TY 2018 Form 990

(A) Name and business address	(B) Description of services	(C) Compensation
Scott & White Memorial Hospital 2401 S 31st Street Temple,TX76508	Medical Services	45,476,210
Scott & White Clinic 2401 S 31st Street Temple,TX76508	Medical Services	18,766,705
Baylor University Medical Center 2001 Bryan Street Dallas,TX75201	Medical Services	14,462,621
Scott & White Health Plan 2401 S 31st Street Temple,TX76508	TPA and PBM	14,277,303
Scott & White Hospital - Round Rock 2401 S 31st Street Temple,TX76508	Medical Services	12,659,365
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 226

- 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 the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

Baylor Health Care System
Employee Benefit Trust

Employer identification number

75-1848557

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 SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:

(i)

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 SFAS 116 (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) 2018

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 ....
b	Contributions ...
c	Net investment earnings, gains, and losses
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...
f	Administrative expenses ....
g	End of year balance ......

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

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 .....
b	Buildings ....
c	Leasehold improvements
d	Equipment ....
e	Other .....
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..		0

Schedule D (Form 990) 2018

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)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)

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

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
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

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
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
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)
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) 2018

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	456,150,105
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	-1,872
e	Add lines 2a through 2d .....................			2e	-1,872
3	Subtract line 2e from line 1..................			3	456,151,977
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	0
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	456,151,977

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	463,960,261
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	0
3	Subtract line 2e from line 1...................		3	463,960,261
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	0
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5	463,960,261

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
Part X, Line 2:	Accounting principles generally accepted in the United States require Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions by the Plan, and has concluded that as of December 31, 2018 and 2017, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jursidictions; however, there are currently no audits for any tax periods in progress.
Part XI, Line 2d - Other Adjustments:	Unrealized gain/(loss)

Return Reference

Explanation

Part X, Line 2:

Accounting principles generally accepted in the United States require Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions by the Plan, and has concluded that as of December 31, 2018 and 2017, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jursidictions; however, there are currently no audits for any tax periods in progress.

Part XI, Line 2d - Other Adjustments:

Unrealized gain/(loss)

Schedule D (Form 990) 2018

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

2018

Open to Public
Inspection

Name of the organization

Baylor Health Care System
Employee Benefit Trust

Employer identification number

75-1848557

Return Reference	Explanation
Form 990, Part VI, Section B, line 11b	The Form 990 is prepared and reviewed by the Baylor Scott & White Health Tax Services Department. The return is then sent to the Chief Human Resources Officer for final review.
Form 990, Part VI, Section C, line 19	The trust documents are available to the participants upon request.
Form 990, Part VII Contact Addresses for Officers, Directors, Etc	State Street Bank and Trust Co. N.A. - 805 Pennsylvania Avenue, Kansas City, MO 64105.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2018

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

2018

Open to Public Inspection

Name of the organization

Baylor Health Care System
Employee Benefit Trust

Employer identification number

75-1848557

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

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)All Saints Health Foundation 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1947007	Fundraising	TX	501(c)(3)	Line 7	Baylor All Saints Medical Center	Yes
(2)Baylor All Saints Medical Center 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1008430	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(3)Baylor Health Care System Foundation 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1606705	Fundraising	TX	501(c)(3)	Line 7	Baylor Health Care System	Yes
(4)Baylor Medical Center at Carrollton 2001 Bryan Street Suite 2200 Dallas,TX75201 45-4510252	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(5)Baylor Medical Center at Irving 2001 Bryan Street Suite 2200 Dallas,TX75201 75-2586857	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(6)Baylor Medical Center at Waxahachie 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1844139	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(7)Baylor Medical Centers at Garland and McKinney 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1037591	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(8)Baylor Regional Medical Center at Grapevine 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1777119	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(9)Baylor Regional Medical Center at Plano 2001 Bryan Street Suite 2200 Dallas,TX75201 82-0551704	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(10)Baylor Research Institute 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1921898	Research	TX	501(c)(3)	Line 4	Baylor Health Care System	Yes
(11)Baylor Scott & White Health 2001 Bryan Street Suite 2200 Dallas,TX75201 46-3131350	Management Services	TX	501(c)(3)	Line 12b, II	Baylor Scott & White Holdings	Yes
(12)Baylor Scott & White Holdings 2001 Bryan Street Suite 2200 Dallas,TX75201 46-3130985	Parent	TX	501(c)(3)	Line 12b, II			No
(13)Baylor Scott & White Medical Centers - Capitol Area 2401 S 31st Street Temple,TX76508 81-3040663	Hospital	TX	501(c)(3)	Line 3	Baylor Scott & White Holdings	Yes
(14)Baylor University Medical Center 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1837454	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(15)HealthTexas Provider Network 2001 Bryan Street Suite 2200 Dallas,TX75201 75-2536818	Physician Services	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes
(16)Hillcrest Baptist Medical Center 2401 S 31st Street Temple,TX76508 74-1161944	Hospital	TX	501(c)(3)	Line 3	Scott & White Memorial Hospital	Yes
(17)Hillcrest Family Health Center 2401 S 31st Street Temple,TX76508 74-2730350	Physician Services	TX	501(c)(3)	Line 12a, I	Hillcrest Baptist Medical Center	Yes
(18)Hillcrest Physician Services 2401 S 31st Street Temple,TX76508 74-2967081	Physician Services	TX	501(c)(3)	Line 12a, I	Hillcrest Baptist Medical Center	Yes
(19)Irving Healthcare Foundation 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1570933	Fundraising	TX	501(c)(3)	Line 3	Baylor Medical Center at Irving	Yes
(20)Scott & White Clinic 2401 S 31st Street Temple,TX76508 74-2958277	Physician Services	TX	501(c)(3)	Line 10	Scott & White Healthcare	Yes
(21)Scott & White Continuing Care Hospital 2401 S 31st Street Temple,TX76508 20-2850920	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(22)Scott & White EMS Inc 2401 S 31st Street Temple,TX76508 75-3242749	Emergency Transport	TX	501(c)(3)	Line 10	Scott & White Memorial Hospital	Yes
(23)Scott & White Foundation Brenham 2401 S 31st Street Temple,TX76508 74-2460815	Fundraising	TX	501(c)(3)	Line 7	Scott & White Hospital - Brenham	Yes
(24)Scott & White Health Plan 2401 S 31st Street Temple,TX76508 74-2052197	HMO/Insurance	TX	501(c)(4)		Baylor Scott & White Holdings	Yes
(25)Scott & White Healthcare Foundation 2401 S 31st Street Temple,TX76508 27-3513154	Fundraising	TX	501(c)(3)	Line 7	Scott & White Healthcare	Yes
(26)Scott & White Hospital - Brenham 2401 S 31st Street Temple,TX76508 74-2519752	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(27)Scott & White Hospital - College Station 2401 S 31st Street Temple,TX76508 27-4434451	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(28)Scott & White Hospital - Llano 2401 S 31st Street Temple,TX76508 27-3026151	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(29)Scott & White Hospital - Marble Falls 2401 S 31st Street Temple,TX76508 46-4007700	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(30)Scott & White Hospital - Round Rock 2401 S 31st Street Temple,TX76508 20-3749695	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(31)Scott & White Hospital - Taylor 2401 S 31st Street Temple,TX76508 74-1595711	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(32)Scott & White Memorial Hospital 2401 S 31st Street Temple,TX76508 74-1166904	Hospital	TX	501(c)(3)	Line 3	Scott & White Healthcare	Yes
(33)Southern Sector Health Initiative 2001 Bryan Street Suite 2200 Dallas,TX75201 26-3087442	Diabetes Health & Wellness Center	TX	501(c)(3)	Line 12a, I	Baylor University Medical Center	Yes
(34)Baylor Scott & White Medical Center - Centennial 2001 Bryan Street Suite 2200 Dallas,TX75201 82-4052186	Hospital	TX	501(c)(3)	Line 3	Baylor Health Care System	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2018

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) Baylor Heart and Vascular Center LLP 2001 Bryan Street Suite 2200 Dallas,TX75201 75-2834135	Specialty Hospital	TX	N/A
(2) HealthTexas Provider Network-Gasro Serv LLP 2001 Bryan St Ste 2200 Dallas,TX75201 73-1697736	Physician Services	TX	N/A
(3) MEDCO Construction LLC 2001 Bryan Street Suite 2200 Dallas,TX75201 20-5965871	Construction	TX	N/A
(4) Texas Heart Hospital of the Southwest LLP 2001 Bryan Street Suite 2200 Dallas,TX75201 41-2101361	Specialty Hospital	TX	N/A
(5) BT Garland JV LLP 2001 Bryan Street Suite 2200 Dallas,TX75201 47-5009342	Hospital	TX	N/A
(6) Lake Pointe Operating Company LLC 2001 Bryan Street Suite 2200 Dallas,TX75201 26-0194016	Hospital	TX	N/A

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(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) Baylor Health Enterprises LP 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1997378	Fitness Center/Pharmacy/ Hotel	TX	N/A	C			Yes
(2) Baylor Health Network Inc 2001 Bryan Street Suite 2200 Dallas,TX75201 75-2463251	Health Care Consulting Services	TX	N/A	C			Yes
(3) Baylor Quality Health Care Alliance LLC 2001 Bryan Street Suite 2200 Dallas,TX75201 45-4015863	ACO	TX	N/A	C			Yes
(4) BMP Incorporated 2001 Bryan Street Suite 2200 Dallas,TX75201 75-1436779	Post Office	TX	N/A	C			Yes
(5)							Yes

Schedule R (Form 990) 2018

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

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

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

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

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

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

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

Yes

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

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

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

Yes

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

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) Scott & White Health Plan	M	14,277,303	General Ledger
(2) Scott & White Memorial Hospital	M	45,476,210	General Ledger
(3) Scott & White Clinic	M	18,766,705	General Ledger
(4) Baylor University Medical Center	M	14,462,621	General Ledger
(5) Scott & White Hospital - Round Rock	M	12,659,365	General Ledger
(6) Hillcrest Baptist Medical Center	M	6,752,637	General Ledger
(7) Scott & White Hospital - College Station	M	5,614,879	General Ledger
(8) HealthTexas Provider Network	M	11,214,696	General Ledger
(9) Baylor Regional Medical Center at Plano	M	3,924,936	General Ledger
(10) Baylor All Saints Medical Center	M	3,120,719	General Ledger
(11) Baylor Regional Medical Center at Grapevine	M	3,035,062	General Ledger
(12) Baylor Medical Center at Irving	M	2,359,062	General Ledger
(13) Baylor Medical Center at Waxahachie	M	3,687,300	General Ledger
(14) Baylor Medical Centers at Garland and McKinney	M	2,911,073	General Ledger
(15) Texas Heart Hospital of the Southwest LLP	M	1,764,303	General Ledger
(16) BT Garland JV LLP	M	140,217	General Ledger
(17) Scott & White Hospital - Marble Falls	M	1,357,909	General Ledger
(18) Baylor Medical Center at Carrollton	M	1,458,311	General Ledger
(19) Baylor Heart and Vascular Center LLP	M	2,171,593	General Ledger
(20) Hillcrest Family Health Center	M	1,496,680	General Ledger
(21) Scott & White Hospital - Llano	M	928,935	General Ledger
(22) Hillcrest Physician Services	M	835,166	General Ledger
(23) Scott & White Hopital - Brenham	M	540,517	General Ledger
(24) Scott & White Hopital - Taylor	M	478,409	General Ledger
(25) Scott & White EMS Inc	M	79,728	General Ledger
(26) HealthTexas Provider Network - Gatroenterology Services LLP	M	191,495	General Ledger
(27) Scott & White Continuing Care Hospital	M	239,863	General Ledger
(28) Century Integrated Partners Inc	M	2,188,135	General Ledger
(29) Lake Pointe Operating Company LLC	M	2,515,324	General Ledger
(30) Baylor Scott & White Medical Center - Centennial	M	1,074,999	General Ledger
(31) Baylor Scott & White Health	S	279,873,254	General Ledger

Schedule R (Form 990) 2018

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) 2018

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) 2018

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: Provides employee benefits to employees of Baylor Scott & White Health and its affiliates.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	1
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	0
5	Total number of individuals employed in calendar year 2018 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	470,082,514	455,790,635
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	76,361	361,342
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	0	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	470,158,875	456,151,977
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	409,576,599	418,526,432
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	0	0
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	32,185,669	45,433,829
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	441,762,268	463,960,261
19	Revenue less expenses. Subtract line 18 from line 12.......	28,396,607	-7,808,284
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	24,096,052	23,637,609
21	Total liabilities (Part X, line 26).............	703,970	8,055,683
22	Net assets or fund balances. Subtract line 21 from line 20.....	23,392,082	15,581,926

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 463,960,261 including grants of $ ) (Revenue $ 455,790,635 )
	Provides healthcare, survivor and disability, and other benefits to employees of Baylor Scott & White Health and its affiliates.

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 expenses463,960,261

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)		(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) State Street Bank and Trust Co NA Trustee	2.00 .................	X	9,500	0	0

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	9,500	0	0

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

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

g	Noncash contributions included in lines 1a - 1f:$
h Total. Add lines 1a-1f.......

		Business Code
2a	Employer Contributions	525100	279,873,254	279,873,254
b	Employee Contributions	525100	175,917,381	175,917,381
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f ....		455,790,635

3 Investment income (including dividends, interest, and othersimilar amounts) ......			366,624			366,624
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss)......
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory		343,073,728
b	Less: cost or other basis and sales expenses		343,079,010
c	Gain or (loss)		-5,282
d	Net gain or (loss).....			-5,282			-5,282
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..
Business Code			Miscellaneous Revenue
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See Instructions......			456,151,977	455,790,635	0	361,342

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21
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, line 15 and 16.
4	Benefits paid to or for members	418,526,432
5	Compensation of current officers, directors, trustees, and key employees ....
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....
7	Other salaries and wages
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....
9	Other employee benefits .......
10	Payroll taxes ...........
11	Fees for services (non-employees):
a	Management ......
b	Legal .........
c	Accounting ...........
d	Lobbying ...........
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)	23,710,139
12	Advertising and promotion ....
13	Office expenses .......
14	Information technology ......
15	Royalties ..
16	Occupancy ...........
17	Travel ............
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....
20	Interest ...........
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..
23	Insurance ...	21,723,690
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
b
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	463,960,261
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 .........		16,884,087	2	23,489,609
3	Pledges and grants receivable, net ......			3
4	Accounts receivable, net .............		7,063,965	4
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L .............
				5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L ..............
				6
7	Notes and loans receivable, net ....			7
8	Inventories for sale or use ........			8
9	Prepaid expenses and deferred charges ......		148,000	9	148,000
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a
b	Less: accumulated depreciation	10b		10c
11	Investments—publicly traded securities .			11
12	Investments—other securities. See Part IV, line 11 .....			12
13	Investments—program-related. See Part IV, line 11 ..			13
14	Intangible assets ...............			14
15	Other assets. See Part IV, line 11 ...........			15
16	Total assets. Add lines 1 through 15 (must equal line 34)...		24,096,052	16	23,637,609

17	Accounts payable and accrued expenses .....	703,970	17	8,055,683
18	Grants payable ...		18
19	Deferred revenue .........		19
20	Tax-exempt bond liabilities .........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D		25
26	Total liabilities. Add lines 17 through 25..	703,970	26	8,055,683

	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets		27
28	Temporarily restricted net assets ...........		28
29	Permanently restricted net assets		29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....	23,392,082	30	23,392,082
31	Paid-in or capital surplus, or land, building or equipment fund ...	0	31	0
32	Retained earnings, endowment, accumulated income, or other funds	0	32	-7,810,156
33	Total net assets or fund balances ...........	23,392,082	33	15,581,926
34	Total liabilities and net assets/fund balances ........	24,096,052	34	23,637,609