352	STATE OF MA	27,000	COMMUNITY BENEFIT PROGRAM
(66) UMASS DARTMOUTH 285 OLD WESTPORT ROAD NORTH DARTMOUTH,MA02747	04-3167352	STATE OF MA	26,000	COMMUNITY BENEFIT PROGRAM
(67) NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON,MA02115	04-1679980	501(C)(3)	23,000	COMMUNITY BENEFIT PROGRAM
(68) BOSTON UNIVERSITY ONE SILBER WAY BOSTON,MA02215	04-2103547	501(C)(3)	18,000	COMMUNITY BENEFIT PROGRAM
(69) LESLEY UNIVERSITY 29 EVERETT STREET CAMBRIDGE,MA02138	04-2103589	501(C)(3)	15,000	COMMUNITY BENEFIT PROGRAM
(70) MA COLLEGE OF PHARMACY 179 LONGWOOD AVENUE BOSTON,MA02115	04-2104700	501(C)(3)	13,500	COMMUNITY BENEFIT PROGRAM
(71) BRIDGEWATER STATE 131 SUMMER STREET BRIDGEWATER,MA02324	22-2678005	501(C)(3)	13,000	COMMUNITY BENEFIT PROGRAM
(72) SALEM STATE UNIVERSITY 352 LAFAYETTE STREET SALEM,MA01970	04-2325342	501(C)(3)	10,500	COMMUNITY BENEFIT PROGRAM
(73) CURRY COLLEGE 1071 BLUE HILL AVENUE MILTON,MA02186	04-2199867	501(C)(3)	9,000	COMMUNITY BENEFIT PROGRAM
(74) MOUNT HOLYOKE COLLEGE 50 COLLEGE STREET SOUTH HADLEY,MA01075	04-2103578	501(C)(3)	9,000	COMMUNITY BENEFIT PROGRAM
(75) BOSTON COLLEGE 140 COMMONWEALTH AVENUE CHESTNUT HILL,MA02467	04-2103545	501(C)(3)	8,500	COMMUNITY BENEFIT PROGRAM
(76) FRAMINGHAM STATE UNIVERSITY 100 STATE STREET PO BOX 9101 FRAMINGHAM,MA01701	04-6002284	501(C)(3)	6,000	COMMUNITY BENEFIT PROGRAM
(77) ITHACA COLLEGE 953 DANBY ROAD ITHACA,NY14850	15-0532204	501(C)(3)	5,500	COMMUNITY BENEFIT PROGRAM
(78) MILLS COLLEGE 5000 MACARTHUR BLVD OAKLAND,CA94613	94-1156566	501(C)(3)	5,500	COMMUNITY BENEFIT PROGRAM
(79) WHEATON COLLEGE 26 E MAIN STREET NORTON,MA02766	04-2103638	501(C)(3)	5,500	COMMUNITY BENEFIT PROGRAM
(80) PARTNERS CONTINUING CARE INC 399 REVOLUTION DRIVE SUITE 645 SOMERVILLE,MA02145	26-0003495	501(C)(3)	20,302,101	EXEMPT AFFILIATE SUPPORT
(81) BRIGHAM AND WOMEN'S PHYSICIANS ORGANIZATION INC 399 REVOLUTION DRIVE SUITE 645 SOMERVILLE,MA02145	04-3466314	501(C)(3)	16,799,999	EXEMPT AFFILIATE SUPPORT
(82) PARTNERS COMMUNITY PHYSICIANS ORGANIZATION INC 399 REVOLUTION DRIVE SUITE 645 SOMERVILLE,MA02145	04-3236175	501(C)(3)	4,669,491	EXEMPT AFFILIATE SUPPORT
(83) NEIGHBORHOOD HEALTH PLAN INC 399 REVOLUTION DRIVE SUITE 645 SOMERVILLE,MA02145	04-2932021	501(C)(4)	4,000,000	EXEMPT AFFILIATE SUPPORT
(84) WENTWORTH-DOUGLASS HOSPITAL 399 REVOLUTION DRIVE SUITE 645 SOMERVILLE,MA02145	02-0260334	501(C)(3)	1,797,000	EXEMPT AFFILIATE SUPPORT
(85) THE SPAULDING REHABILITATION HOSPITAL 399 REVOLUTION DRIVE SUITE 645 SOMERVILLE,MA02145	04-2551124	501(C)(3)	1,736,331	EXEMPT AFFILIATE 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 Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50055P

Schedule I (Form 990) 2019

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance	(b) Number of recipients	(c) Amount of cash grant	(d) Amount of noncash assistance	(e) Method of valuation (book, FMV, appraisal, other)	(f) Description of noncash assistance

(1)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

Supplemental Information. Provide the information required in Part I, line 2; Part III, column (b); and any other additional information.

Return Reference	Explanation
SCHEDULE I, PART I, LINE 2	PARTNERS HEALTHCARE SYSTEM, INC. MAKES DONATIONS TO VARIOUS TAX-EXEMPT ORGANIZATIONS. THESE DONATIONS CAN BE USED BY THE RECIPIENT ONLY IN FURTHERANCE OF THEIR TAX-EXEMPT MISSION.

Schedule I (Form 990) 2019

Additional Data

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- 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" on Form 990, Part IV, line 23.
SchJMediumBullet

Attach to Form 990.
SchJMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public Inspection

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

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 on 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 on Line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .........

Yes

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked on Line 1a? ..

Yes

Indicate which, if any, of the following the filing organization used 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 on 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), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed on 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," on line 5a or 5b, describe in Part III.

For persons listed on 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," on line 6a or 6b, describe in Part III.

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

Yes

Were any amounts reported on 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" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

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

Cat. No. 50053T

Schedule J (Form 990) 2019

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 on 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 (E) amounts for that individual.

(A) Name and Title		(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 in column (B) reported as deferred on prior Form 990
(A) Name and Title		(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)
1DAVID W RATTNER MD DIRECTOR (AS OF 07/01/2018)	(i) (ii)	0 ------------- 737,825	0 ------------- 102,000	0 ------------- 113,183	0 ------------- 36,842	0 ------------- 26,069	0 ------------- 1,015,919	0 ------------- 0
2JERROLD F ROSENBAUM MD DIRECTOR (UNTIL 06/30/2018)	(i) (ii)	0 ------------- 395,857	0 ------------- 80,250	0 ------------- 33,918	0 ------------- 36,844	0 ------------- 20,300	0 ------------- 567,169	0 ------------- 0
3YOLONDA LORIG COLSONMDPHD DIRECTOR (UNTIL 07/01/2018)	(i) (ii)	0 ------------- 426,840	0 ------------- 21,241	0 ------------- 26,844	0 ------------- 36,840	0 ------------- 25,041	0 ------------- 536,806	0 ------------- 0
4KATHRYN A BRITTON MD DIRECTOR (UNTIL 06/30/2018)	(i) (ii)	0 ------------- 293,375	0 ------------- 65,248	0 ------------- 29,080	0 ------------- 26,511	0 ------------- 311	0 ------------- 414,525	0 ------------- 0
5DAVID F TORCHIANA MD PRESIDENT & CEO	(i) (ii)	2,280,892 ------------- 0	1,500,000 ------------- 0	2,294,942 ------------- 0	29,700 ------------- 0	22,551 ------------- 0	6,128,085 ------------- 0	0 ------------- 0
6PETER K MARKELL TREASURER	(i) (ii)	1,448,400 ------------- 0	692,198 ------------- 0	3,153,371 ------------- 0	29,700 ------------- 0	22,022 ------------- 0	5,345,691 ------------- 0	2,500,000 ------------- 0
7MAUREEN GOGGIN SECRETARY	(i) (ii)	152,602 ------------- 0	300 ------------- 0	19,295 ------------- 0	19,296 ------------- 0	19,001 ------------- 0	210,494 ------------- 0	0 ------------- 0
8JOHN R BARKER CHIEF INVESTMENT OFFICER	(i) (ii)	562,314 ------------- 0	2,101,190 ------------- 0	83,966 ------------- 0	18,900 ------------- 0	863 ------------- 0	2,767,233 ------------- 0	0 ------------- 0
9GREGG S MEYER MD CHIEF CLINICAL OFFICER	(i) (ii)	1,111,400 ------------- 0	205,050 ------------- 0	86,756 ------------- 0	597,503 ------------- 0	24,729 ------------- 0	2,025,438 ------------- 0	0 ------------- 0
10JOSEPH CABRAL CHIEF HR OFFICER (UNTIL 12/14/17)	(i) (ii)	1,063,215 ------------- 0	115,566 ------------- 0	155,860 ------------- 0	18,900 ------------- 0	8,765 ------------- 0	1,362,306 ------------- 0	0 ------------- 0
11ANNE KLIBANSKI MD CHIEF ACADEMIC OFFICER	(i) (ii)	736,162 ------------- 0	119,525 ------------- 0	119,678 ------------- 0	36,843 ------------- 0	20,559 ------------- 0	1,032,767 ------------- 0	0 ------------- 0
12JAMES W NOGA VICE PRESIDENT & CIO	(i) (ii)	676,750 ------------- 0	70,000 ------------- 0	227,257 ------------- 0	29,700 ------------- 0	28,652 ------------- 0	1,032,359 ------------- 0	0 ------------- 0
13ROSEMARY R SHEEHAN CHIEF HR OFFICER (AS OF 5/1/2018)	(i) (ii)	401,750 ------------- 0	42,500 ------------- 0	79,573 ------------- 0	27,000 ------------- 0	28,311 ------------- 0	579,134 ------------- 0	0 ------------- 0
14ELIZABETH L BALDWIN PORTFOLIO MANAGER	(i) (ii)	314,000 ------------- 0	875,000 ------------- 0	23,912 ------------- 0	16,200 ------------- 0	41,905 ------------- 0	1,271,017 ------------- 0	0 ------------- 0
15CHRISTOPHER MARK COBURN CHIEF INNOVATION OFFICER	(i) (ii)	605,417 ------------- 0	337,286 ------------- 0	74,068 ------------- 0	27,000 ------------- 0	20,460 ------------- 0	1,064,231 ------------- 0	0 ------------- 0
16KATHERINE L KAMM PORTFOLIO MANAGER	(i) (ii)	282,000 ------------- 0	600,000 ------------- 0	22,752 ------------- 0	7,269 ------------- 0	10,253 ------------- 0	922,274 ------------- 0	0 ------------- 0
17SEAN P BLATCHLEY PORTFOLIO MANAGER	(i) (ii)	257,008 ------------- 0	550,000 ------------- 0	13,638 ------------- 0	21,600 ------------- 0	29,030 ------------- 0	871,276 ------------- 0	0 ------------- 0
18ROGER KITTERMAN VICE PRESIDENT	(i) (ii)	383,972 ------------- 0	246,837 ------------- 0	141,484 ------------- 0	24,453 ------------- 0	22,178 ------------- 0	818,924 ------------- 0	0 ------------- 0

Schedule J (Form 990) 2019

Page 3

Part III

Supplemental Information

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

Return Reference	Explanation
TRUSTEE COMPENSATION	TRUSTEES RECEIVE NO COMPENSATION OR CONTRIBUTIONS TO EMPLOYEE BENEFIT PLANS FOR SERVICE ON THE BOARD OR ITS COMMITTEES. BOARD MEMBERS WHO ARE ALSO EMPLOYED BY THE CORPORATION OR A PARTNERS AFFILIATE RECEIVE COMPENSATION ONLY FOR THEIR SERVICES AS EMPLOYEES.
PART I, LINE 1A	FIRST CLASS TRAVEL FIRST CLASS TRAVEL WAS PROVIDED TO AN OFFICER LISTED ON FORM 990, PART VII. THIS BENEFIT WAS PROVIDED PURSUANT TO A WRITTEN POLICY AND TREATED AS NON-TAXABLE BUSINESS EXPENSES. THE BENEFIT WAS REVIEWED AND APPROVED BY THE PARTNERS HEALTHCARE COMPENSATION COMMITTEE.
TRAVEL FOR COMPANIONS	TRAVEL FOR COMPANIONS WAS PROVIDED TO AN OFFICER LISTED ON FORM 990, PART VII AS THE COMPANIONS ATTENDANCE WAS REQUIRED TO FULFILL A BONA FIDE BUSINESS PURPOSE. THESE PAYMENTS WERE PROVIDED PURSUANT TO A WRITTEN POLICY AND WERE TREATED AS NON-TAXABLE BUSINESS EXPENSES.
PART I, LINE 4B	PARTICIPATION IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN DAVID F. TORCHIANA, M.D. - $2,193,186 GREGG S. MEYER, M.D. - $567,803 PETER K. MARKELL - $411,586 JAMES W. NOGA - $149,607
PART I, LINE 7	CERTAIN EMPLOYEES RECEIVED INCENTIVE COMPENSATION BASED ON ACHIEVEMENT OF ORGANIZATIONAL AND INDIVIDUAL GOALS. THE COMPENSATION COMMITTEE OF PARTNERS HEALTHCARE OR THE COMPENSATION COMMITTEES OF PARTNERS SUBORDINATE ENTITIES HAVE THE FINAL AUTHORITY FOR SUCH PAYMENTS.

Schedule J (Form 990) 2019

Additional Data

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part Ⅵ, line 24a. Provide descriptions,
explanations, and any additional information in Part Ⅵ.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

Name of the organization
PARTNERS HEALTHCARE SYSTEM INC

Employer identification number
04-3230035

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES F	04-2456011	57586CGW9	06-10-2005	411,566,153	SERIES F - SEE SCHEDULE K PART VI		X		X		X
B	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES G-5	04-2456011	57586CZL2	06-07-2007	326,508,722	SERIES G5 - SEE SCHEDULE K PART VI		X		X		X
C	MHEFA PARTNERS HEALTHCARE SER G-1G-2G-3G-4G-6	04-2456011	57586CZW8	06-07-2007	380,000,000	SERIES G - SEE SCHEDULE K PART VI		X		X		X
D	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES H	04-2456011	57586CW27	04-01-2008	171,320,000	SERIES H - SEE SCHEDULE K PART VI		X		X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES I	04-2456011	57586EHR5	05-14-2009	229,977,036	SERIES I - SEE SCHEDULE K PART VI	X			X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES J	04-2456011	57586ENK3	01-05-2010	509,178,736	SERIES J - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES K	04-3431814	57583R6W0	01-13-2011	436,019,104	SERIES K - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES L	04-3431814	57583UMV7	01-04-2012	353,501,227	SERIES L - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES M	04-3431814	57583UG77	01-30-2014	510,376,675	SERIES M - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES N-1 AND N-2	04-3431814		08-27-2014	141,350,000	SERIES N - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES O	04-3431814	57583UW20	01-29-2015	357,583,529	SERIES O - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES Q	04-3431814	57584XJG7	01-28-2016	491,625,624	SERIES Q - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES R-1 AND R-2	04-3431814		03-31-2016	100,000,000	SERIES R-1 AND R-2 - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES S	04-3431814	57584X8W4	12-28-2017	1,187,892,482	SERIES S - SEE SCHEDULE K PART VI		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	174,675,000		320,000,000		305,000,000		1,315,000
2 Amount of bonds legally defeased ..............	57,520,000		321,210,000		45,000,000		206,150,000
3 Total proceeds of issue ..................	419,448,101		329,345,063		386,190,828		171,320,000
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............	18,398,432		9,382,534		20,479,076
6 Proceeds in refunding escrows ...............			707,099,630
7 Issuance costs from proceeds ...............	2,671,595		2,338,149		2,776,551		420,000
8 Credit enhancement from proceeds .............	2,650,000				4,696,147
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............	326,493,380		164,128,012		358,239,054		260,903,277
11 Other spent proceeds .............	69,234,694		153,496,369		231,165,294		170,900,000
12 Other unspent proceeds .............
13 Year of substantial completion .............	2007		2009		2009		2009
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2018, a current refunding issue)? ........
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2018, an advance refunding issue)? ........
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............		X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2019

Page 2

Part Ⅲ

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............		X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........
6 Total of lines 4 and 5 .............
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X		X
c No rebate due? .........	X		X		X		X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X	X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X	X			X
b Name of provider ..........	BEAR STEARNS CAPITAL MARKETS		BANK OF AMERICA NA		GOLDMAN SACHS CAPITAL MARKETS
c Term of hedge .........	3500.0000000000 %		3500.0000000000 %		3500.0000000000 %
d Was the hedge superintegrated? ......		X		X		X
e Was the hedge terminated? ........		X		X		X

Schedule K (Form 990) 2019

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?	X		X		X		X
b Name of provider ..........	XL ASSET FUNDING COMPANY I LLC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC
c Term of GIC .........	180.0000000000 %		170.0000000000 %		170.0000000000 %		80.0000000000 %
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........	X			X	X		X
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

---------------------------------------------------------------------------------------------------------------	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X		X		X

Part Ⅵ

Supplemental Information. Provide additional information for responses to questions on Schedule K. (See instructions).

Return Reference	Explanation
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE	(A) FINANCING A PORTION OF THE FOLLOWING PROJECTS: TENANT IMPROVEMENTS AND FIT OUT OF LEASED SPACE; CONSTRUCTION AND RENOVATION OF OPERATING ROOMS AT AN AMBULATORY SURGERY CENTER; RENOVATIONS TO VARIOUS CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: ACQUISITION OF A FACILITY AND A SMALL PARCEL OF VACANT LAND; CONSTRUCTION OF A CARDIOVASCULAR CENTER; THE ACQUISITION AND INSTALLATION OF CAPITAL EQUIPMENT AND CONSTRUCTION OF IMPROVEMENTS AND RENOVATIONS TO VARIOUS EXISTING FACILITIES. FINANCING A PORTION OF THE CONSTRUCTION AND RENOVATION OF FACILITIES. FINANCING THE ACQUISITION AND IMPROVEMENTS OF A PORTION OF A BUILDING AND INSTALLATION OF CAPITAL EQUIPMENT THEREIN. (B) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A, ISSUED 9/18/97. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C, ISSUED 4/26/01. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES G, ISSUED 2/6/97. (C) FINANCING A PORTION OF CONSTRUCTION OF A CARDIOVASCULAR CENTER. FINANCING THE FOLLOWING PROJECTS: A PORTION OF THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; A PORTION OF THE COST OF ACQUISITION OF CONDOMINIUM UNITS; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: CONSTRUCTION AND EQUIPPING OF AN AMBULATORY CARE CENTER; THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM. (D) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-1 AND G-3, ISSUED 6/28/07. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY VARIABLE RATE DEMAND REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES F, ISSUED 11/16/1995. (E) FINANCING A PORTION OF THE FIT-OUT AND EQUIPPING OF AN AMBULATORY CARE CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE COST OF RENOVATIONS, EQUIPPING AND FURNISHING OF CLINICAL SPACE TO HOUSE A CANCER CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. (F) FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING THE ACQUISITION OF AND IMPROVEMENTS TO A HOSPITAL FACILITY. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(G) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-1, D-2 & D-4. (H) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING PLANNING COSTS AND CONSTRUCTION OF BUILDING TO HOUSE CLINICAL AND RESEARCH SPACE AND UNDERGROUND PARKING SPACES. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION OF LAND AND BUILDING TO HOUSE WET AND DRY RESEARCH SPACE, AND PARKING GARAGE. FINANCING THE ACQUISITION, RENOVATION, EQUIPPING AND FURNISHING OF AN OUTPATIENT SURGICAL CENTER. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES E. (I) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS AND A NEW BUILDING TO HOUSE A 132-BED REPLACEMENT FACILITY FOR SPAULDING REHABILITATION HOSPITAL. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE RENOVATION, EQUIPPING AND FURNISHING OF VARIOUS FACILITIES. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-3.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(J) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-1. (K) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. (L) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE RENOVATION OF A NEONATAL INTENSIVE CARE UNIT AND CONSTRUCTION OF A SPECIAL CARE NURSERY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING INTERIM BORROWING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5.
PART I BOND ISSUES (M) DESCRIPTION OF PURPOSE (CONTINUE)	(M) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. (N) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-6. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-2 & I-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES J-1. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-5. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES L. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES M-3 & M-5. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2011 A. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2016 A & B.
PART II PROCEEDS (3)	TOTAL PROCEEDS INCLUDE INVESTMENT EARNINGS.
PART III, LINE 9	WITH RESPECT TO PROPERTY FOR WHICH POTENTIAL PRIVATE USE HAS BEEN IDENTIFIED AT THE TIME OF ISSUANCE OR MAY BE ANTICIPATED, PARTNERS HEALTHCARE DOES NOT UTILIZE TAX-EXEMPT BOND FINANCING FOR THAT PORTION OF THE PROPERTY. PARTNERS HEALTHCARE HAS PROCEDURES IN PLACE THAT PERMITS MONITORING OF ANY PRIVATE USES ARISING POST-ISSUANCE.
PART IV ARBITRAGE (1)	FORM 8038-T HAS NOT BEEN FILED AS ARBITRAGE REBATE PAYMENTS HAVE NOT BEEN REQUIRED. A 9/9/2010 B 8/3/2012 C 8/3/2012 D 5/8/2013 E 6/19/2014 F 2/9/2015 G 2/19/2016 H 2/9/2017

Schedule K (Form 990) 2019

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part Ⅵ, line 24a. Provide descriptions,
explanations, and any additional information in Part Ⅵ.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

Name of the organization
PARTNERS HEALTHCARE SYSTEM INC

Employer identification number
04-3230035

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES F	04-2456011	57586CGW9	06-10-2005	411,566,153	SERIES F - SEE SCHEDULE K PART VI		X		X		X
B	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES G-5	04-2456011	57586CZL2	06-07-2007	326,508,722	SERIES G5 - SEE SCHEDULE K PART VI		X		X		X
C	MHEFA PARTNERS HEALTHCARE SER G-1G-2G-3G-4G-6	04-2456011	57586CZW8	06-07-2007	380,000,000	SERIES G - SEE SCHEDULE K PART VI		X		X		X
D	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES H	04-2456011	57586CW27	04-01-2008	171,320,000	SERIES H - SEE SCHEDULE K PART VI		X		X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES I	04-2456011	57586EHR5	05-14-2009	229,977,036	SERIES I - SEE SCHEDULE K PART VI	X			X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES J	04-2456011	57586ENK3	01-05-2010	509,178,736	SERIES J - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES K	04-3431814	57583R6W0	01-13-2011	436,019,104	SERIES K - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES L	04-3431814	57583UMV7	01-04-2012	353,501,227	SERIES L - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES M	04-3431814	57583UG77	01-30-2014	510,376,675	SERIES M - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES N-1 AND N-2	04-3431814		08-27-2014	141,350,000	SERIES N - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES O	04-3431814	57583UW20	01-29-2015	357,583,529	SERIES O - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES Q	04-3431814	57584XJG7	01-28-2016	491,625,624	SERIES Q - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES R-1 AND R-2	04-3431814		03-31-2016	100,000,000	SERIES R-1 AND R-2 - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES S	04-3431814	57584X8W4	12-28-2017	1,187,892,482	SERIES S - SEE SCHEDULE K PART VI		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	174,675,000		320,000,000		305,000,000		1,315,000
2 Amount of bonds legally defeased ..............	57,520,000		321,210,000		45,000,000		206,150,000
3 Total proceeds of issue ..................	419,448,101		329,345,063		386,190,828		171,320,000
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............	18,398,432		9,382,534		20,479,076
6 Proceeds in refunding escrows ...............			707,099,630
7 Issuance costs from proceeds ...............	2,671,595		2,338,149		2,776,551		420,000
8 Credit enhancement from proceeds .............	2,650,000				4,696,147
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............	326,493,380		164,128,012		358,239,054		260,903,277
11 Other spent proceeds .............	69,234,694		153,496,369		231,165,294		170,900,000
12 Other unspent proceeds .............
13 Year of substantial completion .............	2007		2009		2009		2009
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2018, a current refunding issue)? ........
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2018, an advance refunding issue)? ........
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............		X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2019

Page 2

Part Ⅲ

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............		X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........
6 Total of lines 4 and 5 .............
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X		X
c No rebate due? .........	X		X		X		X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X	X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X	X			X
b Name of provider ..........	BEAR STEARNS CAPITAL MARKETS		BANK OF AMERICA NA		GOLDMAN SACHS CAPITAL MARKETS
c Term of hedge .........	3500.0000000000 %		3500.0000000000 %		3500.0000000000 %
d Was the hedge superintegrated? ......		X		X		X
e Was the hedge terminated? ........		X		X		X

Schedule K (Form 990) 2019

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?	X		X		X		X
b Name of provider ..........	XL ASSET FUNDING COMPANY I LLC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC
c Term of GIC .........	180.0000000000 %		170.0000000000 %		170.0000000000 %		80.0000000000 %
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........	X			X	X		X
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

---------------------------------------------------------------------------------------------------------------	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X		X		X

Part Ⅵ

Supplemental Information. Provide additional information for responses to questions on Schedule K. (See instructions).

Return Reference	Explanation
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE	(A) FINANCING A PORTION OF THE FOLLOWING PROJECTS: TENANT IMPROVEMENTS AND FIT OUT OF LEASED SPACE; CONSTRUCTION AND RENOVATION OF OPERATING ROOMS AT AN AMBULATORY SURGERY CENTER; RENOVATIONS TO VARIOUS CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: ACQUISITION OF A FACILITY AND A SMALL PARCEL OF VACANT LAND; CONSTRUCTION OF A CARDIOVASCULAR CENTER; THE ACQUISITION AND INSTALLATION OF CAPITAL EQUIPMENT AND CONSTRUCTION OF IMPROVEMENTS AND RENOVATIONS TO VARIOUS EXISTING FACILITIES. FINANCING A PORTION OF THE CONSTRUCTION AND RENOVATION OF FACILITIES. FINANCING THE ACQUISITION AND IMPROVEMENTS OF A PORTION OF A BUILDING AND INSTALLATION OF CAPITAL EQUIPMENT THEREIN. (B) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A, ISSUED 9/18/97. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C, ISSUED 4/26/01. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES G, ISSUED 2/6/97. (C) FINANCING A PORTION OF CONSTRUCTION OF A CARDIOVASCULAR CENTER. FINANCING THE FOLLOWING PROJECTS: A PORTION OF THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; A PORTION OF THE COST OF ACQUISITION OF CONDOMINIUM UNITS; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: CONSTRUCTION AND EQUIPPING OF AN AMBULATORY CARE CENTER; THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM. (D) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-1 AND G-3, ISSUED 6/28/07. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY VARIABLE RATE DEMAND REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES F, ISSUED 11/16/1995. (E) FINANCING A PORTION OF THE FIT-OUT AND EQUIPPING OF AN AMBULATORY CARE CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE COST OF RENOVATIONS, EQUIPPING AND FURNISHING OF CLINICAL SPACE TO HOUSE A CANCER CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. (F) FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING THE ACQUISITION OF AND IMPROVEMENTS TO A HOSPITAL FACILITY. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(G) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-1, D-2 & D-4. (H) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING PLANNING COSTS AND CONSTRUCTION OF BUILDING TO HOUSE CLINICAL AND RESEARCH SPACE AND UNDERGROUND PARKING SPACES. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION OF LAND AND BUILDING TO HOUSE WET AND DRY RESEARCH SPACE, AND PARKING GARAGE. FINANCING THE ACQUISITION, RENOVATION, EQUIPPING AND FURNISHING OF AN OUTPATIENT SURGICAL CENTER. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES E. (I) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS AND A NEW BUILDING TO HOUSE A 132-BED REPLACEMENT FACILITY FOR SPAULDING REHABILITATION HOSPITAL. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE RENOVATION, EQUIPPING AND FURNISHING OF VARIOUS FACILITIES. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-3.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(J) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-1. (K) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. (L) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE RENOVATION OF A NEONATAL INTENSIVE CARE UNIT AND CONSTRUCTION OF A SPECIAL CARE NURSERY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING INTERIM BORROWING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5.
PART I BOND ISSUES (M) DESCRIPTION OF PURPOSE (CONTINUE)	(M) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. (N) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-6. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-2 & I-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES J-1. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-5. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES L. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES M-3 & M-5. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2011 A. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2016 A & B.
PART II PROCEEDS (3)	TOTAL PROCEEDS INCLUDE INVESTMENT EARNINGS.
PART III, LINE 9	WITH RESPECT TO PROPERTY FOR WHICH POTENTIAL PRIVATE USE HAS BEEN IDENTIFIED AT THE TIME OF ISSUANCE OR MAY BE ANTICIPATED, PARTNERS HEALTHCARE DOES NOT UTILIZE TAX-EXEMPT BOND FINANCING FOR THAT PORTION OF THE PROPERTY. PARTNERS HEALTHCARE HAS PROCEDURES IN PLACE THAT PERMITS MONITORING OF ANY PRIVATE USES ARISING POST-ISSUANCE.
PART IV ARBITRAGE (1)	FORM 8038-T HAS NOT BEEN FILED AS ARBITRAGE REBATE PAYMENTS HAVE NOT BEEN REQUIRED. A 9/9/2010 B 8/3/2012 C 8/3/2012 D 5/8/2013 E 6/19/2014 F 2/9/2015 G 2/19/2016 H 2/9/2017

Schedule K (Form 990) 2019

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part Ⅵ, line 24a. Provide descriptions,
explanations, and any additional information in Part Ⅵ.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

Name of the organization
PARTNERS HEALTHCARE SYSTEM INC

Employer identification number
04-3230035

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES F	04-2456011	57586CGW9	06-10-2005	411,566,153	SERIES F - SEE SCHEDULE K PART VI		X		X		X
B	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES G-5	04-2456011	57586CZL2	06-07-2007	326,508,722	SERIES G5 - SEE SCHEDULE K PART VI		X		X		X
C	MHEFA PARTNERS HEALTHCARE SER G-1G-2G-3G-4G-6	04-2456011	57586CZW8	06-07-2007	380,000,000	SERIES G - SEE SCHEDULE K PART VI		X		X		X
D	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES H	04-2456011	57586CW27	04-01-2008	171,320,000	SERIES H - SEE SCHEDULE K PART VI		X		X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES I	04-2456011	57586EHR5	05-14-2009	229,977,036	SERIES I - SEE SCHEDULE K PART VI	X			X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES J	04-2456011	57586ENK3	01-05-2010	509,178,736	SERIES J - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES K	04-3431814	57583R6W0	01-13-2011	436,019,104	SERIES K - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES L	04-3431814	57583UMV7	01-04-2012	353,501,227	SERIES L - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES M	04-3431814	57583UG77	01-30-2014	510,376,675	SERIES M - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES N-1 AND N-2	04-3431814		08-27-2014	141,350,000	SERIES N - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES O	04-3431814	57583UW20	01-29-2015	357,583,529	SERIES O - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES Q	04-3431814	57584XJG7	01-28-2016	491,625,624	SERIES Q - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES R-1 AND R-2	04-3431814		03-31-2016	100,000,000	SERIES R-1 AND R-2 - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES S	04-3431814	57584X8W4	12-28-2017	1,187,892,482	SERIES S - SEE SCHEDULE K PART VI		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	174,675,000		320,000,000		305,000,000		1,315,000
2 Amount of bonds legally defeased ..............	57,520,000		321,210,000		45,000,000		206,150,000
3 Total proceeds of issue ..................	419,448,101		329,345,063		386,190,828		171,320,000
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............	18,398,432		9,382,534		20,479,076
6 Proceeds in refunding escrows ...............			707,099,630
7 Issuance costs from proceeds ...............	2,671,595		2,338,149		2,776,551		420,000
8 Credit enhancement from proceeds .............	2,650,000				4,696,147
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............	326,493,380		164,128,012		358,239,054		260,903,277
11 Other spent proceeds .............	69,234,694		153,496,369		231,165,294		170,900,000
12 Other unspent proceeds .............
13 Year of substantial completion .............	2007		2009		2009		2009
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2018, a current refunding issue)? ........
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2018, an advance refunding issue)? ........
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............		X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2019

Page 2

Part Ⅲ

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............		X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........
6 Total of lines 4 and 5 .............
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X		X
c No rebate due? .........	X		X		X		X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X	X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X	X			X
b Name of provider ..........	BEAR STEARNS CAPITAL MARKETS		BANK OF AMERICA NA		GOLDMAN SACHS CAPITAL MARKETS
c Term of hedge .........	3500.0000000000 %		3500.0000000000 %		3500.0000000000 %
d Was the hedge superintegrated? ......		X		X		X
e Was the hedge terminated? ........		X		X		X

Schedule K (Form 990) 2019

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?	X		X		X		X
b Name of provider ..........	XL ASSET FUNDING COMPANY I LLC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC
c Term of GIC .........	180.0000000000 %		170.0000000000 %		170.0000000000 %		80.0000000000 %
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........	X			X	X		X
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

---------------------------------------------------------------------------------------------------------------	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X		X		X

Part Ⅵ

Supplemental Information. Provide additional information for responses to questions on Schedule K. (See instructions).

Return Reference	Explanation
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE	(A) FINANCING A PORTION OF THE FOLLOWING PROJECTS: TENANT IMPROVEMENTS AND FIT OUT OF LEASED SPACE; CONSTRUCTION AND RENOVATION OF OPERATING ROOMS AT AN AMBULATORY SURGERY CENTER; RENOVATIONS TO VARIOUS CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: ACQUISITION OF A FACILITY AND A SMALL PARCEL OF VACANT LAND; CONSTRUCTION OF A CARDIOVASCULAR CENTER; THE ACQUISITION AND INSTALLATION OF CAPITAL EQUIPMENT AND CONSTRUCTION OF IMPROVEMENTS AND RENOVATIONS TO VARIOUS EXISTING FACILITIES. FINANCING A PORTION OF THE CONSTRUCTION AND RENOVATION OF FACILITIES. FINANCING THE ACQUISITION AND IMPROVEMENTS OF A PORTION OF A BUILDING AND INSTALLATION OF CAPITAL EQUIPMENT THEREIN. (B) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A, ISSUED 9/18/97. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C, ISSUED 4/26/01. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES G, ISSUED 2/6/97. (C) FINANCING A PORTION OF CONSTRUCTION OF A CARDIOVASCULAR CENTER. FINANCING THE FOLLOWING PROJECTS: A PORTION OF THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; A PORTION OF THE COST OF ACQUISITION OF CONDOMINIUM UNITS; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: CONSTRUCTION AND EQUIPPING OF AN AMBULATORY CARE CENTER; THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM. (D) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-1 AND G-3, ISSUED 6/28/07. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY VARIABLE RATE DEMAND REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES F, ISSUED 11/16/1995. (E) FINANCING A PORTION OF THE FIT-OUT AND EQUIPPING OF AN AMBULATORY CARE CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE COST OF RENOVATIONS, EQUIPPING AND FURNISHING OF CLINICAL SPACE TO HOUSE A CANCER CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. (F) FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING THE ACQUISITION OF AND IMPROVEMENTS TO A HOSPITAL FACILITY. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(G) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-1, D-2 & D-4. (H) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING PLANNING COSTS AND CONSTRUCTION OF BUILDING TO HOUSE CLINICAL AND RESEARCH SPACE AND UNDERGROUND PARKING SPACES. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION OF LAND AND BUILDING TO HOUSE WET AND DRY RESEARCH SPACE, AND PARKING GARAGE. FINANCING THE ACQUISITION, RENOVATION, EQUIPPING AND FURNISHING OF AN OUTPATIENT SURGICAL CENTER. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES E. (I) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS AND A NEW BUILDING TO HOUSE A 132-BED REPLACEMENT FACILITY FOR SPAULDING REHABILITATION HOSPITAL. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE RENOVATION, EQUIPPING AND FURNISHING OF VARIOUS FACILITIES. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-3.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(J) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-1. (K) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. (L) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE RENOVATION OF A NEONATAL INTENSIVE CARE UNIT AND CONSTRUCTION OF A SPECIAL CARE NURSERY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING INTERIM BORROWING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5.
PART I BOND ISSUES (M) DESCRIPTION OF PURPOSE (CONTINUE)	(M) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. (N) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-6. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-2 & I-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES J-1. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-5. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES L. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES M-3 & M-5. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2011 A. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2016 A & B.
PART II PROCEEDS (3)	TOTAL PROCEEDS INCLUDE INVESTMENT EARNINGS.
PART III, LINE 9	WITH RESPECT TO PROPERTY FOR WHICH POTENTIAL PRIVATE USE HAS BEEN IDENTIFIED AT THE TIME OF ISSUANCE OR MAY BE ANTICIPATED, PARTNERS HEALTHCARE DOES NOT UTILIZE TAX-EXEMPT BOND FINANCING FOR THAT PORTION OF THE PROPERTY. PARTNERS HEALTHCARE HAS PROCEDURES IN PLACE THAT PERMITS MONITORING OF ANY PRIVATE USES ARISING POST-ISSUANCE.
PART IV ARBITRAGE (1)	FORM 8038-T HAS NOT BEEN FILED AS ARBITRAGE REBATE PAYMENTS HAVE NOT BEEN REQUIRED. A 9/9/2010 B 8/3/2012 C 8/3/2012 D 5/8/2013 E 6/19/2014 F 2/9/2015 G 2/19/2016 H 2/9/2017

Schedule K (Form 990) 2019

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part Ⅵ, line 24a. Provide descriptions,
explanations, and any additional information in Part Ⅵ.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

Name of the organization
PARTNERS HEALTHCARE SYSTEM INC

Employer identification number
04-3230035

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES F	04-2456011	57586CGW9	06-10-2005	411,566,153	SERIES F - SEE SCHEDULE K PART VI		X		X		X
B	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES G-5	04-2456011	57586CZL2	06-07-2007	326,508,722	SERIES G5 - SEE SCHEDULE K PART VI		X		X		X
C	MHEFA PARTNERS HEALTHCARE SER G-1G-2G-3G-4G-6	04-2456011	57586CZW8	06-07-2007	380,000,000	SERIES G - SEE SCHEDULE K PART VI		X		X		X
D	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES H	04-2456011	57586CW27	04-01-2008	171,320,000	SERIES H - SEE SCHEDULE K PART VI		X		X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES I	04-2456011	57586EHR5	05-14-2009	229,977,036	SERIES I - SEE SCHEDULE K PART VI	X			X		X
	MHEFA PARTNERS HEALTHCARE SYSTEM INC SERIES J	04-2456011	57586ENK3	01-05-2010	509,178,736	SERIES J - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES K	04-3431814	57583R6W0	01-13-2011	436,019,104	SERIES K - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES L	04-3431814	57583UMV7	01-04-2012	353,501,227	SERIES L - SEE SCHEDULE K PART VI	X			X		X
	MDFA PARTNERS HEALTHCARE SYSTEM INC SERIES M	04-3431814	57583UG77	01-30-2014	510,376,675	SERIES M - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES N-1 AND N-2	04-3431814		08-27-2014	141,350,000	SERIES N - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES O	04-3431814	57583UW20	01-29-2015	357,583,529	SERIES O - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES Q	04-3431814	57584XJG7	01-28-2016	491,625,624	SERIES Q - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES R-1 AND R-2	04-3431814		03-31-2016	100,000,000	SERIES R-1 AND R-2 - SEE SCHEDULE K PART VI		X		X		X
	MDFA PARTNERS HEALTHCARE SYSTEM SERIES S	04-3431814	57584X8W4	12-28-2017	1,187,892,482	SERIES S - SEE SCHEDULE K PART VI		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	174,675,000		320,000,000		305,000,000		1,315,000
2 Amount of bonds legally defeased ..............	57,520,000		321,210,000		45,000,000		206,150,000
3 Total proceeds of issue ..................	419,448,101		329,345,063		386,190,828		171,320,000
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............	18,398,432		9,382,534		20,479,076
6 Proceeds in refunding escrows ...............			707,099,630
7 Issuance costs from proceeds ...............	2,671,595		2,338,149		2,776,551		420,000
8 Credit enhancement from proceeds .............	2,650,000				4,696,147
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............	326,493,380		164,128,012		358,239,054		260,903,277
11 Other spent proceeds .............	69,234,694		153,496,369		231,165,294		170,900,000
12 Other unspent proceeds .............
13 Year of substantial completion .............	2007		2009		2009		2009
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2018, a current refunding issue)? ........
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2018, an advance refunding issue)? ........
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............		X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2019

Page 2

Part Ⅲ

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............		X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........
6 Total of lines 4 and 5 .............
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X		X
c No rebate due? .........	X		X		X		X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X	X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X	X			X
b Name of provider ..........	BEAR STEARNS CAPITAL MARKETS		BANK OF AMERICA NA		GOLDMAN SACHS CAPITAL MARKETS
c Term of hedge .........	3500.0000000000 %		3500.0000000000 %		3500.0000000000 %
d Was the hedge superintegrated? ......		X		X		X
e Was the hedge terminated? ........		X		X		X

Schedule K (Form 990) 2019

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?	X		X		X		X
b Name of provider ..........	XL ASSET FUNDING COMPANY I LLC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC		CITIGROUP FINANCIAL PRODUCTS INC
c Term of GIC .........	180.0000000000 %		170.0000000000 %		170.0000000000 %		80.0000000000 %
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........	X			X	X		X
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

---------------------------------------------------------------------------------------------------------------	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X		X		X

Part Ⅵ

Supplemental Information. Provide additional information for responses to questions on Schedule K. (See instructions).

Return Reference	Explanation
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE	(A) FINANCING A PORTION OF THE FOLLOWING PROJECTS: TENANT IMPROVEMENTS AND FIT OUT OF LEASED SPACE; CONSTRUCTION AND RENOVATION OF OPERATING ROOMS AT AN AMBULATORY SURGERY CENTER; RENOVATIONS TO VARIOUS CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: ACQUISITION OF A FACILITY AND A SMALL PARCEL OF VACANT LAND; CONSTRUCTION OF A CARDIOVASCULAR CENTER; THE ACQUISITION AND INSTALLATION OF CAPITAL EQUIPMENT AND CONSTRUCTION OF IMPROVEMENTS AND RENOVATIONS TO VARIOUS EXISTING FACILITIES. FINANCING A PORTION OF THE CONSTRUCTION AND RENOVATION OF FACILITIES. FINANCING THE ACQUISITION AND IMPROVEMENTS OF A PORTION OF A BUILDING AND INSTALLATION OF CAPITAL EQUIPMENT THEREIN. (B) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A, ISSUED 9/18/97. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C, ISSUED 4/26/01. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES G, ISSUED 2/6/97. (C) FINANCING A PORTION OF CONSTRUCTION OF A CARDIOVASCULAR CENTER. FINANCING THE FOLLOWING PROJECTS: A PORTION OF THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; A PORTION OF THE COST OF ACQUISITION OF CONDOMINIUM UNITS; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: CONSTRUCTION AND EQUIPPING OF AN AMBULATORY CARE CENTER; THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM. (D) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-1 AND G-3, ISSUED 6/28/07. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY VARIABLE RATE DEMAND REVENUE BONDS, NEWTON-WELLESLEY HOSPITAL ISSUE, SERIES F, ISSUED 11/16/1995. (E) FINANCING A PORTION OF THE FIT-OUT AND EQUIPPING OF AN AMBULATORY CARE CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE COST OF RENOVATIONS, EQUIPPING AND FURNISHING OF CLINICAL SPACE TO HOUSE A CANCER CENTER. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. (F) FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING RENOVATIONS AND IMPROVEMENTS TO INPATIENT CLINICAL AREAS. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING THE ACQUISITION OF AND IMPROVEMENTS TO A HOSPITAL FACILITY. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES A. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(G) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE CONSTRUCTION OF A BUILDING AND A RECEIVING DOCK; CONSTRUCTION AND EQUIPPING OF A MULTI-SPECIALTY AMBLUATORY CARE CENTER; AND RENOVATIONS TO CLINICAL SPACE. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-1, D-2 & D-4. (H) FINANCING RENOVATIONS AND IMPROVEMENTS TO AN EMERGENCY DEPARTMENT. FINANCING PLANNING COSTS INCLUDING ENVIRONMENTAL REMEDIATION COSTS ASSOCIATED WITH THE DEVELOPMENT OF A NEW REHABILITATION HOSPITAL FACILITY. FINANCING A PORTION OF THE FOLLOWING PROJECTS: THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT SYSTEM AND AN ACUTE CARE DOCUMENTATION MANAGEMENT SYSTEM. FINANCING PLANNING COSTS AND CONSTRUCTION OF BUILDING TO HOUSE CLINICAL AND RESEARCH SPACE AND UNDERGROUND PARKING SPACES. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION OF LAND AND BUILDING TO HOUSE WET AND DRY RESEARCH SPACE, AND PARKING GARAGE. FINANCING THE ACQUISITION, RENOVATION, EQUIPPING AND FURNISHING OF AN OUTPATIENT SURGICAL CENTER. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES B REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES C. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES E. (I) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS AND A NEW BUILDING TO HOUSE A 132-BED REPLACEMENT FACILITY FOR SPAULDING REHABILITATION HOSPITAL. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE RENOVATION, EQUIPPING AND FURNISHING OF VARIOUS FACILITIES. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES D-3.
PART I BOND ISSUES (F) DESCRIPTION OF PURPOSE (CONTINUE)	(J) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-1. (K) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER AND A NEW POWER PLANT. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. (L) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE RENOVATION OF A NEONATAL INTENSIVE CARE UNIT AND CONSTRUCTION OF A SPECIAL CARE NURSERY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. FINANCING THE ACQUISITION AND INSTALLATION OF A SYSTEM-WIDE REVENUE MANAGEMENT AND CLINICAL APPLICATION SYSTEM. REFINANCING INTERIM BORROWING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-4. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES F-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5.
PART I BOND ISSUES (M) DESCRIPTION OF PURPOSE (CONTINUE)	(M) FINANCING THE CONSTRUCTION OF A NEW BUILDING AT BRIGHAM AND WOMEN'S HOSPITAL'S MAIN CAMPUS. FINANCING THE CONSTRUCTION OF AN UNDERGROUND PARKING FACILITY. FINANCING THE CONSTRUCTION OF A TWO STORY DATA CENTER. (N) REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-5. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES G-6. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES I-2 & I-3. REFINANCING MASSACHUSETTS HEALTH & EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES J-1. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES K-5. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES L. REFINANCING MASSACHUSETTS DEVELOPMENT FINANCE AGENCY, PARTNERS HEALTHCARE SYSTEM ISSUE, SERIES M-3 & M-5. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2011 A. REFINANCING NEW HAMPSHIRE HEALTH AND EDUCATION FACILITIES AUTHORITY REVENUE BONDS, WENTWORTH-DOUGLAS HOSPITAL ISSUE, SERIES 2016 A & B.
PART II PROCEEDS (3)	TOTAL PROCEEDS INCLUDE INVESTMENT EARNINGS.
PART III, LINE 9	WITH RESPECT TO PROPERTY FOR WHICH POTENTIAL PRIVATE USE HAS BEEN IDENTIFIED AT THE TIME OF ISSUANCE OR MAY BE ANTICIPATED, PARTNERS HEALTHCARE DOES NOT UTILIZE TAX-EXEMPT BOND FINANCING FOR THAT PORTION OF THE PROPERTY. PARTNERS HEALTHCARE HAS PROCEDURES IN PLACE THAT PERMITS MONITORING OF ANY PRIVATE USES ARISING POST-ISSUANCE.
PART IV ARBITRAGE (1)	FORM 8038-T HAS NOT BEEN FILED AS ARBITRAGE REBATE PAYMENTS HAVE NOT BEEN REQUIRED. A 9/9/2010 B 8/3/2012 C 8/3/2012 D 5/8/2013 E 6/19/2014 F 2/9/2015 G 2/19/2016 H 2/9/2017

Schedule K (Form 990) 2019

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

Complete if the organization answered "Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c, or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet

Attach to Form 990 or Form 990-EZ.
MediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public Inspection

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

Part I

Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and section 501(c)(29) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.

1(a) Name of disqualified person	(c) Description of transaction	(d) Corrected?
1(a) Name of disqualified person	(c) Description of transaction	Yes	No

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

Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ........ Bullet Image

Part II

Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22

(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	(d) Loan to or from the organization?		(e) Original principal amount	(f) Balance due	(g) In default?		(h) Approved by board or committee?		(i) Written agreement?
(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	To	From	(e) Original principal amount	(f) Balance due	Yes	No	Yes	No	Yes	No






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

Part III

Grants or Assistance Benefiting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of assistance	(d) Type of assistance	(e) Purpose of assistance

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2019

Page 2

Part IV

Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) R SOBERMAN	FAMILY - KLIBANSKI	161,333	SALARY-GHC		No
(2) B BLANCHFIELD	FAMILY - MEYER	110,551	SALARY-GHC		No
(3) C MEYER	FAMILY - MEYER	120,329	SALARY-GHC		No
(4) SUFFOLK CONSTRUCTION	DIRECTOR - FISH	71,613,257	CONTR. SERVICES		No

Part V

Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).

Return Reference	Explanation

Schedule L (Form 990 or 990-EZ) 2019

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 990-EZ or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.
MediumBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2019

Open to Public
Inspection

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

Return Reference	Explanation
STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	PARTNERS HEALTHCARE SYSTEM, INC., (PARTNERS) ESTABLISHED IN MARCH 1994, IS THE CORPORATION OVERSEEING THE AFFILIATION OF BRIGHAM HEALTH, THE MASSACHUSETTS GENERAL HOSPITAL, NSMC HEALTHCARE, INC., NEWTON-WELLESLEY HEALTH CARE SYSTEM, INC., PARTNERS CONTINUING CARE, INC., ALLWAYS HEALTH PARTNERS, INC., AND THE FOUNDATION OF THE MASSACHUSETTS EYE AND EAR INFIRMARY, INC. PARTNERS IS DEVELOPING AN INTEGRATED HEALTH CARE DELIVERY SYSTEM THROUGHOUT THE REGION THAT OFFERS PATIENTS A CONTINUUM OF COORDINATED, HIGH-QUALITY CARE. THE SYSTEM INCLUDES PRIMARY CARE PHYSICIANS AND SPECIALISTS, COMMUNITY HOSPITALS, THE TWO FOUNDING ACADEMIC MEDICAL CENTERS (MGH AND BWH) AND OTHER HEALTH-RELATED ENTITIES. PARTNERS IS CREATING A FRAMEWORK IN WHICH ALL ASPECTS OF THE HEALTH CARE DELIVERY SYSTEM ARE COORDINATED BETWEEN AND AMONG PROVIDERS AND FACILITIES. PARTNERS IMPROVES THE QUALITY OF HEALTH CARE AND FURTHER SERVES THE PUBLIC AT LARGE BY SUPPORTING ITS MEMBER ORGANIZATIONS SO THAT THEY MAY PURSUE THEIR PATIENT CARE, TEACHING AND RESEARCH MISSIONS. THE MEMBER ORGANIZATIONS OF PARTNERS HAVE JOINED TOGETHER IN A COMMITMENT TO SERVE THE COMMUNITY. TOGETHER, THESE ORGANIZATIONS ARE DEDICATED TO ENHANCING PATIENT CARE, TEACHING AND RESEARCH, AND TO TAKING A LEADERSHIP ROLE AS AN INTEGRATED HEALTH CARE SYSTEM. PARTNERS IS COMMITTED TO LEADING THE WAY IN DESIGNING INTEGRATED PATIENT AND FAMILY-CENTERED CARE WITH THE GOALS OF ENHANCING THE QUALITY OF PATIENT CARE AND SLOWING THE INCREASE IN HEALTH CARE COSTS. SEVERAL YEARS AGO, PARTNERS HEALTHCARE LAUNCHED A SERIES OF STRATEGIC INITIATIVES TO REDESIGN CARE WITH AN EMPHASIS ON IMPROVING QUALITY AND AFFORDABILITY. MULTI-DISCIPLINARY TEAMS FROM PHS AND FROM PARTNERS HEALTHCARE HOSPITALS WERE ASSEMBLED TO DEVELOP AND IMPLEMENT STRATEGIES FOR CHANGE THAT FOCUSED ON CARE REDESIGN INITIATIVES TO IMPROVE PATIENT CARE QUALITY AND OUTCOMES AND ON PATIENT AFFORDABILITY INITIATIVES TO MANAGE COST GROWTH AND REDUCE PER-UNIT COSTS IN DIRECT PATIENT CARE AND OVERHEAD. SINCE PARTNERS HEALTHCARE BEGAN THOSE INITIATIVES, THE PRESSURE TO REDUCE HEALTHCARE COSTS HAS CONTINUED, AND THE HEALTHCARE INDUSTRY HAS ALSO BEEN CHARACTERIZED BY THE GROWTH OF ALTERNATIVE PAYMENT MODELS THAT EMPHASIZE COST CONTROL AND QUALITY IMPROVEMENT OVER VOLUME, BY TIGHTER REFERRAL MANAGEMENT BY PROVIDER NETWORKS THAT ARE PARTICIPATING IN RISK CONTRACTS, AND BY INCREASED PRICE SENSITIVITY ON THE PART OF CONSUMERS, EMPLOYERS AND PROVIDER GROUPS. BUILDING ON THE CARE REDESIGN AND PATIENT AFFORDABILITY INITIATIVES THAT WERE STARTED SEVERAL YEARS AGO, PARTNERS HEALTHCARE IS COMMITTED TO CONTINUING TO BE A LEADER IN CLINICAL CARE AND SYSTEM INNOVATION AND TO LEAD IN THE SHIFT TO VALUE-DRIVEN HEALTHCARE IN MASSACHUSETTS THROUGH THE FOLLOWING STRATEGIC INITIATIVES: 1) POPULATION HEALTH MANAGEMENT 2) NETWORK STRATEGY 3) CONTRACTING AND INSURANCE MODELS 4) REFERRAL NETWORKS 5) PATIENT AFFORDABILITY/COST MANAGEMENT PLEASE VISIT HTTP://WWW.PARTNERS.ORG/ABOUT/PHILANTHROPY/COMMITMENT-TO-GIVING/DEFAULT. ASPX FOR MORE INFORMATION ABOUT SPECIFIC PARTNERS' PROGRAMS AND INITIATIVES.
FORM 990, PART VI, SECTION A, LINE 2	BUSINESS AND FAMILY RELATIONSHIPS PETER MARKELL, RICHARD HOLBROOK & WILLIAM MAURICE COWAN- BUSINESS RELATIONSHIP SUSAN HOCKFIELD & WILLIAM MAURICE COWAN - BUSINESS RELATIONSHIP DAVID TORCHIANA, PETER MARKELL & GREG MEYER - BUSINESS RELATIONSHIP
FORM 990, PART VI, SECTION A, LINE 6	DECISIONS OF GOVERNING BODY SUBJECT TO MEMBER APPROVAL PURSUANT TO THE CORPORATE BYLAWS OF THE ORGANIZATION, THE AUTHORITY FOR THE FOLLOWING ACTIONS IS RESERVED TO THE MEMBERS OF THE ORGANIZATION: - MEMBERS SHALL DETERMINE THE NUMBER OF PHS DIRECTORS AND SHALL ELECT PHS DIRECTORS. MEMBERS MAY, BY A VOTE, INCREASE THE NUMBER OF PHS DIRECTORS. - MEMBERS MAY DECREASE THE NUMBER OF PHS DIRECTORS, BUT ONLY TO ELIMINATE VACANCIES EXISTING BY REASON OF THE DEATH, RESIGNATION OR REMOVAL OF ONE OR MORE ELECTED PHS DIRECTORS. - MEMBERS MAY REMOVE A PHS DIRECTOR WITH OR WITHOUT CAUSE BY VOTE. - MEMBERS MAY AMEND PHS BYLAWS IN WHOLE OR IN PART OR MAY REPEAL AND ADOPT NEW BYLAWS. MEMBERS MAY ADOPT, AMEND OR REPEAL ANY BYLAW, INCLUDING ANY BYLAWS ADOPTED, AMENDED OR REPEALED BY THE DIRECTORS. PURSUANT TO THE LAWS OF MASSACHUSETTS, THE AUTHORITY FOR THE FOLLOWING ACTIONS IS RESERVED TO THE MEMBER OF THE ORGANIZATION: - AMEND OR RESTATE THE ARTICLES OF ORGANIZATION - CONSOLIDATION OR MERGER - SALE, LEASE, EXCHANGE OR DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ORGANIZATIONS PROPERTY OR ASSETS.
FORM 990, PART VI, SECTION A, LINE 7A	EXECUTIVE COMMITTEE THE EXECUTIVE COMMITTEE HAS ALL OF THE RESPONSIBILITIES AND AUTHORITY OF THE DIRECTORS DURING INTERVALS BETWEEN MEETINGS OF THE DIRECTORS EXCEPT FOR THE POWERS SPECIFIED IN SECTION 55 OF MASSACHUSETTS GENERAL LAWS, CHAPTER 156B. THE COMMITTEE CONSISTS OF THREE TO FIVE DIRECTORS OF THE CORPORATION APPOINTED ANNUALLY BY THE BOARD OF DIRECTORS.
FORM 990, PART VI, SECTION A, LINE 7B	SEE STATEMENT ON QUESTION 6
FORM 990, PART VI, SECTION B, LINE 11B	FORM 990 REVIEW THE FORM 990 WAS PREPARED AND REVIEWED BY THE PARTNERS HEALTHCARE SYSTEM, INC. (PHS) TAX DEPARTMENT. CERTAIN KEY SECTIONS WERE ALSO REVIEWED BY THE PHS EXECUTIVE VICE PRESIDENT OF ADMINISTRATION AND FINANCE, CFO AND TREASURER; AND BY THE PHS GENERAL COUNSEL. THE EXECUTIVE VICE PRESIDENT OF ADMINISTRATION AND FINANCE, CFO AND TREASURER REVIEWED AND SIGNED THE FORM 990. THE COMPENSATION DISCLOSURES WERE PRESENTED TO AND DISCUSSED WITH THE PHS COMPENSATION COMMITTEE AT THE APRIL 26, 2019 MEETING. THE PROCESS FOR PREPARING AND REVIEWING FORM 990 WAS DISCUSSED AT THE MAY 2, 2019 MEETING OF THE AUDIT AND COMPLIANCE COMMITTEE OF THE PHS BOARD OF DIRECTORS. THE FINAL FILING VERSION OF THE FORM 990 WAS PROVIDED TO EACH VOTING BOARD MEMBER PRIOR TO FILING.
FORM 990, PART VI, SECTION B, LINE 12C	CONFLICT OF INTEREST POLICY FOR PURPOSES OF ITS ANNUAL TAX FILING, PARTNERS HEALTHCARE HAS AN ANNUAL QUESTIONNAIRE PROCESS FOR OBTAINING INFORMATION ON INTERESTS THAT MAY GIVE RISE TO CONFLICTS FROM ALL OFFICERS, DIRECTORS, TRUSTEES AND KEY EMPLOYEES. IN ADDITION, IN CONNECTION WITH PARTNERS' CONFLICT OF INTEREST POLICY, THE PARTNERS OFFICE FOR INTERACTIONS WITH INDUSTRY AND OFFICE OF THE GENERAL COUNSEL WORK TOGETHER TO PERIODICALLY DISTRIBUTE, COLLECT AND REVIEW DISCLOSURE STATEMENTS FROM THESE INDIVIDUALS. THE INFORMATION ON EACH SUCH DISCLOSURE IS REVIEWED BY EACH INDIVIDUAL'S SUPERVISOR (WHO IN THE CASE OF DIRECTORS AND TRUSTEES IS DEEMED TO CONSIST OF THE CHAIRMAN OF THE BOARD AND THE ENTITY'S PRESIDENT/CEO, WHO REVIEW THE DISCLOSURES WITH THE ASSISTANCE OF THE GENERAL COUNSEL OR ATTORNEY REPRESENTATIVES OF HER OFFICE). PARTNERS HAS A CONFLICT OF INTEREST POLICY THAT APPLIES TO ALL ENTITIES IN THE SYSTEM, AND WHICH IS DESIGNED TO: (1) IDENTIFY RELATIONSHIPS AND CONDUCT THAT CREATE EITHER CONFLICTS OF INTEREST OR CONFLICTS OF COMMITMENT; (2) ESTABLISH A SYSTEM FOR DISCLOSING AND RESOLVING POTENTIAL CONFLICTS; AND (3) ENSURE THAT TRANSACTIONS ARE NEGOTIATED AT ARM'S LENGTH AND THAT PAYMENTS ARE AT FAIR MARKET VALUE. UNDER OUR POLICY, WHEN A CONFLICT ARISES, THE INDIVIDUAL ASSOCIATED WITH THE OUTSIDE ENTITY IN QUESTION MUST PROVIDE FULL DISCLOSURE AND COMPLETELY RECUSE HIM/HERSELF FROM ANY INSTITUTIONAL DECISION-MAKING ABOUT THE TRANSACTION. IN APPROPRIATE CIRCUMSTANCES, (I) THE CORPORATION MUST CONSIDER AT LEAST TWO ALTERNATIVE DISINTERESTED COMPETITIVE PROPOSALS; OR MUST DETERMINE THAT TWO SUCH COMPETITIVE PROPOSALS DO NOT EXIST OR THAT IT WOULD BE IMPRACTICAL TO ELICIT OR CONSIDER SUCH COMPETITIVE PROPOSALS; AND (II) THE CORPORATION MUST DETERMINE THAT, NOTWITHSTANDING THE APPARENT CONFLICT, THE TRANSACTION IS FAIR AND REASONABLE TO THE CORPORATION AND IS IN THE BEST INTERESTS OF THE CORPORATION. A WRITTEN RECORD MUST BE MADE OF THESE DETERMINATIONS. FURTHERMORE, TRANSACTIONS THAT PRESENT PARTICULARLY SIGNIFICANT CONFLICTS ARE REVIEWED BY AN INDEPENDENT COMMITTEE OF PARTNERS, WHICH REVIEW IS ALSO DOCUMENTED. CONFLICTS OF COMMITMENT BY THE PARTNERS PRESIDENT AND CEO ARE ADDRESSED BY REQUIRING OUTSIDE ACTIVITIES TO BE APPROVED BY THE PARTNERS BOARD CHAIR. AS INSTITUTIONS ARE ADDED TO PARTNERS HEALTHCARE SYSTEM, INC. THERE IS A TRANSITION PERIOD.
FORM 990, PART VI, SECTION B, LINE 15	PROCESS FOR DETERMINING COMPENSATION THE ORGANIZATION HAS A BOARD LEVEL COMPENSATION COMMITTEE THAT REVIEWS AND APPROVES THE COMPENSATION FOR ALL LISTED OFFICERS AND KEY EMPLOYEES EXCEPT THE SECRETARY. THE COMMITTEE IS COMPRISED OF MEMBERS OF THE BOARD WHO ARE NOT EMPLOYED BY THE ORGANIZATION, AND NO MEMBER MAY PARTICIPATE IN THE REVIEW AND APPROVAL OF COMPENSATION IF THE MEMBER HAS A CONFLICT OF INTEREST WITH RESPECT TO THAT COMPENSATION ARRANGEMENT. THE COMMITTEE RELIES ON DATA, PROVIDED BY AN INDEPENDENT COMPENSATION CONSULTANT, WHICH INCLUDES COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS, IN FUNCTIONALLY COMPARABLE POSITIONS, AT SIMILARLY SITUATED ORGANIZATIONS. THE DELIBERATIONS AND DECISIONS OF THE COMMITTEE ARE DOCUMENTED IN MINUTES OF THE MEETING. THIS REVIEW PROCESS OCCURS ON AN ANNUAL BASIS.
FORM 990, PART VI, SECTION C, LINE 18	N/A
FORM 990, PART VI, SECTION C, LINE 19	PUBLIC AVAILABILITY OF FINANCIAL STATEMENTS AND GOVERNING DOCUMENTS THE ORGANIZATION'S GOVERNING DOCUMENTS ARE FILED WITH THE MASSACHUSETTS SECRETARY OF STATE AND THE FINANCIAL STATEMENTS ARE FILED WITH THE MASSACHUSETTS ATTORNEY GENERAL, ALL OF WHICH ARE OPEN TO PUBLIC INSPECTION. THE ORGANIZATION'S CONFLICT OF INTEREST POLICY IS AVAILABLE ON THE ORGANIZATION'S WEBSITE.
FORM 990, PART XI, LINE 9:	CHANGE IN FUNDED STATUS OF DEFINED BENEFIT PLANS 1,731,044.
FORM 990, PART XII, LINE 2C:	NO CHANGES FROM PRIOR YEAR.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2019

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" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBullet

Attach to Form 990.
MediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2019

Open to Public Inspection

Name of the organization

PARTNERS HEALTHCARE SYSTEM INC

Employer identification number

04-3230035

Part I

Identification of Disregarded Entities. Complete if the organization answered "Yes" on Form 990, Part IV, line 33.

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity
(1) PARTNERS HEALTHCARE INTERNATIONAL LLC 800 BOYLSTON STREET BOSTON,MA02199 20-5281203	GLOBAL HEALTH CARE	MA	7,132,362	15,047,000	PHS
(2) PARTNERS HARVARD MEDICAL INTERNATIONAL GULF FZ LLC	GLOBAL HEALTH CARE	MA	0	0	PHS
(3) MERRIMACK VALLEY ENDOSCOPY LLC ONE PARKWAY HAVERHILL,MA01830 04-3578297	MEDICAL SERVICES	MA	238,158	55,295	PCPO
(4) PARTNERS INNOVATION II LLC 800 BOYLSTON STREET BOSTON,MA02199 81-4444790	INVESTMENTS	MA	0	9,394,125	PHS
(5) PARTNERS INNOVATION MANAGEMENT COMPANY LLC 800 BOYLSTON STREET BOSTON,MA02199 81-4431654	INVESTMENTS	MA	0	0	PHS
(6) MASSACHUSETTS EYE & EAR ASSOCIATES LLC 243 CHARLES STREET BOSTON,MA02114 47-4262843	BILLING SERVICES	MA	680,934	0	MEEA
(7) WDPC ORTHOPEDICS LLC 789 CENTRAL AVENUE DOVER,NH03820 82-4754998	BILLING SERVICES	NH	0	0	WDH
(8) PORTLAND INVESTMENTS-PIA LLC 101 MERRIMAC STREET BOSTON,MA02114	INVESTMENTS	ME	0	0	PIA
(9) PORTLAND INVESTMENTS-EP LLC 101 MERRIMAC STREET BOSTON,MA02114	INVESTMENTS	ME	0	0	PIA
(10) MASS GENERAL INTERNATIONAL LLC 55 FRUIT STREET BOSTON,MA02114 83-1131673	GLOBAL HEALTH CARE	MA	0	0	MGPO
(11) CODAMETRIX LLC 55 FRUIT STREET BOSTON,MA02114 82-3924135	MEDICAL CODING SOFTWARE	MA	0	0	MGPO
(12) COCHECO DEVELOPMENT LLC 95 MARKET STREET MANCHESTER,NH03101	ACQUISITION ENTITY	NH	0	264,022	WDH
(13) BRIGHAM HEALTH INTERNATIONAL 75 FRANCIS STREET BOSTON,MA02115 83-1118331	GLOBAL HEALTH CARE	MA	0	0	BH
(14) SPAULDING INTERNATIONAL LLC 300 FIRST AVENUE CHARLESTOWN,MA02129 83-1146009	GLOBAL HEALTH CARE	MA	0	0	SRH
(15) PARTNERS HEALTHCARE INSURANCE HOLDING COMPANY LLC 399 REVOLUTION DRIVE SOMERVILLE,MA02145 83-1039882	HOLDING COMPANY	MA	0	0	PHS

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 entity?
(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)THE MASSACHUSETTS GENERAL HOSPITAL (MGH) 55 FRUIT STREET BOSTON,MA02114 04-1564655	HEALTHCARE	MA	501(C)(3)	7	PHS	Yes
(2)THE GENERAL HOSPITAL COPORATION 55 FRUIT STREET BOSTON,MA02114 04-2697983	HOSPITAL	MA	501(C)(3)	3	MGH	Yes
(3)MASSACHUSETTS GENERAL PHYSICIANS ORG 55 FRUIT STREET BOSTON,MA02114 04-2807148	HEALTHCARE	MA	501(C)(3)	10	MGH	Yes
(4)THE MGH HEALTH SERVICES CORPORATION 55 FRUIT STREET BOSTON,MA02114 22-2717383	HEALTHCARE	MA	501(C)(3)	12A	MGH	Yes
(5)THE MGH INSTITUTE OF HEALTH PROFESSIONS 36 FIRST AVENUE CHARLESTOWN,MA02129 04-2868893	MED EDUCATION	MA	501(C)(3)	2	MGH	Yes
(6)MCLEAN HEALTHCARE INC (MHC) 115 MILL STREET BELMONT,MA02478 20-4572876	ADMIN SUPPORT	MA	501(C)(3)	12A	MGH	Yes
(7)THE MCLEAN HOSPITAL CORPORATION 115 MILL STREET BELMONT,MA02478 04-2697981	HOSPITAL	MA	501(C)(3)	3	MHC	Yes
(8)MARTHA'S VINEYARD HOSPITAL INC (MVH) LINTON LANE PO BOX 1477 OAK BLUFFS,MA02557 04-2104691	HEALTHCARE	MA	501(C)(3)	3	MGH	Yes
(9)WNR INC 1 LINTON LANE OAK BLUFFS,MA02557 04-3419920	NURSING SVCS.	MA	501(C)(3)	10	MVH	Yes
(10)NANTUCKET COTTAGE HOSPITAL (NCH) 57 PROSPECT STREET NANTUCKET,MA02554 04-2103823	HOSPITAL	MA	501(C)(3)	3	MGH	Yes
(11)NANTUCKET COTTAGE HOSPITAL FOUNDATION 57 PROSPECT STREET NANTUCKET,MA02554 04-3829745	ADMIN SUPPORT	MA	501(C)(3)	12A	NCH	Yes
(12)BRIGHAM HEALTH (BH) 75 FRANCIS STREET BOSTON,MA02115 04-2921338	ADMIN SUPPORT	MA	501(C)(3)	7	PHS	Yes
(13)THE BRIGHAM AND WOMEN'S HOSPITAL (BWH) 75 FRANCIS STREET BOSTON,MA02115 04-2312909	HOSPITAL	MA	501(C)(3)	3	BH	Yes
(14)BIOSCIENCES RESEARCH FOUNDATION INC 75 FRANCIS STREET BOSTON,MA02115 22-2483849	PROMOTE RES.	MA	501(C)(3)	12A	BH	Yes
(15)BWH RESEARCH INC 75 FRANCIS STREET BOSTON,MA02115 04-3011445	MED RESEARCH	MA	501(C)(3)	12A	BH	Yes
(16)BRIGHAM COMMUNITY PRACTICES INC 75 FRANCIS STREET BOSTON,MA02115 22-2588069	HEALTHCARE	MA	501(C)(3)	10	BH	Yes
(17)BRIGHAM AND WOMEN'S PHYS ORG (BWPO) 75 FRANCIS STREET BOSTON,MA02115 04-3466314	HEALTHCARE	MA	501(C)(3)	10	BH	Yes
(18)BRIGHAM MEDICAL RES & EDU FOUNDATION 75 FRANCIS STREET BOSTON,MA02115 04-3539249	MED RES & EDU	MA	501(C)(3)	12A	BWPO	Yes
(19)BRIGHAM AND WOMEN'S FAULKNER HOSP(BWFH) 1153 CENTRE STREET BOSTON,MA02130 04-2768256	HOSPITAL	MA	501(C)(3)	3	BH	Yes
(20)PARTNERS CONTINUING CARE INC (PCC) PRUDENTIAL TOWER 800 BOYLSTON STREE BOSTON,MA02199 26-0003495	ADMIN SUPPORT	MA	501(C)(3)	12A	PHS	Yes
(21)SPAULDING REHABILITATION HOSPITAL CORP 300 FIRST AVENUE CHARLESTOWN,MA02129 04-2551124	HOSPITAL	MA	501(C)(3)	3	PCC	Yes
(22)REHAB HOSPITAL OF THE CAPE & ISLANDS 311 SERVICE ROAD EAST SANDWICH,MA02537 04-3071419	HOSPITAL	MA	501(C)(3)	3	PCC	Yes
(23)SHAUGHNESSY-KAPLAN REHABILITATION HOSP DOVE AVENUE SALEM,MA01970 04-3067082	HEALTHCARE	MA	501(C)(3)	3	PCC	Yes
(24)PARTNERS HOME CARE INC (PHC) 281 WINTER STREET WALTHAM,MA02451 04-2918280	HOME HEALTH	MA	501(C)(3)	10	PCC	Yes
(25)FRC INC 101 MERRIMAC STREET BOSTON,MA02114 22-2632121	HEALTHCARE	MA	501(C)(3)	3	PCC	Yes
(26)NSMC HEALTHCARE INC (NSHC) 81 HIGHLAND AVENUE SALEM,MA01970 04-3294420	ADMIN SUPPORT	MA	501(C)(3)	12A	PHS	Yes
(27)NORTH SHORE MEDICAL CENTER INC 81 HIGHLAND AVENUE SALEM,MA01970 04-3399616	HOSPITAL	MA	501(C)(3)	3	NSHC	Yes
(28)NORTH SHORE PHYSICIANS GROUP INC 81 HIGHLAND AVENUE SALEM,MA01970 04-3080484	HEALTHCARE	MA	501(C)(3)	12A	NSHC	Yes
(29)NEWTON-WELLESLEY HEALTHCARE SYSTEM(NWHC) 2014 WASHINGTON STREET NEWTON,MA02462 20-4295282	ADMIN SUPPORT	MA	501(C)(3)	12A	PHS	Yes
(30)NEWTON-WELLESLEY HOSPITAL 2014 WASHINGTON STREET NEWTON,MA02462 04-2103611	HOSPITAL	MA	501(C)(3)	3	NWHC	Yes
(31)NEWTON-WELLESLEY MEDICAL GROUP 2014 WASHINGTON STREET NEWTON,MA02462 22-2560501	HEALTHCARE	MA	501(C)(3)	12A	NWHC	Yes
(32)NEWTON-WELLESLEY HOSP CHARITABLE FOUND 2014 WASHINGTON STREET NEWTON,MA02462 04-3455952	FUNDRAISING	MA	501(C)(3)	7	NWHC	Yes
(33)PARTNERS MEDICAL INTERNATIONAL INC 100 CAMBRIDGE STREET BOSTON,MA02114 04-3197711	MED. TRAINING	MA	501(C)(3)	12A	PHS	Yes
(34)SPAULDING HOSPITAL - CAMBRIDGE INC 1575 CAMBRIDGE STREET CAMBRIDGE,MA02138 27-0273715	HOSPITAL	MA	501(C)(3)	3	PCC	Yes
(35)NANTUCKET PHYSICIAN ORGANIZATION INC 57 PROSPECT STREET NANTUCKET,MA02554 26-4349357	HEALTHCARE	MA	501(C)(3)	10	MGH	Yes
(36)NEIGHBORHOOD HEALTH PLAN INC (NHP) 253 SUMMER STREET BOSTON,MA02210 04-2932021	INSURANCE	MA	501(C)(4)	NONE	PHS	Yes
(37)COMMUNITY MEDICAL ALLIANCE INC 253 SUMMER STREET BOSTON,MA02210 04-3454185	INSURANCE	MA	501(C)(3)	12A	NHP	Yes
(38)COOLEY DICKINSON HOSPITAL INC 30 LOCUST STREET NORTHAMPTON,MA01060 22-2617175	HOSPITAL	MA	501(C)(3)	3	CDHCC	Yes
(39)VNA & HOSPICE OF COOLEY DICKINSON INC 168 INDUSTRIAL DRIVE NORTHAMPTON,MA01060 04-2104788	HOME HEALTH	MA	501(C)(3)	10	CDHCC	Yes
(40)COOLEY DICKINSON HEALTH CARE CORP CDHCC 30 LOCUST STREET NORTHAMPTON,MA01060 04-2103561	ADMIN SUPPORT	MA	501(C)(3)	12B	MGH	Yes
(41)CD PRACTICE ASSOCIATES INC POBOX 911 NORTHAMPTON,MA01060 04-3194547	HEALTHCARE	MA	501(C)(3)	10	CDHCC	Yes
(42)WENTWORTH DOUGLASS HOSPITAL (WDH) 789 CENTRAL AVE DOVER,NH03820 02-0260334	HOSPITAL	NH	501(C)(3)	3	MGH	Yes
(43)WENTWORTH-DOUGLASS PHYSICIAN CORPORATION 789 CENTRAL AVE DOVER,NH03820 02-0497927	HEALTHCARE	NH	501(C)(3)	3	WDH	Yes
(44)WENTWORTH-DOUGLASS HOSPITAL AND HEALTH FOUNDATION 789 CENTRAL AVE DOVER,NH03820 51-0491062	SUPPORT	NH	501(C)(3)	12B	WDH	Yes
(45)FOUNDATION OF THE MASSACHUSETTS EYE AND EAR INFIMARYINC 243 CHARLES STREET BOSTON,MA02114 04-2785453	SUPPORT	MA	501(C)(3)	7	MEEI	Yes
(46)MASSACHUSETTS EYE & EAR INFIRMARY 243 CHARLES STREET BOSTON,MA02114 04-2103591	HOSPITAL	MA	501(C)(3)	3	MEEI	Yes
(47)MASSACHUSETTS EYE & EAR ASSOCIATES INC 243 CHARLES STREET BOSTON,MA02114 22-2658209	HEALTHCARE	MA	501(C)(3)	10	MEEI	Yes
(48)PARTNERS POOLED INVESTMENT HOLDINGS LLC 800 BOYLSTON STREET BOSTON,MA02199 82-1715859	SUPPORT ORGANIZATION - HOLDS INTERESTS IN PPIA	MA	501(C)(3)	12A	PHS	Yes
(49)PARTNERS HEALTHCARE SP INC 800 BOYLSTON STREET BOSTON,MA02199 82-1707493	SPECIALTY PHARMACY	MA	501(C)(3)	12A	PHS	Yes
(50)PARTNERS URGENT CARE LLC 920 WINTER STREET WALTHAM,MA02451 47-1683619	URGENT CARE CENTERS	MA	501(C)(3)	10	PHS	Yes
(51)HARBOR MEDICAL ASSOCIATES INC 541 MAIN STREET SUITE 400 SO WEYMOUTH,MA02190 04-2702579	PROVIDES PHYSICIAN SERVICES TO PATIENTS	MA	501(C)(3)	10	BH	Yes
(52)SOUTH SHORE ENDOSCOPY CENTER INC 541 MAIN STREET SUITE 400 SO WEYMOUTH,MA02190 04-3306443	PROVIDES PHYSICIAN SERVICES TO PATIENTS	MA	501(C)(3)	10	BH	Yes
(53)PARTNERS COMMUNITY PHYSICIANS ORGANIZATION INC 800 BOYLSTON STREET BOSTON,MA02199 04-3236175	ORGANIZE AND OPERATE PHYSICIAN NETWORK	MA	501(C)(3)	10	PHS	Yes
(54)EMBANKMENT SERVICES INC 14 DAVID MUGAR WAY BOSTON,MA02114 04-3272965	SUPPORT ORGANIZATION	MA	501(C)(3)	12A	MEEI	Yes
(55)CIRCLE COMPANY INC 243 CHARLES STREET BOSTON,MA02114 04-2801797	TITLE HOLDING COMPANY	MA	501(C)(25)	NONE	MEEI	Yes
(56)SCHEPENS EYE RESEARCH INSTITUTE INC 20 STANIFORD STREET BOSTON,MA02114 04-2129889	RESEARCH	MA	501(C)(3)	7	MEEI	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2019

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(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 V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) PHS BAY COLONY FUND 245 PARK AVENUE NEW YORK,NY10167 13-3887448	INVESTMENTS	DE	PPIA	EXCLUDED	35,660	219,459		No			No	93.870 %
(2) PARTNERS HEALTHCARE SYSTEM POOLED INVEST 101 MERRIMAC STREET BOSTON,MA02114 04-3268842	INVESTMENTS	MA	PHS	EXCLUDED	20,975,117	25,386,929		No		Yes		100.000 %
(3) RADIATION THERAPY OF SOUTHEASTERN MA LLC 375 LONGWOOD AVENUE BOSTON,MA02115 01-0873580	RADIATION THERAPY SERVICES	MA	BH	EXCLUDED	196,004	1,472,809		No		Yes		51.000 %
(4) PARTNERS INNOVATION FUND LLC 101 HUNTINGTON AVENUE BOSTON,MA02199 26-2899986	INVESTMENTS	MA	PHS	EXCLUDED		32,163,181		No		Yes		100.000 %
(5) PARTNERS HEALTHCARE ACCOUNTABLE CARE ORGANIZATION LLC 399 REVOLUTION DRIVE SOMERVILLE,MA02145 81-2762122	ACCOUNTABLE CARE ORGANIZATION	MA	PHS	EXCLUDED	1,554,572	13,441,441		No		Yes		100.000 %

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets		Yes	No
(1) NEWTON-WELLESLEY PHYSICIAN HOSPITAL ORG 2014 WASHINGTON STREET NEWTON,MA02462 04-3209749	HEALTHCARE	MA	NWHC	C	4,469,909	6,310,300	100.000 %	Yes
(2) ALLWAYS HEALTH PARTNERS INSURANCE COMPANY 399 REVOLUTION DRIVE SOMERVILLE,MA02145 83-0970929	INSURANCE COMPANY	MA	PHS	C	17,223	4,017,223	100.000 %		No

Schedule R (Form 990) 2019

Page 3

Part V

Transactions With Related Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.

Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.

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, or (iv) rent from a controlled entity .....................

Yes

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

Yes

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

Yes

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

Yes

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

f Dividends from related organization(s) ............................

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

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

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

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

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

Yes

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

Yes

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

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

Yes

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

Yes

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

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

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

s 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 related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) THE MASSACHUSETTS GENERAL HOSPITAL	A	32,509,164	FMV
(2) THE GENERAL HOSPITAL CORPORATION	A	19,563,222	FMV
(3) NEWTON-WELLESLEY HOSPITAL	A	6,041,578	FMV
(4) THE BRIGHAM AND WOMEN'S HOSPITAL INC	A	60,991,174	FMV
(5) THE MCLEAN HOSPITAL CORPORATION	A	3,241,512	FMV
(6) THE SPAULDING REHABILITATION HOSPITAL CORPORATION	A	346,049	FMV
(7) REHABILITATION HOSPITAL OF THE CAPE AND ISLANDS CORP	A	266,600	FMV
(8) BRIGHAM AND WOMEN'S FAULKNER HOSPITAL INC	A	565,784	FMV
(9) NORTH SHORE MEDICAL CENTER INC	A	23,729,835	FMV
(10) THE MGH INSTITUTE OF HEALTH PROFESSIONS INC	A	57,070	FMV
(11) FRC INC	A	119,320	FMV
(12) COOLEY DICKINSON HOSPITAL INC	A	2,155,507	FMV
(13) PARTNERS CONTINUING CARE INC	A	11,992	FMV
(14) MASSACHUSETTS EYE & EAR INFIRMARY	A	1,185,446	FMV
(15) WENTWORTH-DOUGLASS HOSPITAL	A	3,428,900	FMV
(16) PARTNERS CONTINUING CARE INC	B	20,302,101	FMV
(17) THE SPAULDING REHABILITATION HOSPITAL CORPORATION	B	1,736,331	FMV
(18) WENTWORTH-DOUGLASS HOSPITAL	B	1,797,442	FMV
(19) BRIGHAM AND WOMEN'S PHYSICIANS ORGANIZATION INC	B	16,799,999	FMV
(20) FRC INC	B	7,903,790	FMV
(21) MASSACHUSETTS EYE & EAR INFIRMARY	B	323,593,000	FMV
(22) NEIGHBORHOOD HEALTH PLAN INC	B	4,000,000	FMV
(23) PARTNERS COMMUNITY PHYSICIANS ORGANIZATION INC	B	4,669,491	FMV
(24) THE MASSACHUSETTS GENERAL HOSPITAL	C	60,903,457	FMV
(25) THE MASSACHUSETTS GENERAL HOSPITAL	C	10,999,600	FMV
(26) THE GENERAL HOSPITAL CORPORATION	C	17,070,424	FMV
(27) REHABILITATION HOSPITAL OF THE CAPE AND ISLANDS CORP	C	98,751	FMV
(28) PARTNERS HOME CARE INC	C	247,407	FMV
(29) SPAULDING HOSPITAL - CAMBRIDGE INC	C	179,082	FMV
(30) THE BRIGHAM AND WOMEN'S HOSPITAL INC	C	7,028,818	FMV
(31) FRC INC	C	113,192	FMV
(32) NORTH SHORE MEDICAL CENTER INC	C	2,291,154	FMV
(33) PARTNERS CONTINUING CARE INC	C	7,471,907	FMV
(34) MCLEAN HEALTHCARE INC	C	3,375,559	FMV
(35) BRIGHAM HEALTH INC	C	50,140,348	FMV
(36) NSMC HEALTHCARE INC	C	8,872,692	FMV
(37) NSMC HEALTHCARE INC	C	4,151,416	FMV
(38) NEWTON-WELLESLEY HEALTHCARE SYSTEM INC	C	9,360,430	FMV
(39) NANTUCKET COTTAGE HOSPITAL	C	851,169	FMV
(40) NEIGHBORHOOD HEALTH PLAN INC	C	2,543,000	FMV
(41) MARTHA'S VINEYARD HOSPITAL	C	1,251,754	FMV
(42) COOLEY DICKINSON HEALTH CARE CORPORATION	C	3,865,683	FMV
(43) THE BRIGHAM AND WOMEN'S HOSPITAL INC	D	24,440,000	FMV
(44) THE MCLEAN HOSPITAL CORPORATION	D	12,090,000	FMV
(45) NORTH SHORE MEDICAL CENTER INC	D	166,440,000	FMV
(46) THE GENERAL HOSPITAL CORPORATION	D	19,690,000	FMV
(47) WENTWORTH-DOUGLASS HOSPITAL	D	103,378,333	FMV
(48) MASSACHUSETTS EYE & EAR INFIRMARY	D	83,518,518	FMV
(49) THE MASSACHUSETTS GENERAL HOSPITAL	K	930,000	FMV
(50) THE MASSACHUSETTS GENERAL HOSPITAL	L	5,068,420	FMV
(51) THE GENERAL HOSPITAL CORPORATION	L	244,667,360	FMV
(52) MASSACHUSETTS GENERAL PHYSICIANS ORGANIZATION INC	L	11,978,156	FMV
(53) THE SPAULDING REHABILITATION HOSPITAL CORPORATION	L	12,719,507	FMV
(54) PARTNERS HOME CARE INC	L	5,108,338	FMV
(55) FRC INC	L	1,746,711	FMV
(56) SPAULDING HOSPITAL - CAMBRIDGE INC	L	4,044,037	FMV
(57) PARTNERS CONTINUING CARE INC	L	1,087,219	FMV
(58) REHABILITATION HOSPITAL OF THE CAPE AND ISLANDS CORP	L	2,871,105	FMV
(59) NANTUCKET COTTAGE HOSPITAL	L	1,863,819	FMV
(60) THE MCLEAN HOSPITAL CORPORATION	L	14,111,178	FMV
(61) THE MGH INSTITUTE OF HEALTH PROFESSIONS INC	L	1,006,165	FMV
(62) WENTWORTH-DOUGLASS HOSPITAL	L	177,009	FMV
(63) COOLEY DICKINSON HOSPITAL INC	L	2,926,098	FMV
(64) THE BRIGHAM AND WOMEN'S HOSPITAL INC	L	191,061,607	FMV
(65) BRIGHAM AND WOMEN'S PHYSICIANS ORGANIZATION INC	L	7,877,465	FMV
(66) BRIGHAM AND WOMEN'S FAULKNER HOSPITAL INC	L	19,765,454	FMV
(67) NORTH SHORE MEDICAL CENTER INC	L	36,805,347	FMV
(68) NORTH SHORE PHYSICIANS GROUP INC	L	739,850	FMV
(69) NEWTON-WELLESLEY HOSPITAL	L	29,608,426	FMV
(70) NEWTON-WELLESLEY MEDICAL GROUP INC	L	144,411	FMV
(71) PARTNERS COMMUNITY PHYSICIANS ORGANIZATION INC	L	4,230,708	FMV
(72) NEIGHBORHOOD HEALTH PLAN INC	L	4,095,108	FMV

Schedule R (Form 990) 2019

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 V-UBI 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 V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Schedule R (Form 990) 2019

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R. (see instructions).

Return Reference	Explanation

Schedule R (Form 990) 2019

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: PATIENT CARE, TEACHING, RESEARCH AND SERVING THE COMMUNITY.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	19
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	14
5	Total number of individuals employed in calendar year 2019 (Part V, line 2a) ......	5	7,428
6	Total number of volunteers (estimate if necessary) .............	6	18
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	7,848,124
b	Net unrelated business taxable income from Form 990-T, line 39 .........	7b	3,382,175

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	268,658,863	284,715,358
9	Program service revenue (Part VIII, line 2g) .........	835,119,820	871,158,461
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	174,816,215	161,771,759
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	4,166,515	1,963,839
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	1,282,761,413	1,319,609,417
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	211,645,435	73,540,901
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)	526,413,781	567,534,312
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 829,933
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	532,077,989	537,434,493
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	1,270,137,205	1,178,509,706
19	Revenue less expenses. Subtract line 18 from line 12.......	12,624,208	141,099,711
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	5,422,733,376	5,788,383,697
21	Total liabilities (Part X, line 26).............	6,055,002,240	6,273,928,070
22	Net assets or fund balances. Subtract line 21 from line 20.....	-632,268,864	-485,544,373

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 268,545,463 including grants of $ 73,540,901 ) (Revenue $ 867,542,963 )
	SEE SCHEDULE O

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 expenses268,545,463

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	24,227,886	2,325,661	1,412,101

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d	284,438,391
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f	276,967

g	Noncash contributions included in lines 1a - 1f:$		1g

h Total. Add lines 1a-1f.......		284,715,358

		Business Code
2a	ADMINISTRATIVE FEE	561000	871,158,461	869,799,987	1,358,474
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....		871,158,461

3 Investment income (including dividends, interest, and othersimilar amounts) ......			8,912,243		6,312,352	2,599,891
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........			139,975			139,975
		(ii) Personal	(i) Real
6a	Gross rents		582,709	6a
b	Less: rental expenses		0	6b
c	Rental income or (loss)		582,709	6c
d	Net rental income or (loss).......			582,709		-21,878	604,587
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory		152,859,516	7a
b	Less: cost or other basis and sales expenses		0	7b
c	Gain or (loss)		152,859,516	7c
d	Net gain or (loss).........			152,859,516		255,864	152,603,652
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a
b	Less: direct expenses ...		8b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a
b	Less: direct expenses ...		9b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
			10a
b	Less: cost of goods sold ..		10b
c	Net income or (loss) from sales of inventory..
Business Code			Miscellaneous Revenue
11a	PARKING INCOME		812930	1,929,298			1,929,298
b	CHILD CARE REVENUE		624410	1,625,569			1,625,569
c	PARTNERSHIP INCOME		621400	-2,313,712	-2,257,024	-56,688
d	All other revenue ....
e	Total. Add lines 11a–11d ......			1,241,155
12	Total revenue. See instructions.....			1,319,609,417	867,542,963	7,848,124	159,502,972

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	73,540,901	73,540,901
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............
4	Benefits paid to or for members .......
5	Compensation of current officers, directors, trustees, and key employees ...........	19,500,512		19,500,512
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........
7	Other salaries and wages........	404,438,890	3,247,509	400,859,146	332,235
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	41,978,924	11,827,562	30,151,362
9	Other employee benefits .......	67,892,075	19,128,592	48,659,731	103,752
10	Payroll taxes ...........	33,723,911	9,501,712	24,222,199
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	8,516,521	2,399,530	6,116,991
c	Accounting ...........	1,572,400	443,024	1,129,376
d	Lobbying ...........	436,500		436,500
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	64,889,988	18,282,754	46,361,621	245,613
12	Advertising and promotion ....	1,642,118	462,667	1,179,451
13	Office expenses .......	17,787,826	5,011,720	12,731,654	44,452
14	Information technology ......	95,427,750	26,886,769	68,540,981
15	Royalties ..
16	Occupancy ...........	17,800,670	5,015,339	12,710,208	75,123
17	Travel ............	2,140,384	603,053	1,534,148	3,183
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....	397,886	112,104	285,782
20	Interest ...........	205,092,929	57,784,933	147,307,996
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..	75,975,065	21,405,975	54,569,090
23	Insurance ...	1,487,805	419,189	1,068,616
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	PROGRAM SUPPORT/SUBSIDY	22,720,190	6,401,414	16,318,776
b	MISCELLANEOUS EXPENSES	16,580,800	4,671,640	11,905,560	3,600
c	OTHER RESEARCH EXPENSES	2,347,019	661,273	1,685,746
d	MEALS	1,929,347	543,594	1,363,778	21,975
e	All other expenses	689,295	194,209	495,086
25	Total functional expenses. Add lines 1 through 24e	1,178,509,706	268,545,463	909,134,310	829,933
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).

1	Cash–non-interest-bearing ........				1
2	Savings and temporary cash investments .........			24,378,581	2	-70,748,306
3	Pledges and grants receivable, net ......				3
4	Accounts receivable, net .............			78,205,587	4	84,143,832
5	Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
					5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
					6
7	Notes and loans receivable, net ...........			3,562,224,489	7	3,723,220,108
8	Inventories for sale or use ............				8
9	Prepaid expenses and deferred charges ......			12,355,047	9	18,414,886
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	918,900,373
b	Less: accumulated depreciation	10b	203,494,908	725,492,173	10c	715,405,465
11	Investments—publicly traded securities .				11
12	Investments—other securities. See Part IV, line 11 .....			754,719,786	12	1,114,036,987
13	Investments—program-related. See Part IV, line 11 ..				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			265,357,713	15	203,910,725
16	Total assets. Add lines 1 through 15 (must equal line 33)...			5,422,733,376	16	5,788,383,697

17	Accounts payable and accrued expenses .....	1,044,060,333	17	874,315,649
18	Grants payable ...		18
19	Deferred revenue .........		19
20	Tax-exempt bond liabilities .........	3,553,827,259	20	3,431,371,716
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
22	Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
			22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D	1,457,114,648	25	1,968,240,705
26	Total liabilities. Add lines 17 through 25..	6,055,002,240	26	6,273,928,070

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........		27
28	Net assets with donor restrictions ...........		28
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	-632,268,864	32	-485,544,373
33	Total liabilities and net assets/fund balances ........	5,422,733,376	33	5,788,383,697

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to separately file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A; don't file with Form 990). . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471). . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If “Yes,” the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) .	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships (see Instructions for Form 8865). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to separately file Form 5713, International Boycott Report (see Instructions for Form 5713; don't file with Form 990).. . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No