l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 Return of Organization Exempt From Income Tax OMB No 1545-0047 Form 990 Under section 501 (c), 527, or 4947 ( a)(1) of the Internal Revenue Code ( except black lung 0 benefit trust or private foundation) 201 Department of the Treasury Internal Revenue Service 0- The organization may have to use a copy of this return to satisfy state reporting requirements MEMO A For the 2010 calendar year, or tax year beginning 10-01-2010 and ending 09-30-2011 C Name of organization mpioyer iaenuricarion nu B Check if applicable Partners HealthCare System Inc & Affiliates F Address change Group Return 90-0656139 Doing Business As Name change I E Telephone number r_ I nitia I return Number and street (or P 0 box if mail is not delivered to street address) Room/suite (617) 724-9841 800 Boylston Street F_ Terminated G Gross receipts $ 9,641,063,814 1 Amended return City or town, state or country , and ZIP + 4 Boston, MA 02199 I Application pending

F Name and address of principal officer H(a) Is this a group return foraffliates2l _ Yes I No Gary L Gottlieb M D MBA 800 Boylston Street H(b) Are all affiliates included? F Yes F_ No Boston, MA 02199 If "No," attach a list (see instructions) H(c) Group exemption number 0- 5803 I Tax - exempt status F 501(c)(3) 1 501 (c) ( ) I (insert no 1 4947(a)(1) or F_ 527

J Website : 0- www partners org

K Form of organization F Corporation 1 Trust F_ Association 1 Other 0- L Year of formation M State of legal domicile Summary 1 Briefly describe the organization's mission or most significant activities Patient Care, Research, Education and Service to the Community Locally and Globally V

2 Check this box if the organization discontinued its operations or disposed of more than 25% of its net assets 3 Number of voting members of the governing body (Part VI, line 1a) . . . . 3 588 r,f 4 Number of independent voting members of the governing body (Part VI, line 1b) . . . 4 337 5 Total number of individuals employed in calendar year 2010 (Part V, line 2a) 5 58,594 6 Total number of volunteers (estimate if necessary) . 6 4,444 7aTotal unrelated business revenue from Part VIII, column (C), line 12 . 7a 13,635,445 b Net unrelated business taxable income from Form 990-T, line 34 . 7b -3,123,539 Prior Year Current Year 8 Contributions and grants (Part VIII, line 1h) . 2,177,468,685 2,537,374,171 9 Program service revenue (Part VIII, line 2g) 6,523,885,959 6,701,248,059 10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) . . . 105,844,261 272,347,839 13- 11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 131,002,898 125,660,311 12 Total revenue-add lines 8 through 11 (must equal Part VIII, column (A), line 12) ...... 8,938,201,803 9,636,630,380 13 Grants and similar amounts paid (Part IX, column (A), lines 1-3) . 656,032,679 786,189,080 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) 4,756,409,835 4,978,172,907 16a Professional fundraising fees (Part IX, column (A), line l le) . 241,119 774,140

sC b Total fundraising expenses (Part IX, column (D), line 25) 0-41,763,625 LLJ 17 Other expenses (Part IX, column (A), lines 11a-11d, 11f-24f) . . . . 3,294,056,058 3,366,409,134 18 Total expenses Add lines 13-17 (must equal Part IX, column (A), line 25) 8,706,739,691 9,131,545,261 19 Revenue less expenses Subtract line 18 from line 12 231,462,112 505,085,119 Beginning of Current End of Year Year ell 'M 20 Total assets (Part X, l i n e 1 6 ) ...... 10,716,096,881 11,114,023,261 21 Total l i a b i l i t i e s (Part X, l i n e 2 6 ) ...... 4,085,925,289 4,443,128,314 ZLL 22 Net assets or fund balances Subtract line 21 from line 20 . 6,630,171,592 6,670,894,947 Signature Block Under penalties of perjury, I declare that I have examined this return, including acco knowledge and belief, it is true, correct, and complete. Declaration of preparer (other knowledge.

Signature of officer Sign Here PETER K MARKELL CFO & TREASURER Type or print name and title

Print/Type Preparers signature preparers name Paid Firm's name Preparer Firm's address Use Only

May the IRS discuss this return with the preparer shown above? (see instructs Form 990 ( 2010) Page 2 Statement of Program Service Accomplishments Check if Schedule 0 contains a response to any question in this Part III . F 1 Briefly describe the organization's mission PARTNERS HEALTHCARE SYSTEM, INC IS DEVELOPING AN INTEGRATED HEALTH CARE DELIVERY SYSTEM THROUGHOUT THE REGION THAT OFFERS PATIENTS A CONTINUUM OF COORDINATED, HIGH-QUALITY CARE

2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ? ...... fl Yes F No If"Yes,"describe these new services on Schedule 0 3 Did the organization cease conducting, or make significant changes in how it conducts , any program services? ...... F Yes F No If"Yes,"describe these changes on Schedule 0 4 Describe the exempt purpose achievements for each of the organization's three largest program services by expenses Section 501(c)(3) and 501( c)(4) organizations and section 4947 (a)(1) trusts are required to report the amount of grants and allocations to others , the total expenses , and revenue, if any, for each program service reported

4a (Code ) ( Expenses $ 6,439,518,141 including grants of $ 786,189 ,080 ) (Revenue $ 6,658,637,159 Patient Care Partners HealthCare was founded in 1994 by Brigham and Women's Hospital (BWH) and Massachusetts General Hospital (The General) Partners is an integrated health care system that offers patients a continuum of coordinated high-quality care The system includes primary care and specialty physicians, community hospitals, the two founding academic medical centers, specialty facilities, community health centers, and other health-related entities Improving patient care has always been at the center of the Partners HealthCare clinical care mission In 2011, as part of an overall effort to articulate the organization's strategy, Partners HealthCare reaffirmed its commitment to the delivery of superior clinical care that is focused on providing the highest quality and most cost effective patient outcomes across the continuum of care That commitment is reflected in a number of major strategic initiatives, including the following Designing more integrated, patient-centered care Promoting payment systems that support more integrated, patient-centered care Providing population health management for the sickest patient groups Delivering safety across the continuum of care Redesigning primary care Developing and tracking performance metrics Maximizing the use of new information technology Overview of the Acute Care Sector Partners HealthCare Acute Care Sector includes two of the most well respected academic medical centers in the United States, BWH and The General, and six acute care community hospitals Faulkner, MVH, NCH, NWH and NSMC (Salem and Union Hospitals) Together these form the largest acute care delivery system in eastern Massachusetts BWH and The General are renowned for their excellence in patient care, innovative and far-reaching research efforts and educational programs In July 2011 each was cited again among the nation's top 10 medical centers by U S News & World Report The two were the only Massachusetts acute care hospitals to make the elite Honor Roll list In addition, The General has been ranked first nationally for psychiatric services by U S News & World Report for the past sixteen years BWH and The General serve both as community hospitals for portions of metropolitan Boston and as providers of tertiary and quaternary services, primarily to eastern Massachusetts and adjacent portions of contiguous states, but also to the remainder of Massachusetts, New England, other parts of the United States and other nations Since a significant part of the primary service areas of The General and BWH do not overlap, both BWH and The General continue to provide many of the same tertiary and secondary services Among the tertiary services that Partners HealthCare offers through BWH and The General are all forms of organ transplants, including heart, lung, heart-lung, liver, kidney, bone marrow, small bowel and pancreas transplants The Burn and Level I Trauma units (for treatment of the most serious cases) at BWH and The General represent two of only three such units in Massachusetts and are among the largest in New England Cardiac Services Cardiac services offered by BWH and The General reflect both the large volumes of procedures and the scope of services characteristic of tertiary institutions In 2011 the BWH, The General and NSMC performed approximately 2,800 cardiac surgical procedures, including coronary artery and valve surgery, thoracic aorta surgery, surgery for cardiac rhythm disorders, and heart transplants Women's Health Services Partners HealthCare is New England's major provider of women's health care services, providing a full range of tertiary services, including reproductive endocrinology and infertility, gynecologic oncology, urogynecology, advanced minimally invasive gynecologic surgery, treatment of fibroids and endometriosis, and pelvic reconstructive surgery Partners HealthCare operates two of the six level three Maternal/ Newborn Services in the metropolitan Boston area for treatment of the most serious cases, thereby allowing it to serve as a resource for high risk obstetrical and neonatal patients The neonatal intensive care center at BWH is the largest in Massachusetts and Partners HealthCare has the largest maternity and high risk obstetrics services in New England Minimally Invasive Surgical Techniques Surgeons at BWH and The General perform an array of minimally invasive surgical techniques, including a dedicated interventional Magnetic Resonance Imaging (MRI) system in minimally invasive surgery Intraoperative MRI guidance allows accurate localization and targeting by using imaging and advanced computer technology that allows surgeons to capture images during surgery The technology has several applications, including open brain surgery, prostate brachytherapy and thermal ablation (cryotherapy) Surgeons at BWH and The General are also using state-of-the-art robotics to significantly shorten patient recovery time and to minimize or eliminate the physical challenges presented by traditional minimally invasive surgery The Center for Integration of Medicine & Innovative Technology (CIMIT) is a consortium of BWH, The General, The Massachusetts Institute of Technology, Draper Laboratory and Beth Israel Deaconess Medical Center It brings together scientists, engineers, and clinicians to improve patient care by catalyzing development of innovative technology, emphasizing minimally invasive diagnosis and therapy CIMIT is concentrating its research on four key clinical areas cardiovascular, cancer, stroke and trauma/critical care Proton Therapy The Francis B Burr Proton Therapy Center, located on The General's campus, is the only one of its kind in New England and one of only nine such facilities in the country Proton beam therapy has virtually no exit dose beyond the tumor target, thus often reducing radiation to the adjacent normal tissue and thereby potentially reducing the risk of damage to healthy tissues and organs that can occur with radiation therapy done with photons (x-rays) In 2011, 13,956 treatments were completed The Center for Connected Health (CCH) CCH develops solutions for delivering quality patient care outside of the traditional medical setting, engages in research in a wide range of connected health-related areas and works to advance the field through its convening and publishing activities CCH programs use a combination of remote-monitoring, online communications and intelligence, and technology applications to improve patient adherence and engagement, provider involvement, and clinical outcomes It has made important strides in integrating connected health solutions into the care of patients with heart failure, diabetes, and hypertension CCH also offers programs for the employee population, providing self-management tools to guide positive lifestyle and health behavior changes In addition, CCH has developed a secure online platform that has facilitated the provision of specialty consultations to clinicians in over 50 countries since its inception in 1995 Ambulatory Care Each of Partners HealthCare's eight acute care hospitals provides emergency, ambulatory and outpatient care across major specialties Combined, they comprise the largest outpatient network in eastern Massachusetts In 2011, Partners HealthCare acute care hospital based and non-hospital based ambulatory care programs resulted in approximately 1,158,000 routine visits, approximately 323,000 emergency services visits, and approximately 829,000 home health visits BWH provides outpatient services, including primary care, specialty care, diagnostics, imaging and ambulatory procedures at 160 ambulatory practices in 20 locations four main locations on the BWH distributed campus house the majority of practices and the remainder are in satellites located west, southwest and south of Boston In addition, BWH operates two neighborhood health centers in the Jamaica Plain section of Boston near its hospital facilities and serves as a referral facility for both health centers These community health centers provide comprehensive services similar to those offered by satellite practices and include primary care, dentistry, pediatrics, podiatry, obstetrics, gynecology, mental health, nutrition and social services The General provides many of its ambulatory care services in the Yawkey Center for Outpatient Care, the Wang Ambulatory Care Center, the Emergency Services Department and the MGH Cancer Center, all located on its main campus, at MGH West, an ambulatory care facility in Waltham, at Mass General/North Shore Center for Outpatient Care in Danvers, and at off-campus health centers in Boston's Back Bay and in Charlestown, Chelsea, and Revere Partners HealthCare community hospitals also offer extensive ambulatory care services Faulkner offers an outpatient center in breast healthcare, and outpatient services at NWH include a cancer center, spine center, women's imaging center, brea

4b (Code ) ( Expenses $ 1,729,394,093 including grants of $ 0 ) (Revenue $ 1,768,077,126 ) Research The conduct of biomedical research constitutes one of Partners HealthCare's core missions and activities It includes fundamental bench research in all of the life sciences disciplines, patient-centered research within the inpatient and outpatient services of Partners HealthCare hospitals, clinical trials of new drugs and devices and epidemiological research Each Partners HealthCare affiliate with major research operations - The General, BWH, Spaulding Boston and McLean - acts as a separate research grant recipient However, Partners Research Management coordinates system-wide research activities and seeks synergies in obtaining funding and in the conduct of research across the system, including PCHI and other affiliates with limited or no current research Partners HealthCare has also developed a system-wide approach to the creation and enhancement of affiliations with pharmaceutical and biotechnology companies Partners HealthCare has the largest non- university-based non-profit private medical research enterprise in the United States In 2011, Partners HealthCare's total research expenditures were $1,454 6 million Of this total, approximately $804 0 million (55%) was funded by NIH and other federal agencies As of September 30, 2011, Partners HealthCare committed future research funding was approximately $2 9 billion, excluding clinical trials Partners HealthCare was awarded $297 4 million in funding through the American Recovery and Reinvestment Act of 2009 as of October 17, 2011 Other federal agencies that provide research funding to Partners HealthCare include the U S Department of Defense and the U S Air Force The Department of Defense has provided funding over the last twelve years to support CIMIT, including approximately $8 million per year in funding over the last three years Research areas include trauma and casualty care, cardiovascular disease, tissue engineering, image guided therapy and minimally invasive surgery, neurotechnology, inhalation therapy and simulation New programs have been launched in traumatic brain injury, post traumatic stress disorder and integrated clinical environments The U S Air Force is supporting an $18 9 million award over four years for laser research

4c (Code ) ( Expenses $ 127,060,229 including grants of $ 0 ) (Revenue $ 121,771,381 ) Teaching - The Partners HealthCare hospitals have a long tradition of educating physicians, other healthcare professionals and biomedical scientists Approximately 1,400 residents and 730 clinical fellows in over 245 programs, in nearly all specialties and subspecialties of medicine, are appointed to the hospitals each year Most of these are based at BWH and/or The General, but NWH, NSMC and Spaulding Boston also sponsor graduate medical education programs A number of training programs are integrated across two or more Partners HealthCare hospitals, and several involve affiliations with other Harvard or Tufts teaching hospitals Graduate medical education at Partners HealthCare utilizes both inpatient and ambulatory settings, the Partners HealthCare affiliated community health centers play an important role in training healthcare professionals at Partners HealthCare BWH and The General are major teaching affiliates of Harvard Medical School and the Harvard School of Dental Medicine Most of the active clinical and research staff of BWH and The General hold Harvard Medical School appointments and actively participate in both the clinical and pre-clinical training of medical students McLean and Spaulding are principal clinical teaching sites for Harvard Medical School students in psychiatry and physiatry, respectively Faulkner, NWH and NSMC are teaching affiliates of Tufts and also serve as training sites for residency programs from BWH and The General NWH is also a training site for a Tufts Medical Center residency program and Salem is a teaching affiliate of the Boston University School of Medicine and University of New England - College of Osteopathic Medicine Many members of NWH's medical staff and the chiefs of its clinical departments hold Tufts faculty appointments In addition, The General sponsors programs in podiatry and psychology, McLean sponsors programs in psychology, BWH and The General provide training in general dentistry, and BWH and The General each offer accredited internships in dietetics and hospital administration fellowships Complementing the diversity of clinical training, there are approximately 2,000 research fellows at BWH and The General, with some additional fellows at the other institutions These Ph D or M D /Ph D scientists participate in mentored research experiences Many also take part in one of the didactic programs aimed at basic, translational, or clinical and outcomes research that are offered within the Partners HealthCare system In addition, Partners Harvard Medical International, Inc assists medical institutions throughout the world, including hospitals and medical schools, to provide high quality medical training and to enhance the quality of patient care and research, teaches, trains, and shares medical and technological know-how with scientists and health care professionals in countries which may not have ready access to such and assists medical institutions throughout the world in various administrative and management functions

4d Other program services (Describe in Schedule 0 ) See also Additional Data for Description (Expenses $ 826,302 including grants of $ 0 ) (Revenue $ 17,174,445 )

4e Total program service expensesl-$ 8,296,798,765 Form 990 (2010) Form 990 (2010) Page 3 Checklist of Required Schedules Yes No 1 Is the organization described in section 501(c)(3) or4947(a)(1) (other than a private foundation)? If "Yes," Yes complete Schedule As ...... 1 2 Is the organization required to complete Schedule B, Schedule of Contributors (see instruction)? 2 Yes 3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to No candidates for public office? If "Yes, "complete Schedule C, Part Is ...... 4 Section 501(c)(3) organizations . Did the organization engage in lobbying activities, or have a section 501(h) Yes election in effect during the tax year? If "Yes, "complete Schedule C, Part II 4 5 Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes, "complete Schedule C, Part III ...... 5 6 Did the organization maintain any donor advised funds or any similar funds or accounts where donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes,"complete N o Schedule D, Part Is ...... 6 7 Did the organization receive or hold a conservation easement, including easements to preserve open space, No the environment, historic land areas or historic structures? If "Yes," completeSchedu/e D, Part II 7 8 Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," N o complete Schedule D, Part III ...... 8 9 Did the organization report an amount in Part X, line 21, serve as a custodian for amounts not listed in Part X, or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," N o complete Schedule D, Part IV ...... 9

10 Did the organization, directly or through a related organization, hold assets in term, permanent,or quasi- 10 Yes endowments? If "Yes,"complete Schedule D, Part VS I 11 If the organization's answer to any of the following questions is 'Yes/then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable a Did the organization report an amount for land, buildings, and equipment in Part X, linel0? If "Yes,"complete Yes Schedule D, Part VI.95 11a b Did the organization report an amount for investments-other securities in Part X, line 12 that is 5% or more of Yes its total assets reported in Part X, line 16? If "Yes," completeSchedu/e D, Part VII. 11b c Did the organization report an amount for investments-program related in Part X, line 13 that is 5% or more of No its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIII.95 I 11c d Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets Yes reported in Part X, line 16? If "Yes," complete Schedule D, Part IX. 11d e Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, PartX.95 lie Yes f Did the organization's separate or consolidated financial statements for the tax year include a footnote that addresses the organization's liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes,"complete 11f No Schedule D, Part X.95 12a Did the organization obtain separate, independent audited financial statements for the tax year? If "Yes," complete Schedule D, Parts XI, XII, and XIII 12a N o b Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes,"and if the organization answered 'No'to line 12a, then completing Schedule D, Parts XI, XII, and XIII is optional 12b Yes

13 Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes, "complete Schedule E 13 No 14a Did the organization maintain an office, employees, or agents outside of the United States? . 14a Yes

b Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, and program Yes service activities outside the United States? If "Yes," complete Schedule F, Parts I and IV IN 14b 15 Did the organization report on Part IX, column (A ), line 3, more than $5,000 of grants or assistance to any No organization or entity located outside the U S ? If "Yes," complete Schedule F, Parts II and IV . . 95 1 15 16 Did the organization report on Part IX, column (A ), line 3, more than $5,000 of aggregate grants or assistance to 16 No individuals located outside the U S ? If "Yes," completeSchedu/e F, Parts III and IV . IN 1 17 Did the organization report a total of more than $15,000, of expenses for professional fundraising services on 17 Yes Part IX, column (A), lines 6 and 11e? If "Yes," completeSchedu/e G, PartI (seeinstructions) 95 1 18 Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part 18 Yes VIII, lines 1c and 8a? If "Yes, " completeSchedu/e G, Part II ...... IN 1 19 Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If 19 No "Yes,"complete Schedule G, Part III ...... 95 1 20a Did the organization operate one or more hospitals? If "Yes, "complete Schedule H . 20a Yes

b If "Yes" to line 20a, did the organization attach its audited financial statement to this return? Note . Some Form 20b Yes 990 filers that operate one or more hospitals must attach audited financial statements (see instructions) Form 990 (2010) Form 990 (2010) Page 4 Checklist of Required Schedules (continued) 21 Did the organization report more than $5,000 of grants and other assistance to governments and organizations in 21 Yes the United States on Part IX, column (A), line 1? If "Yes," complete Schedule I, Parts I and II . . 22 Did the organization report more than $5,000 of grants and other assistance to individuals in the United States 22 No on Part IX, column (A), line 2? If "Yes," complete Schedule I, Parts I and III . 23 Did the organization answer "Yes" to Part VII, Section A, questions 3, 4, or 5, about compensation of the Yes organization's current and former officers, directors, trustees, key employees, and highest compensated 23 employees? If "Yes,"completeScheduleJ ...... 24a Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If"Yes," answer lines 24b-24d and N o complete Schedule K. If "No,"go to line 25 ...... 24a

b Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception? . 24b c Did the organization maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds? . 24c

d Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year? . 24d 25a Section 501(c)( 3) and 501 ( c)(4) organizations . Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I . 25a No b Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization's prior Forms 990 or 990-EZ? If 25b No "Yes,"complete Schedule L, Part I ...... 95 26 Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization's tax year? If "Yes," complete Schedule L, 26 Yes Part II ...... 27 Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor, or a grant selection committee member, or to a person related to such an individual? If "Yes," 27 No complete Schedule L, Part III ...... 19 28 Was the organization a party to a business transaction with one of the following parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions)

a A current or former officer, director, trustee, or key employee? If "Yes,"complete Schedule L, Part IV ...... 28a Yes b A family member of a current or former officer, director, trustee, or key employee? If "Yes," Yes complete Schedule L, Part IV ...... 28b c A n entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was Yes an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV . 28c 29 Did the organization receive more than $25 , 000 in non-cash contributions? If "Yes , "complete Schedule MIN 29 Yes 30 Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified 30 Yes conservation contributions? If "Yes, "complete Schedule M ...... 31 Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, N o Part I ...... 31 32 Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes, " complete Yes Schedule N, Part II ...... S 32 33 Did the organization own 100% of an entity disregarded as separate from the organization under Regulations No sections 301 7701-2 and 301 7701-3? If "Yes,"complete Schedule R, PartI ...... 33 34 Was the organization related to any tax-exempt or taxable entity? If "Yes, "complete Schedule R, Parts II, III, IV, Yes and V, line 1 ...... 34 35 Is any related organization a controlled entity within the meaning of section 512(b)(13)? . 35 Yes a Did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes,"complete Schedule R, Part V, l1ne2 . . . F7Yes fNo 36 Section 501(c)( 3) organizations . Did the organization make any transfers to an exempt non-charitable related No organization? If "Yes,"complete Schedule R, Part t<, line 2 ...... 36 37 Did the organization conduct more than 5% of its activities through an entity that is not a related organization No and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VI 95 1 37 38 Did the organization complete Schedule 0 and provide explanations in Schedule 0 for Part VI, lines 11 and 19? Yes Note . All Form 990 filers are required to complete Schedule 0 ...... 38 Form 990 (2010) Form 990 (2010) Page 5 Statements Regarding Other IRS Filings and Tax Compliance KEW Check if Schedule 0 contains a response to any question in this Part V

Yes I No la Enter the number reported in Box 3 of Form 1096 Enter-0- if not applicable la 85 b Enter the number of Forms W-2G included in line la Enter-0- if not applicable lb 0

c Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ...... 1c Yes 2a Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements filed for the calendar year ending with or within the year covered by this return ...... 2a 58,594 b If at least one is reported on line 2a, did the organization file all required federal employment tax returns? 2b Yes Note . If the sum of lines la and 2a is greater than 250, you may be required to e-file (see instructions)

3a Did the organization have unrelated business gross income of $ 1,000 or more during the year? ...... 3a Yes b If "Yes," has it filed a Form 990-T for this year? If "No,"provide an explanation in Schedule 0 . . . . 3b Yes 4a At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? . . . . 4a Yes

b If "Yes," enter the name of the foreign country AE See instructions for filing requirements for Form TD F 90-22 1, Report of Foreign Bank and Financial Accounts

5a Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? . . 5a N o

b Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? 5b N o c If"Yes" to line 5a or 5b, did the organization file Form 8886-T? 5c 6a Does the organization have annual gross receipts that are normally greater than $100,000, and did the 6a N o organization solicit any contributions that were not tax deductible? . . b If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? ...... 6b 7 Organizations that may receive deductible contributions under section 170(c). a Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and 7a Yes services provided to the payor? . b If "Yes," did the organization notify the donor of the value of the goods or services provided? . . 7b Yes c Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 82827 ...... 7c I I N o d If"Yes,"indicate the number of Forms 8282 filed during the year . I 7d

e Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? ...... 7e N o f Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? 7f N o g If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? . 7g h If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? . 7h 8 Sponsoring organizations maintaining donor advised funds and section 509(a )( 3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year? . 8 9 Sponsoring organizations maintaining donor advised funds. a Did the organization make any taxable distributions under section 4966? 9a b Did the organization make a distribution to a donor, donor advisor, or related person? 9b 10 Section 501(c)( 7) organizations. Enter a Initiation fees and capital contributions included on Part VIII, line 12 . 10a b Gross receipts, included on Form 990, Part VIII, line 12, for public use of club 10b facilities 11 Section 501(c)( 12) organizations. Enter a Gross income from members or shareholders . . 11a b Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them ) ...... 11b

12a Section 4947( a)(1) non -exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041? 12a b If "Yes," enter the amount of tax-exempt interest received or accrued during the year 12b 13 Section 501(c)( 29) qualified nonprofit health insurance issuers. a Is the organization licensed to issue qualified health plans in more than one state? Note . See the instructions for additional information the organization must report on Schedule 0 13a

b Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans 13b c Enter the amount of reserves on hand 13c 14a Did the organization receive any payments for indoor tanning services during the tax year? . 14a No b If "Yes," has it filed a Form 720 to report these payments? If "No,"provide an explanation in Schedule 0 14b Form 990 (2010) Form 990 ( 2010) Page 6 Lam Governance , Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule 0. See instructions. Check if Schedule 0 contains a response to any question in this Part VI .F Section A . Governing Body and Management Yes No

la Enter the number of voting members of the governing body at the end of the tax year ...... la 588 b Enter the number of voting members included in line la, above, who are independent ...... lb 337 2 Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? 2 Yes 3 Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? 3 No 4 Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? 4 No 5 Did the organization become aware during the year of a significant diversion of the organization's assets? 5 No 6 Does the organization have members or stockholders? 6 Yes 7a Does the organization have members, stockholders, or other persons who may elect one or more members of the governing body? ...... 7a Yes b Are any decisions of the governing body subject to approval by members, stockholders, or other persons? 7b Yes 8 Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following a The governing body? 8a Yes b Each committee with authority to act on behalf of the governing body? 8b Yes 9 Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization's mailing address? If"Yes," provide the names and addresses in Schedule 0 . 9 No Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.) Yes No 10a Does the organization have local chapters, branches, or affiliates? 10a Yes b If"Yes,"does the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with those of the organization? . 10b Yes 11a Has the organization provided a copy of this Form 990 to all members of its governing body before filing the form? 11a N o b Describe in Schedule 0 the process, if any, used by the organization to review this Form 990

12a Does the organization have a written conflict of interest policy? If "No,"go to line 13 . 12a Yes b Are officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ...... 12b Yes c Does the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule 0 how this is done ...... 12c Yes 13 Does the organization have a written whistleblower policy? 13 Yes 14 Does the organization have a written document retention and destruction policy? . 14 Yes 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision? a The organization's CEO, Executive Director, or top management official 15a Yes b Other officers or key employees of the organization 15b Yes If "Yes" to line 15a or 15b, describe the process in Schedule 0 (See instructions

16a Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ...... 16a Yes b If "Yes," has the organization adopted a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and taken steps to safeguard the organization's exempt status with respect to such arrangements? 16b No Section C. Disclosure 17 List the States with which a copy of this Form 990 is required to be filed- FL , MD , MA , NH , NJ , NY , NC , OH , PA 18 Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable ), 990, and 990 -T (501(c) (3 )s only) available for public inspection Indicate how you make these available Check all that apply fl Own website fi Another' s website F Upon request 19 Describe in Schedule 0 whether ( and if so, how), the organization makes its governing documents , conflict of interest policy, and financial statements available to the public See Additional Data Table 20 State the name, physical address, and telephone number of the person who possesses the books and records of the organization 0- PARTNERS FIN-TAX DIRECTOR 529 MAIN STREET STE 510 Charlestown,MA 02129 (617)724-9841 Form 990 (2010) Form 990 (2010) Page 7 Compensation of Officers , Directors,Trustees , Key Employees , Highest Compensated Employees, and Independent Contractors Check if Schedule 0 contains a response to any question in this Part VII .F Section A. Officers, Directors, Trustees, Kev Employees, and Highest Compensated Employees la Complete this table for all persons required to be listed Report compensation for the calendar year ending with or within the organization's tax year * List all of the organization's current officers, directors, trustees (whether individuals or organizations), regardless of amount of compensation, and current key employees Enter -0- in columns (D), (E), and (F) if no compensation was paid * List all of the organization's current key employees, if any See instructions for definition of "key employee " * List the organization's five current highest compensated employees (other than an officer, director, trustee or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organizations * List all of the organization's former officers, key employees, and highest compensated employees who received more than $100,000 of reportable compensation from the organization and any related organizations * List all of the organization's former directors or trustees that received, in the capacity as a former director or trustee of the organization, more than $10,000 of reportable compensation from the organization and any related organizations List persons in the following order individual trustees or directors , institutional trustees , officers, key employees , highest compensated employees , and former such persons fl Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee (A) (B) (C) (D) ( E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per from the from related compensation week _ ^5 organization (W- organizations from the (describe 7C EL 2/1099-MISC) (W- 2/1099- organization and 'D 0 ID hours C-1 MISC) related 7. -D 0 T for C 0 Q +D a o organizations related r' 5 organizations - m in Q Schedule m , 0) See Additional Data Table

Form 990 (2010) Form 990 (2010) Page 8 Section A. Officers, Directors , Trustees , Key Employees, and Highest Compensated Employees (continued)

(A) (B) (C) (D) (E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per from the from related compensation week _ organization (W- organizations from the (describe 7C E 2/1099-MISC) ( W- 2/1099- organization and hours 7 MISC) related n for C Q a 0 organizations related r' 5 -0 : m 5 a, organizations - _0D in Q Schedule & 0) See Additional Data Table

lb Sub-Total ...... c Total from continuation sheets to Part VII, Section A . . . . 0- d Total ( add lines lb and 1c) ...... 0- 57,405,342 27,830,604 9,109,214 Total number of individuals (including but not limited to those listed above) who received more than $100,000 in reportable compensation from the organization-8,701

Yes I No Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line la? If "Yes," complete Schedule Jfor such individual ...... 3 Yes 4 For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule -7 for such individual ...... 4 Yes Did any person listed on line la receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes,"complete Schedule J for such person . 5 No

Section B. Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization (A) (B) (C) Name and business address Description of services Compensation Turner Construction Co 855 Boylston Street Construction Svcs 150,863,573 BOSTON, MA 02114 Walsh Brothers 210 Commercial Steet Construction Svcs 35,578,155 BOSTON, MA 02109 William A Berry Son Inc 99 Conifer Hill Drive Construction Svcs 33,384,131 DANVERS, MA 01923 Blue Cross Blue Shield of Massachus 41 Park Drive Medical Claims Svcs 21,013,980 BOSTON, MA 02215 Angelica Textile Services 30 Innerbelt Road Laundry Services 18,673,633 SOMERVILLE, MA 02143 2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 in compensation from the organization 0-542 Form 990 (2010) Form 990 (2010) Page 9 N Statement of Revenue (A) (B) (C) (D) Total revenue Related or Unrelated Revenue exempt business excluded function revenue from revenue tax under sections 512, 513, or 514 la Federated campaigns . la

b Membership dues . . . . lb

15,962,688 cc c Fundraising events . 1c

d Related organizations . ld 647,325,269

e Government grants (contributions) le 390,224,075

f All other contributions, gifts, grants , and if 1,483,862,139 similar amounts not included above Noncash contributions included in lines la-If $ 7,086,992 g h Total . Add lines la -1f . 2,537,374,171

Business Code 2a PATIENT CARE AND RELATED SERVICES 621990 6,656,210,837 6,656,210,837 b AMBULANCE INCOME 621910 2,426,322 2,426,322 c RESEARCH AND EDUCATION REVENUE 541700 17,561,883 17,561,883 d ADMINISTRATIVE FEES 561000 23,241,938 22,024,264 1,217,674 U5 e DAYCARE TUITION 624410 801,011 801,011 f All other program service revenue 1 ,006,068 1,006,068 g Total . Add lines 2a -2f . 6,701,248,059 3 Investment income (including dividends , interest

and other similar amounts ) 64,400,326 64,400,326 4 Income from investment of tax- exempt bond proceeds , 0

5 Royalties . . 0- 18,522,155 18,522,155 (i) Real (ii) Personal 6a Gross Rents 35,801,489 b Less rental expenses c Rental income 35,801,489 or (loss) d Net rental income or ( loss) 35,801,489 9,584,409 26,217,080 (i) Securities (ii) Other 7a Gross amount 207,947,513 from sales of assets other than inventory b Less cost or other basis and sales expenses c Gain or (loss) 207,947,513

d Net gain or ( loss) . 10- 207,947,513 -1,075,477 209, 022, 990 q} 8a Gross income from fundraising events ( not including

W of contributions reported on line 1c) See Part IV, line 18 .

a s 1,406,942 b Less direct expenses b 4,426,974 c Net income or (loss ) from fundraising events . -3,020,032 -3,020,032

9a Gross income from gaming activities See Part IV, line 19 a 4,330 b Less direct expenses . b 6,460 c Net income or (loss ) from gaming activities -2,130 -2,130 10a Gross sales of inventory, less returns and allowances . a b Less cost of goods sold . b c Net income or (loss ) from sales of inventory 0- 0 Miscellaneous Revenue Business Code

11a PARKIN G INCOME 812930 46,144,480 46,144,480

bCAFETERIA INCOME 722210 24,142,267 24,142,267 541900 257,446 96,333 161,113 c CONSULTING SERVICES

d All other revenue 3,814,636 3,814,636 e Total . Add lines 11a-11d . . 74,358,829

12 Total revenue. See Instructions . . . 9, 636, 630, 380 6,700,030,385 13,635,445 385,590,379 Form 990 (2010) Form 990 (2010) Page 10 Statement of Functional Expenses Section 501 ( c)(3) and 501 ( c)(4) organizations must complete all columns. All other organizations must complete column ( A) but are not required to complete columns ( B), (C), and (D). (C) (D) Do not include amounts reported on lines 6b, (A) (B) Program service Management and Fundraising Total expenses 7b, 8b, 9b, and 10b of Part VIII . expenses general expenses expenses 1 Grants and other assistance to governments and organizations in the U S See Part IV, line 21 786,189,080 786,189,080 2 Grants and other assistance to individuals in the U S See Part IV, line 22 0

3 Grants and other assistance to governments, organizations , and individuals outside the U S See Part IV, lines 15 and 16 0 4 Benefits paid to or for members 0

5 Compensation of current officers, directors, trustees, and key employees 61,140,615 61,140,615 6 Compensation not included above, to disqualified persons (as defined under section 4958( f)(1)) and persons described in section 4958( c)(3)(B) . 0 7 Other salaries and wages 3,844,243,852 3,513,128,904 309,516,124 21,598,824 8 Pension plan contributions ( include section 401(k) and section 403(b) employer contributions ) 232 ,737,512 211,662,353 21,075,159 9 Other employee benefits 648 ,278,250 581,431,557 59,907,993 6,938,700

10 Payroll taxes 191,772,678 172,080,424 19,692,254 a Fees for services ( non-employees) Management . 0 b Legal 11,349 ,548 9,957,391 1,358,875 33,282

c Accounting 88,069 63,546 24,523

d Lobbying 5,622 5,139 483 e Professional fundraising services See Part IV, line 17 774,140 774,140 f Investment management fees . 0

g Other 751 ,056,721 661,277,265 85,730,060 4,049,396

12 Advertising and promotion . 16,103,078 12,713,879 2,153,843 1,235,356

13 Office expenses 1,080,586,138 974,611,107 103,858,009 2,117,022

14 Information technology 33,668,233 30,598,274 3,033,437 36,522 15 Royalties . 0

16 Occupancy 300,457,043 270,669,620 28,058,326 1,729,097

17 Travel 29,594,601 26,894,325 1,964,210 736,066 18 Payments of travel or entertainment expenses for any federal, state, or local public officials 0 19 Conferences , conventions , and meetings 6,791,695 6,240,740 525,409 25,546

20 Interest 66,842,896 49,682,709 17,160,187 21 Payments to affiliates 0

22 Depreciation , depletion, and amortization 340,517,718 298,698,559 41,802,137 17,022

23 Insurance 84,569,171 77,248,846 7,320,325 24 Other expenses Itemize expenses not covered above (List miscellaneous expenses in line 24f If line 24f amount exceeds 10% of line 25, column ( A) amount, list line 24f expenses on Schedule 0 a MEALS 22,694,016 19,319,431 2,243,580 1,131,005 b NON-PATIENT BAD DEBT EXPENSE 3,847,555 3,323,472 524,083

c NON CAPITAL EQUIPMENT 12,588,070 11,362,257 1,223,704 2,109

d OTHER RESEARCH EXPENSES 361,554,455 361,446,860 61,222 46,373 e FREE CARE CHARGED TO FUNDS 7,648,852 7,306,081 342,771

f All other expenses 236,445,653 210,886,946 24,265,542 1,293,165

25 Total functional expenses. Add lines 1 through 24f 9,131,545,261 8,296,798,765 792,982,871 41,763,625 26 Joint costs. Check here 1F- if following SOP 98-2 (ASC 958-720) Complete this line only if the organization reported in column ( B) joint costs from a combined educational campaign and fundraising solicitation Form 990 (2010) Form 990 (2010) Page 11 Balance Sheet (A) (B) Beginning of year End of year 1 Cash-non-interest-bearing 1

2 Savings and temporary cash investments . 482,505,617 2 347,701,326

3 Pledges and grants receivable, net 368,496,742 3 423,126,250

4 Accounts receivable, net . 758,125,906 4 767,387,184 5 Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees Complete Part II of Schedule L 0 5 174,952 6 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) Schedule L 6

0 7 Notes and loans receivable, net ...... 14,113,441 7 13,381,148

8 Inventories for sale or use 33,160,333 8 37,818,467

9 Prepaid expenses and deferred charges 60,841,650 9 62,862,383

10a Land, buildings, and equipment cost or other basis Complete 6,007,279,439 Part VI of Schedule D 10a b Less accumulated depreciation . . . . 10b 2,499,136,844 3,367,278,917 10c 3,508,142,595 11 Investments-publicly traded securities . 11

12 Investments-other securities See Part IV, line 11 4,767,803,916 12 5,108,058,875 13 Investments-program-related See Part IV, line 11 . 13 14 Intangible assets 14

15 Other assets See Part IV, line 11 ...... 863,770,359 15 845,370,081

16 Total assets. Add lines 1 through 15 (must equal line 34) . 10,716,096,881 16 11,114,023,261

17 Accounts payable and accrued expenses 1,744,780,056 17 2,021,671,976 18 Grants payable 18

19 Deferred revenue 22,669,787 19 0 20 Tax-exempt bond liabilities 20 21 Escrow or custodial account liability Complete Part IVof Schedule D 21 22 Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified persons Complete Part II of Schedule L . 22 23 Secured mortgages and notes payable to unrelated third parties 23 24 Unsecured notes and loans payable to unrelated third parties 24

25 Other liabilities Complete Part X of Schedule D . 2,318,475,446 25 2,421,456,338

26 Total liabilities. Add lines 17 through 25 . 4,085,925,289 26 4,443,128,314 Organizations that follow SFAS 117, check here 1- F and complete lines 27 co c3 through 29, and lines 33 and 34. 27 Unrestricted net assets 4,664,389,161 27 4,755,802,674

28 Temporarily restricted net assets 1,471,992,838 28 1,379,449,886

29 Permanently restricted net assets 493,789,593 29 535,642,387 Organizations that do not follow SFAS 117, check here 1 and complete LL. F- lines 30 through 34. 30 Capital stock or trust principal, or current funds 30 31 Paid-in or capital surplus, or land, building or equipment fund 31 < 32 Retained earnings, endowment, accumulated income, or other funds 32

Z 33 Total net assets or fund balances 6,630,171,592 33 6,670,894,947 Z 34 Total liabilities and net assets/fund balances 10,716,096,881 34 11,114,023,261 Form 990 (2010) Form 990 (2010) Page 12 « Reconcilliation of Net Assets Check if Schedule 0 contains a response to any question in this Part XI . F

1 Total revenue ( must equal Part VIII, column (A), line 12) 1 9,636,630,380 2 Total expenses ( must equal Part IX, column (A), line 25) 2 9,131,545,261 3 Revenue less expenses Subtract line 2 from line 1 . 3 505,085,119 4 Net assets or fund balances at beginning of year ( must equal Part X, line 33, column (A)) 4 6,630,171,592 5 Other changes in net assets or fund balances (explain in Schedule O) . 5 -464,361,764 6 Net assets or fund balances at end of year Combine lines 3, 4, and 5 (must equal Part X, line 33, column (B)) 6 6,670,894,947 Financial Statements and Reporting GZMM- Check if Schedule 0 contains a response to any question in this Part XII (-

Yes No

Accounting method used to prepare the Form 990 fl Cash 17 Accrual (Other If the organization changed its method of accounting from a prior year or checked "Other," explain in Schedule 0 2a Were the organization's financial statements compiled or reviewed by an independent accountant? 2a No b Were the organization's financial statements audited by an independent accountant? . 2b Yes c If "Yes," to 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? If the organization changed either its oversight process or selection process during the tax year, explain in Schedule 0 2c Yes d If "Yes" to line 2a or 2b, check a box below to indicate whether the financial statements for the year were issued on a separate basis, consolidated basis, or both fl Separate basis F Consolidated basis fl Both consolidated and separated basis 3a As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? ...... 3a Yes b If"Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required 3b Yes audit or audits, explain why in Schedule 0 and describe any steps taken to undergo such audits . Form 990 (2010) l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 OMB No 1545-0047 SCHEDULE A Public Charity Status and Public Support (Form 990 or 990EZ) 201 0 Complete if the organization is a section 501(c)(3) organization or a section Department of the Treasury 4947 (a)(1) nonexempt charitable trust. Internal Revenue Service ► Attach to Form 990 or Form 990-EZ. ► See separate instructions. Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 190-0656139 Reason for Public Charity Status (All organizations must complete this part.) See Instructions The organization is not a private foundation because it is (For lines 1 through 11, check only one box) 1 1 A church, convention of churches, or association of churches described in section 170 ( b)(1)(A)(i). 2 1 A school described in section 170 (b)(1)(A)(ii). (Attach Schedule E ) 3 1 A hospital or a cooperative hospital service organization described in section 170 ( b)(1)(A)(iii). 4 1 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

5 fl 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 ) 6 fl A federal, state, or local government or governmental unit described in section 170 ( b)(1)(A)(v). 7 1 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 ) 8 fl A community trust described in section 170 ( b)(1)(A)(vi ) (Complete Part II ) 9 1 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 ) 10 1 An organization organized and operated exclusively to test for public safety Seesection 509(a)(4). 11 F An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2) See section 509(a)(3). Check the box that describes the type of supporting organization and complete lines 11e through 11h a F Type I b fl Type II c fl Type III - Functionally integrated d fl Type III - Other e F By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1 ) or section 509(a)(2) f If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box F g Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons? (i) a person who directly or indirectly controls, either alone or together with persons described in (ii) Yes No and (iii) below, the governing body of the the supported organization? 11g(i) No (ii) a family member of a person described in (i) above? 11g(ii) No (iii) a 35% controlled entity of a person described in (i) or (ii) above? 11g(iii) No h Provide the following information about the supported organization(s)

(iii) (iv) (v) (vi) Is the 0) Type of Did you notify the Is the organization organization in Name of (ii) organization in organization in (vii) (described on col (i) listed in Amount of supported EIN col (i) of your col (i) organized lines 1- 9 above your governing support organization support? in the U S ? or IRC section document? (see instructions)) Yes No Yes No Yes No See Additional Data Table

Total

For Paperwork Reduction Act Notice, seethe Instructions for Form 990 Cat No 11285F Schedule A (Form 990 or 990-EZ) 2010 Schedule A (Form 990 or 990-EZ) 2010 Page 2 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 fails to qualify under the tests listed below, please complete Part III.) Section A . Public Su pp ort Calendar year (or fiscal year beginning (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total in) ► 1 Gifts, grants, contributions, and membership fees received (Do not include any "unusual grants ") 2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf 3 The value of services or facilities furnished by a governmental unit to the organization without charge 4 Total .Add lines 1 through 3 5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) 6 Public Support . Subtract line 5 from line 4 Section B. Total Su pp ort Calendaryear (or fiscal year beginning (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total in) 7 Amounts from line 4 8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources Net income from unrelated business activities, whether or not the business is regularly carried on 10 Other income Do not include gain or loss from the sale of capital assets (Explain in Part IV 11 Total support (Add lines 7 through 10) 12 Gross receipts from related activities, etc (See instructions 12 13 First Five Years If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization, check this box and stop here

Section C. Com p utation of Public Su pp ort Percenta g e 14 Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f)) 14 15 Public Support Percentage for 2009 Schedule A, Part II, line 14 15 16a 331 / 3%support test - 2010. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box and stop here . The organization qualifies as a publicly supported organization llik^F- b 33 1 / 3%support test - 2009 . If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this box and stop here . The organization qualifies as a publicly supported organization lk'F- 17a 10%-facts-and -circumstances test - 2010 . If the organization did not check a box on line 13, 16a, or 16b and line 14 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here . Explain in Part IV how the organization meets the "facts and circumstances" test The organization qualifies as a publicly supported organization llik^F- b 10%-facts-and-circumstances test - 2009 . If the organization did not check a box on line 13, 16a, 16b, or 17a and line 15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain in Part IV how the organization meets the "facts and circumstances" test The organization qualifies as a publicly supported organization lk'F- 18 Private Foundation If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see instructions llik^F-

Schedule A (Form 990 or 990-EZ) 2010 Schedule A (Form 990 or 990-EZ) 2010 Page 3 IMMITM Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.) Section A . Public Support Calendar year (or fiscal year beginning (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total in) llik^ 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 Su pp ort Calendar year (or fiscal year beginning (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total in) 9 Amounts from line 6 10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975 c Add lines 10a and 10b 11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on 12 Other income Do not include gain or loss from the sale of capital assets (Explain in Part IV ) 13 Total support (Add lines 9, 10c, 11 and 12) 14 First Five Years If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section501(c)(3) organization, check this box and stop here

Section C. Com p utation of Public Su pp ort Percenta g e 15 Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f)) 15 16 Public support percentage from 2009 Schedule A, Part III, line 15 16

Section D . Computation of Investment Income Percentage 17 Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f)) 17 18 Investment income percentage from 2009 Schedule A, Part III, line 17 18 19a 33 1/3%support tests-2010 . If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here . The organization qualifies as a publicly supported organization b 33 1 / 3% support tests- 2009 . If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here . The organization qualifies as a publicly supported organization 20 Private Foundation If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions

Schedule A (Form 990 or 990-EZ) 2010 Schedule A (Form 990 or 990-EZ) 2010 Page 4 Supplemental Information . Supplemental Information. Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).

Explanation Entity Partners Harvard Medical International, Inc (i) Name of Supported Organization Patners HealthCare System, Inc (ii) EIN 04- 3230035 (iii) Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity The MGH Health Services Corporation (i) Name of Supported Organization The Massachusetts General Hospital (ii) EIN 04-1564655 (iii)Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Nantucket Cottage Hospital Foundation, Inc (i) Name of Supported Organization Nantucket Cottage Hospital, Inc (ii) EIN 04-2103823 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity McLean HealthCare, Inc (i) Name of Supported Organization The McLean Hospital Corporation (ii) EIN 04-2697981 (iii)Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity McLean HealthCare, Inc (i) Name of Supported Organization Patners HealthCare System, Inc (ii) EIN 04-3230035 (iii)Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity McLean HealthCare, Inc (i) Name of Supported Organization The Massachusetts General Hospital (ii) EIN 04-1564655 (iii)Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Biosciences Research Foundation, Inc (i) Name of Supported Organization The Brigham and Women's/FaulknerHospitals, Inc (ii) EIN 04-2921338 (iii)Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity BWH Research, Inc (i) Name of Supported Organization The Brigham and Women's/FaulknerHospitals, Inc (ii) EIN 04- 2921338 (iii) Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Brigham Pathology Research and Education Foundation, Inc (i) Name of Supported Organization Brigham and Women's Physicians Organization, Inc (ii) EIN 04-3466314 (iii) Type of Organization 09 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Brigham Radiology Research and Education Foundation, Inc (i) Name of Supported Organization The Brigham and Women's Hospital, Inc (ii) EIN 04-2312909 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Brigham Medical Research and Education Foundation, Inc (i) Name of Supported Organization Brigham and Women's Physicians Organization, Inc (ii) EIN 04-3466314 (iii) Type of Organization 09 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization ofyourSupport Yes (vi) Organized in the US Yes Entity Brigham Medical Research and Education Foundation, Inc (i) Name of Supported Organization The Brigham and Women's Hospital, Inc (ii) EIN 04-2312909 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity The Friends of the Brigham and Women's Hospital, Inc (i) Name of Supported Organization The Brigham and Women's Hospital, Inc (ii) EIN 04-2312909 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Faulkner Breast Centre, Inc (i) Name of Supported Organization Faulkner Hospital, Inc (ii) EIN 04-2768256 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Faulkner Community Medical Corporation (i) Name of Supported Organization Faulkner Hospital, Inc (ii) EIN 04-2768256 (m) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity West Roxbury Medical Group, Inc (i) Name of Supported Organization Faulkner Hospital, Inc (ii) EIN 04-2768256 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Partners Continuing Care, Inc (i) Name of Supported Organization Partners Home Care, Inc (ii) EIN 04-2918280 (iii) Type of Organization 09 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Partners Continuing Care, Inc (i) Name of Supported Organization The Spaulding Rehabilitation Hospital Corporation, Inc (ii) EIN 04-2551124 (iii)Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Partners Continuing Care, Inc (i) Name of Supported Organization Rehabilitation Hospital of the Cape and Islands, Inc (ii) EIN 04-3071419 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Partners Continuing Care, Inc (i) Name of Supported Organization Shaughnessy-Kaplan Rehabilitation Hospital, Inc (ii) EIN 04-3067082 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Partners Continuing Care, Inc (i) Name of Supported Organization FRC, Inc (ii) EIN 22-2632121 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity North Shore Physicians Group, Inc (i) Name of Supported Organization The North Shore Medical Center, Inc (ii) EIN 04-3399616 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Newton-Wellesley Health Care System, Inc (i) Name of Supported Organization Partners HealthCare System, Inc (ii) EIN 04-3230035 (iii)Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Newton-Wellesley Health Care System, Inc (i) Name of Supported Organization Newton-Wellesley Hospital, Inc (ii) EIN 04-2103611 (iii)Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity Newton- Wellesley Ambulatory Services, Inc (i) Name of Supported Organization Newton-Wellesley Hospital, Inc (ii) EIN 04-2103611 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity NSMC HealthCare, Inc (i) Name of Supported Organization The North Shore Medical Center, Inc (ii) EIN 04-3399616 (iii) Type of Organization 03 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Entity NSMC HealthCare, Inc (i) Name of Supported Organization Partners HealthCare System, Inc (ii) EIN 04-3230035 (iii) Type of Organization 07 (iv) Organization Listed in Governing Documents Yes (v) Notify Organization of your Support Yes (vi) Organized in the US Yes Schedule A (Form 990 or 990-EZ) 2010 Additional Data

Software ID: Software Version: EIN: 90 -0656139 Name : Partners HealthCare System Inc & Affiliates Group Return

Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply ) compensation compensation amount of other per ,- = from the from related compensation week 3]Z organization (W- organizations from the 0 art 2/1099-MISC ) ( W- 2/1099- organization and - - _ - ; -n MISC ) related n c ° °- organizations m 4 m a,

m 0

Dale Adler MD 1 0 X 540,876 0 49,296 See Schedule 0 - 0 & T Titles Carey W Akins MD 1 0 X 510,014 0 52,460 See Schedule 0 - 0 & T Titles Richard Alexander MD 1 0 X 241,882 0 41,745 See Schedule 0 - 0 & T Titles Elisa H Allen 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Helen D Anderson 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles Stephen C Anderson 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles Sara Andrews 1 0 X 0 264,647 44,116 See Schedule 0 -0 & T Titles Margaretta S Andrews 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Joan Archer 50 0 X X 0 244,402 53,644 See Schedule 0 - 0 & T Titles Sarah Arnholz Esq 1 0 X 0 181 ,527 38,084 See Schedule 0 - 0 & T Titles Stanley W Ashley MD 1 0 X 281,376 0 48,110 See Schedule 0 - 0 & T Titles Christopher Attaya 50 0 X X 0 281,111 49,162 See Schedule 0 - 0 & T Titles W Gerald Austen MD 1 0 X 1,190,797 0 55,460 See Schedule 0 - 0 & T Titles Edward N Bailey MD 1 0 X 273,075 0 36,736 See Schedule 0 - 0 & T Titles Edward Baker- Greene 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Charles L Balas 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Richard C Bane 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Maureen Banks 50 0 X X X 0 400,540 61,247 See Schedule 0 -0 & T Titles Peter K Barber 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Robert L Barbieri MD 50 0 X X 468 ,076 0 53,619 See Schedule 0 - 0 & T Titles William S Barker 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles David S Barlow 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Jeffrey T Barnes 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Joan Barrett 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Elmer C Bartels 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week Z organization ( W- organizations from the 4 2 /1099-MISC ) (W- 2/1099- organization and 74 ,o T MISC) related (D CL c c _o _ ° 0 °- organizations

4 m

m

Neste Basgoz MD 1 0 X 256,180 0 41,412 See Schedule 0 - 0 & T Titles Carolyn A Beckedorff 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Judith G Belash 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Mark R Belsky MD 1 0 X 21,793 0 23,992 See Schedule 0 - 0 & T Titles Marilyn Bernheimer 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Sabel Bessim MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Jeanne E Blake 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Joanne Borg - Stein MD 1 0 X 305,596 0 53,344 See Schedule 0 - 0 & T Titles Kevin Bottomley 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Paul Braverman 1 0 X 0 0 0 See Schedule 0 -0 & T Titles John F Brennan Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Gregory W Brick MD 1 0 X 947,599 0 51,748 See Schedule 0 -0 & T Titles Nicholas S Brill 1 0 X 0 0 0 See Schedule 0 -0 & T Titles O'Neil A Britton MD 1 0 X 355,374 0 68,772 See Schedule 0 -0 & T Titles Betsy Broadman 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Tedy L Bruschi 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Robert H Brust 1 0 X X 0 0 0 See Schedule 0 -0 & T Titles George P Butterworth MD 1 0 X 348,810 0 52,824 See Schedule 0 - 0 & T Titles Justin Byrne MD 1 0 X 224,673 0 32,341 See Schedule 0 - 0 & T Titles John C Cannistraro Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Bernard S Carrey 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Bruce A Chabner MD 1 0 X 410,319 0 52,786 See Schedule 0 - 0 & T Titles Roxanne Cichy Ruppel 50 0 X X 0 218,600 55,992 See Schedule 0 - 0 & T Titles Joseph A Ciffolillo 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Jennifer Cofer Flanagan 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week ^] 5 organization ( W- organizations from the Q L - 2 /1099-MISC) ( W- 2/1099- organization and ,o T MISC) related 0 CL c c o '° a °- organizations C" LEI Q m 3 Q m & CD

Earl M Collier Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Heidi M Collins 50 0 X X 164,973 0 15,077 See Schedule 0 - 0 & T Titles Arthur F Cook Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Michele Courton Brown 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Heidi Cox 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Bruce Danziger 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Robert A Danziger 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Ernesto DaSilva MD 1 0 X 271,559 0 38,071 See Schedule 0 - 0 & T Titles Kristin S Demong 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Susan Dempsey 50 0 X X X 297,386 0 55,264 See Schedule 0 - 0 & T Titles John M Deutch 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Terence P Doorly MD 1 0 X 743,596 0 36,262 See Schedule 0 - 0 & T Titles Peter Doubilet M D 1 0 X 461, 900 0 66,189 See Schedule 0 - 0 & T Titles John P Drislane 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Margaret Duggan MD 50 0 X X 253,618 0 53,022 See Schedule 0 - 0 & T Titles Molly Dunne 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Lynne J Eickholt 1 0 X 0 488,372 48,343 See Schedule 0 - 0 & T Titles William R Elfers 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Arthur) Epstein 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Michael K Fee Esq 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Curt R Feuer Esq 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Gretchen S Fish 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Honorable Gregory C Flynn 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Bruce H Freedman 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Patricia Galvin 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week Z organization ( W- organizations from the 4 2 /1099-MISC) ( W- 2/1099- organization and ,o T MISC) related 0 CL c c _o _ ° 0 °- organizations

4 m

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Thomas George 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Charles K Gifford 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Michael A Gimbrone Jr MD 50 0 X X X 520,250 0 64,514 See Schedule 0 - 0 & T Titles Thomas P Glynn PhD 1 0 X 0 1,324,158 82,195 See Schedule 0 - 0 & T Titles Arthur L Goldstein 10 X 0 0 0 See Schedule 0 - 0 & T Titles Benjamin A Gomez 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Annekathryn Goodman MD 1 0 X 385,352 0 66,407 See Schedule 0 - 0 & T Titles Thomas H Grape 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles PeterT Greenspan MD 1 0 X 355,473 0 50,978 See Schedule 0 - 0 & T Titles Daniel J Gross 50 0 X X 0 333,794 59,657 See Schedule 0 - 0 & T Titles Suzanne S Gruhl 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Michael L Gustafson MD MBA 50 0 X X 444,948 0 48,332 See Schedule 0 - 0 & T Titles Arthur) Gutierrez 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Maureen 0 Hackett 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles Gerard Hadley 50 0 X X 0 161,168 35,992 See Schedule 0 - 0 & T Titles Steven R Haley 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Robert Hardin MD 1 0 X 245,570 0 48,132 See Schedule 0 - 0 & T Titles Erling A Hanson Jr 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Jay R Harris MD 50 0 X X 630,697 0 31,714 See Schedule 0 -0 & T Titles Margot Hartmann MD PhD 50 0 X X 224,540 0 19,063 See Schedule 0 - 0 & T Titles Peter Helms 1 0 X 0 0 0 See Schedule 0 -0 &T Titles Brent L Henry Esq 1 0 X 0 851 ,739 48,235 See Schedule 0 -0 &T Titles John W Henry 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Keith Henry 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Mark D Hershey MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply ) compensation compensation amount of other per o = from the from related compensation week Z organization ( W- organizations from the 4 2 /1099-MISC) ( W- 2/1099- organization and 74 ,o T MISC) related 0 CL c c _o _ ° 0 °- organizations

4 m

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Myra Hiatt Kraft 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Richard E Holbrook 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Albert A Holman III 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles H Robert Horvitz PhD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles William P Hounhan Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Eugene Howard Clapp 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles E James Hutchens 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Ann Ingram 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles David Ives 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Joseph 0 Jacobson MD 50 0 X X 367,140 0 16,186 See Schedule 0 - 0 & T Titles Andre' C Jasse 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Michael S 3ellin0 ek MD 50 0 X X 0 2,798,855 66,912 See Schedulee O - 0 & T Titles AndrewJeon MD MBA 50 0 X X 0 467,792 52,058 See Schedule 0 - 0 & T Titles Mark D Johnson MD PhD 1 0 X 426,458 0 48,671 See Schedule 0 - 0 & T Titles Paula Adina Johnson MD MPH 1 0 X 351,992 0 54,724 See Schedule 0 - 0 & T Titles Leonard B Kaban DMD MD 1 0 X 493,550 0 51,716 See Schedule 0 - 0 & T Titles Steven E Kapfhammer 50 0 X X 275,857 0 23,702 See Schedule 0 - 0 & T Titles James L Kaplan PhD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Sinesia Karol 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Marie-Louise Kehoe 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Richard M Kelleher 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Susan B Kelly 50 0 X X 130,389 0 12,507 See Schedule 0 -0 & T Titles Christopher Kelly 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles James R Kelly 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Pardon R Kenney MD 1 0 X 273,608 0 41,003 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply ) compensation compensation amount of other per ,o = from the from related compensation week Z organization ( W- organizations from the 4 2 /1099-MISC) ( W- 2/1099- organization and ,o T MISC) related 0 CL c c _o _ ° 0 °- organizations

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Barrett Kitch MD 1 0 X 295,231 0 5,517 See Schedule 0 - 0 & T Titles Anthony A Klein 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Jonathan A Kraft 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles John Kucharski 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Thomas S Kupper M D 1 0 X 512,723 0 49,291 See Schedule 0 - 0 & T Titles Kathleen LaPoint 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Richard E Larson MD 1 0 X 165,745 0 16,202 See Schedule 0 - 0 & T Titles Margaret LawlerMD 10 X 177,725 0 12,382 See Schedule 0 - 0 & T Titles Pamela L Lawrence 1 0 X 0 287,203 53,059 See Schedule 0 - 0 & T Titles Edward P Lawrence Esq 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Edward J Legare MD 1 0 X 43,212 0 22,008 See Schedule 0 - 0 & T Titles James J Lehane 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles John A Lewis MD 50 0 X X 347,852 0 54,187 See Schedule 0 - 0 & T Titles Jay Loeffler MD 1 0 X 784,979 0 34,080 See Schedule 0 - 0 & T Titles Andres J Lopez 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Joseph Loscalzo MD PhD 50 0 X X 595,656 0 54,134 See Schedule 0 -0 & T Titles Judith Lucas 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Stanley J Lukowski 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Eric Luther 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Kenneth E MacWilliams 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Andrew Madden 1 0 X 135,222 0 35,497 See Schedule 0 - 0 & T Titles Jim Manzi 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Peter K Markel) 50 0 X X 0 2,211,782 358,908 See Schedule 0 - 0 & T Titles Robert L Martuza MD 1 0 X 813,871 0 55,760 See Schedule 0 - 0 & T Titles Pamela A Mason 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply ) compensation compensation amount of other per o = from the from related compensation week = ^] 5 organization ( W- organizations from the EL Q- CD 0 2 /1099-MISC ) (W- 2/1099- organization and ,o T MISC) related 0 CL n c o '° a -- organizations r'

=71 D m 3 ( m

Herbert 0 Mathewson MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Peter Mauch MD 1 0 X 482,728 0 49,546 See Schedule 0 - 0 & T Titles Nancy Mayo -Smith 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles J Brian McCarthy 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Vincent T McDermott 50 0 X X 0 234,692 37,796 See Schedule 0 - 0 & T Titles W Scott McDougal MD 1 0 X 634,244 0 51,406 See Schedule 0 - 0 & T Titles Terrence McGinnis 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Maury E McGough MD 1 0 X 0 517,009 68,444 See Schedule 0 - 0 & T Titles Katherine McGowan MD 1 0 X 74,219 0 592 See Schedule 0 - 0 & T Titles Janet McGrail Spillane 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Scott J McGrath 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Carol C McMullen 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Joseph C McNay 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Barbara J McNeil MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Caroline Ann Merrifield 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Tracilee Messina 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Laura Miller MD 1 0 X 229,314 0 22,196 See Schedule 0 - 0 & T Titles Susan F Miller MSN RN CS 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Richard Mills 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Cathy E Minehan 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Michael Molinar 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Kathleen Monbouquette 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Cynthia A Montgomery PhD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles G Marshall Moriarty Esq 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles Laura B Morse 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week ^] 5 organization (W- organizations from the Q L - 2 /1099-MISC ) (W- 2/1099- organization and ,o T MISC) related 0 CL c c o '° a °- organizations

LEI Q m 3 Q m & CD

Elizabeth Mort MD MPH 1 0 X 591,670 0 52,221 See Schedule 0 - 0 & T Titles Cynthia Morton PhD 1 0 X 274,273 0 55,615 See Schedule 0 - 0 & T Titles John Mottern 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles William J M rachek 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Elizabeth G Nabel MD 50 0 X X 0 1,195,922 360,362 See Schedule 0 - 0 &T Titles Peter W Nash 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Barbara Nobles Crawford 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Robert G Norton 50 0 X X 0 793,887 280,425 See Schedule 0 -0 & T Titles Paul T Norton 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Michael F O'Connell Esq 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Jeffrey Osgood 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles John Otis Drew 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Robert Paglia 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Minou Palandjian 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Krishna Palepu 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Ernest Parizeau 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Gregory J Pauly 50 0 X X 411,907 0 50,988 See Schedule 0 - 0 & T Titles G Allen Peckham 1 0 X 0 687,112 56,484 See Schedule 0 - 0 & T Titles Mary Peredikes 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Donald M Perrin 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Dennis W Perry 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles H Bradlee Perry 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Patricia P Petraglia 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Colette AM Phillips 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles William F Phinney 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply ) compensation compensation amount of other per ,o = from the from related compensation week Z organization ( W- organizations from the 4 2 /1099-MISC) ( W- 2/1099- organization and ,o T MISC) related 0 CL c c _o _ ° 0 °- organizations

4 m

m

Jay B Pieper 50 0 X X 0 658,549 58,088 See Schedule 0 0 & T Titles Robert W Pierce Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles A John Popp MD 1 0 X 761,995 0 48,777 See Schedule 0 - 0 & T Titles Allyson L Preston MD 1 0 X 387,441 0 38,301 See Schedule 0 - 0 & T Titles Deborah B Prothrow-Stith MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Mary G Puma 1 0 X 0 0 0 See Schedule 0 -0 & T Titles AbrarA Qureshi MD MPH 1 0 X 400,248 0 34,466 See Schedule 0 - 0 & T Titles Scott L Rauch MD 50 0 X X 0 502,331 60,931 See Schedule 0 - 0 & T Titles ArthurI Reade3r 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles Pamela D A Reeve 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Mitchell S Rein MD 1 0 X 541,753 0 55,964 See Schedule 0 - 0 & T Titles Michael Reney 50 0 X X 0 490,040 48,709 See Schedule 0 - 0 & T Titles Patricia F Ribakoff 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Auguste E Rimpel Jr PhD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Charles H Ritch 1 0 X 0 0 0 See Schedule 0 -0 & T Titles David J Roberts MD 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Michael A F Roberts 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles K Keith Roe 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Jerrold F Rosenbaum MD 1 0 X 463,118 0 52,906 See Schedule 0 - 0 & T Titles David L Rosenbloom PhD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Mark F Rounds MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Marc S Rubin MD 50 0 X X 458,337 0 14,580 See Schedule 0 - 0 & T Titles Martin A Samuels MD 1 0 X 499,945 0 49,285 See Schedule 0 - 0 & T Titles Isaac Schiff MD 1 0 X 491,461 0 51,196 See Schedule 0 - 0 & T Titles Pieter Schiller 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week ^] 5 organization (W- organizations from the Q L - 2 /1099-MISC ) (W- 2/1099- organization and ,o T MISC) related 0 CL c c o '° a °- organizations C" LEI Q m 3 Q m i CD

Frederick J Schoen MD PhD 50 0 X X 379,291 0 64,476 See Schedule 0 - 0 & T Titles Scott A Schoen 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Scott Schuster 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Lee H Schwamm MD 1 0 X 332,533 0 42,200 See Schedule 0 -0 & T Titles Mark Schwartz 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Steven E Seltzer MD 50 0 X X 554, 880 0 68,801 See Schedule 0 - 0 & T Titles A Alan Semine MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles M Christian Semine MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Phillip A Sharp PhD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Hamilton N Shepley 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Stanton K Shernan MD 1 0 X 528,815 0 55,556 See Schedule 0 - 0 & T Titles J Dale Sherratt 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Richard C Shipley 1 0 X 0 0 0 See Schedule 0 - 0 &T Titles Jeffrey N Shribman Esq 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles David Silbersweig MD 1 0 X 534,500 0 52,279 See Schedule 0 - 0 & T Titles Eric S Silverman 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Richard N Silverman 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Shirley L Singleton 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Ronald L Skates 1 0 X 0 0 0 See Schedule 0 -0 & T Titles J Jack Skowronski MD 1 0 X 336,763 0 35,762 See Schedule 0 - 0 & T Titles Peter L Slavin MD MBA 50 0 X X 0 2,485,747 65,210 See Schedule 0 - 0 & T Titles Allen L Smith MD 50 0 X X 504,949 0 49,295 See Schedule 0 - 0 &T Titles Benjamin Smith MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Raymond A Smith MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles W Lloyd Snyder III 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week Z organization (W- organizations from the 4 2 /1099-MISC ) (W- 2/1099- organization and ,o T MISC) related 0 CL c c _o _ ° 0 °- organizations

4 m

m it,

Anne Q Spaulding 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Josiah A Spaulding Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Scott M Sperling 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Gary A Spiess Esq 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles John W Stakes III MD 1 0 X 275 ,898 0 53,963 See Schedule 0 - 0 & T Titles Kathleen M Stansky 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles David JR Steele MD 1 0 X 480,721 0 52,379 See Schedule 0 - 0 & T Titles Anne E Steer 1 0 X 0 0 0 See Schedule 0 -0 & T Titles Jacquelynne M Stepanian 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Judith R Stewart 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles David E Storto 50 0 X X 0 505,091 61,538 See Schedule 0 - 0 & T Titles David J Sugarbaker MD 1 0 X 1,370,227 0 51,747 See Schedule 0 - 0 & T Titles Francene Sussner Rodgers 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Thomas J Swan Jr 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Khalid Syed MD 1 0 X 409,002 0 38,873 See Schedule 0 - 0 & T Titles Cynthia Taft 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles James D Taiclet 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Robert E Tarpy MD 1 0 X 43,647 0 0 See Schedule 0 - 0 & T Titles Elizabeth Taylor 50 0 X X 0 173,253 22,225 See Schedule 0 -0 & T Titles Clare M Tempany - Afdhal MD 1 0 X 413,695 0 64,555 See Schedule 0 - 0 & T Titles Henri A Termeer 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Dorothy A Terrell 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles David A Thomas 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Jeffrey S Thomas 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Richard D Thomson 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per o = from the from related compensation week ^] 5 organization (W- organizations from the Q L _ 2 /1099-MISC ) (W- 2/1099- organization and 74 ,o T MISC) related 0 CL c c o '° a °- organizations `" D LEI Q m 3 Q m & CD

Alexander L Thorndike 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Thomas S Thornhill MD 1 0 X 691 ,550 0 50,085 See Schedule 0 - 0 & T Titles David FTorch iana MD 50 0 X X 1,382,227 0 221,599 See Schedulee 0 - 0 & T Titles Elyssa J Towers 1 0 X 91,679 0 13,226 See Schedule 0 - 0 & T Titles David J Trull 50 0 X X 0 1,240,587 63,773 See Schedule 0 - 0 & T Titles Mary Ann Tynan 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Frederick W Ulmer 111 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Charles A Vacanti MD 50 0 X X 612,520 0 52,820 See Schedule 0 - 0 & T Titles James Vaccaro 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Carol A Vallone 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Ron M Walls MD 1 0 X 533,643 0 52,314 See Schedule 0 - 0 & T Titles AndrewLWarshawMD 500 X X 970,676 0 63,110 See Schedule 0 - 0 & T Titles Howard J Weinstein MD 1 0 X 268,772 0 52,972 See Schedule 0 - 0 & T Titles David L Weltman 1 0 X X 0 0 0 See Schedule 0 - 0 & T Titles Karen Weston Hanesian Esq 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Rev Gloria E White-Hammond MD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Linda Whitlock 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Anthony D Whittemore MD 1 0 X 785,664 0 61,355 See Schedule 0 - 0 & T Titles Jessica Wolfe PhD 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles John V Woodard Esq 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Stephen G Woodsum 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles John Wright M D 1 0 X 552,216 0 48,622 See Schedule 0 - 0 & T Titles Stephen C Wright MD 1 0 X 379,710 0 14,865 See Schedule 0 - 0 & T Titles Charles F Wu 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Gwill York 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position ( check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week ^] 5 organization ( W- organizations from the Q L - 2 /1099-MISC) ( W- 2/1099- organization and ,o T MISC) related 0 CL c c o '° a °- organizations C" LEI Q m 3 Q m & CD

Amy R Yunes 50 0 X X 50,104 0 10,829 See Schedule 0 0 & T Titles Ross D Zafonte DO 1 0 X 558,795 0 52,824 See Schedule 0 - 0 & T Titles Michael J ZinnerMD 1 0 X 981,675 0 63,266 See Schedule 0 - 0 & T Titles Joshua L Abrams Esq 50 0 X 0 150,344 38,712 See Schedule 0 - 0 & T Titles Tabby Allen 1 0 X 0 0 0 See Schedule 0 - 0 & T Titles Elizabeth M Azano Esq 50 0 X 0 120,537 25,380 See Schedule 0 - 0 & T Titles Sally Mason - Boemer 50 0 X 0 598,632 62,316 See Schedule 0 - 0 & T Titles Jean M Boyle Esq 50 0 X 0 151,730 23,133 See Schedule 0 - 0 & T Titles David J Burke 50 0 X 28,813 0 4,234 See Schedule 0 - 0 & T Titles Brian F Chiango 50 0 X 322,182 0 51,364 See Schedule 0 - 0 & T Titles Amy Casey Connolly 50 0 X 98,615 0 30,781 See Schedule 0 - 0 & T Titles Richard Cornell 50 0 X 226,743 0 43,893 See Schedule 0 -0 & T Titles Paul G Cushing Esq 50 0 X 0 222,397 57,807 See Schedule 0 - 0 & T Titles Joan E Elias Esq 50 0 X 0 221,303 50,634 See Schedule 0 - 0 & T Titles Karen Flaherty 50 0 X 178,274 0 57,017 See Schedule 0 - 0 & T Titles Naomi Bass Grace Esq 50 0 X 0 113,293 34,741 See Schedule 0 - 0 & T Titles James L Heffernan 50 0 X 427,513 0 55,042 See Schedule 0 - 0 & T Titles John R Higham Esq 50 0 X 0 264,878 54,861 See Schedule 0 - 0 & T Titles William C Johnston 50 0 X 379,144 0 50,203 See Schedule 0 - 0 & T Titles Katherine M Kneeland Esq 50 0 X 0 244,546 36,263 See Schedule 0 - 0 & T Titles David Lagass e 50 0 X 0 267,312 56,102 See Schedule 0 - 0 & T Titles Timothy P Lynch 50 0 X 199,807 0 10,924 See Schedule 0 - 0 & T Titles Harvey Marron MD 50 0 X 436,912 0 48,303 See Schedule 0 - 0 & T Titles David McCready 50 0 X 259,855 0 48,435 See Schedule 0 - 0 & T Titles Gilbert H Mudge MD 50 0 1 1 X 386 ,852 0 49,127 See Schedule 0 -0 & T Titles Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per ,o = from the from related compensation week = Z organization (W- organizations from the 4 2/1099-MISC) (W- 2/1099- organization and ,o MISC) related 0 CL -n c c _o _ ° 0 °- organizations

^ ^ 4 m {" m 3 m

Rachel Scheer Wasserstrom 50 0 X 183,717 0 34,274 See Schedule 0 - 0 & T Titles Mary Shaughnessy 50 0 X 0 302,549 55,640 See Schedule 0 - 0 & T Titles Joan C Stoddard Esq 50 0 X 0 266,475 55,048 See Schedule 0 - 0 & T Titles Gerard P Walsh 50 0 X 204,909 0 44,015 See Schedule 0 - 0 & T Titles David B Wright Esq 50 0 X 0 204,791 36,172 See Schedule 0 - 0 & T Titles Thomas H Aretz MD 50 0 X 0 414,915 55,094 Vice President- PHMI Dennis Ausiello MD 50 0 X 844,723 0 52,786 Physician-In-Chief- GHC Ulrike Berzau 50 0 X 172,608 0 28,273 Vice President - SRH Barbara E BiererMD 50 0 X 474,861 0 63,619 Sr Vice President - BWH Rebecca Blair 50 0 X 0 295,642 50,987 Vice President- FH Elaine L Bridge 50 0 X 0 335,791 53,741 Sr Vice President - NWH Franklin R Bringhurst MD 50 0 X 666,453 0 51,496 Sr Vice President - GHC James Ellison MD 50 0 X 204,640 0 55,465 Medical/Clinical Director - MC Joanne M Fucile 50 0 X 200,823 0 25,153 CNO - PCC Mary Jo Gagnon 50 0 X 0 235,476 40,652 Sr Vice President - NSMC Joseph Gold MD 50 0 X 344,234 0 57,447 CMO - MCL Michele Gougeon MSc 50 0 X 310,797 0 62,860 Exec Vice President & COO - M Judy Hayes 50 0 X 348,209 0 45,420 Vice President- FH Mairead Hickey PhD RN 50 0 X 596,768 0 64,276 COO & Executive VP - BWH Patrick Jordan 50 0 X 0 386,045 66,465 COO - NWH Gregg S Meyer MD 50 0 X 623,941 0 53,606 Sr Vice President - GHC Frederick Millham MD 50 0 X 433,040 0 39,076 Chief of Surgery - NWH Ellen Moloney 50 0 X 0 281,181 44,796 Sr Vice President - NWH Britain W Nicholson MD 50 0 X 688,379 0 51,062 Sr Vice President & CMO - GHC Beatrice Thibedeau 50 0 X 0 275,002 39,250 Sr Vice President - NSMC Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F) Name and Title Average Position (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per o = from the from related compensation week Z organization (W- organizations from the 4 2/1099-MISC) (W- 2/1099- organization and 74 ,o T MISC) related 0 CL n c _o _ ° 0 °- organizations

4 m

m

Thomas Gill MD 50 0 X 1,580,472 0 52,607 Surgeon Neeraj Kohli MD 50 0 X 1,444,986 0 51,341 Surgeon Scott D Martin MD 50 0 X 1,416,557 0 48,844 Surgeon Christopher S Ogilvy MD 50 0 X 1,490,240 0 51,355 Surgeon Jon P Warner MD 50 0 X 1,979,535 0 50,742 Surgeon Diane R Pearl MD 1 0 X 292,781 0 54,824 See Schedule 0 - 0 & T Titles Sylvia Sather Getman 50 0 X 269,948 0 15,376 Former President - NCH Arthur3 Bowes 50 0 X 0 258,795 50,605 Former Sr Vice Pres - NSMC Christopher Clark Esq 50 0 X 0 285,006 61,435 Former Secretary - MGH, GHC Bruce Cohen MD PhD 50 0 X 337,692 0 61,049 Former President - MCL S Bruce Dowton MD 50 0 X 0 451,119 65,053 FormerCOO - PHMI Joel Heller MD 50 0 X 418,117 0 35,861 Former Dept Chair - NSPG Valerie Hunt 50 0 X 0 226,994 22,010 Former Sr Vice Pres - NSMC Jeanette Ives-Erickson MSN RN 50 0 X 530,072 0 55,661 Former Sr Vice Pres - GHC Virginia Mirisola 50 0 X 0 177,078 43,830 Former Vice Pres - SKRH Carol Sim 50 0 X 0 270,006 32,524 Former President - RHCI Kathleen E Walsh 50 0 X 107,813 0 16,896 Former COO - BWH Judith C Waterston 50 0 X 0 276,211 0 Former President - RHCI Michael E Conklin Jr 50 0 X 0 532,646 20,618 Former V P of Finance - FH Form 990, Part III - 4 Program Service Accomplishments (See the Instructions)

4d. Other program services

(Code ) (Expenses $ 0 including grants of $ 0 ) (Revenue $ 15,367,366 ) Administrative Fees

(Code ) (Expenses $ 804,986 including grants of $ 0 ) (Revenue $ 801,011 ) Daycare Tuition

(Code ) (Expenses $ 21,316 including grants of $ 0 ) (Revenue $ 1,006,068 ) Partnership Revenue l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 OMB No 1545-0047 SCHEDULE C Political Campaign and Lobbying Activities (Form 990 or 990-EZ) For Organizations Exempt From Income Tax Under section 501(c) and section 527 201 0 Complete if the organization is described below. Department of the Treasury 1- 1- Attach to Form 990 or Form 990-EZ. 1- See separate instructions. O pen to Public Internal Revenue Service If the organization answered " Yes," to Form 990, Part IV , Line 3 , or Form 990-EZ , Part V, line 46 ( Political Campaign Activities), then • Section 501(c)(3) organizations Complete Parts I-A and B Do not complete Part I-C • Section 501(c) (other than section 501(c)(3)) organizations Complete Parts I-A and C below Do not complete Part I-B • Section 527 organizations Complete Part I-A only If the organization answered "Yes," to Form 990, Part IV , Line 4, or Form 990-EZ , Part VI, line 47 ( Lobbying Activities), then • 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 • Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)) Complete Part II-B Do not complete Part II-A If the organization answered " Yes," to Form 990, Part IV , Line 5 ( Proxy Tax) or Form 990-EZ, Part V, line 35a ( Proxy Tax), then * Section 501(c)(4), (5), or (6) organizations Complete Part III Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139 Complete if the organization is exempt under section 501(c) or is a section 527 organization.

1 Provide a description of the organization's direct and indirect political campaign activities in Part IV 2 Political expenditures - $ 3 Volunteer hours

Complete if the organization is exempt under section 501 ( c)(3). 1 Enter the amount of any excise tax incurred by the organization under section 4955 - $ 2 Enter the amount of any excise tax incurred by organization managers under section 4955 - $ 3 If the organization incurred a section 4955 tax, did it file Form 4720 for this year? fl Yes fl No 4a Was a correction made? fl Yes fl No b If "Yes," describe in Part IV rMWINT-Complete if the organization is exempt under section 501 ( c) except section 501(c)(3). 1 Enter the amount directly expended by the filing organization for section 527 exempt function activities - $ 2 Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt funtion activities - $

3 Total exempt function expenditures Add lines 1 and 2 Enter here and on Form 1120-PO L, line 17b - $

4 Did the filing organization file Form 1120-POL for this year? fl Yes fl No 5 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 (e) Amount of political filing organization's contributions received funds If none, enter -0- and promptly and directly delivered to a separate political organization If none, enter -0-

For Paperwork Reduction Act notice, see the instructions for Form 990 or 990 -EZ. Cat No 50084S Schedule C (Form 990 or 990-EZ) 2010 Schedule C (Form 990 or 990-EZ) 2010 Page 2 Complete if the organization is exempt under section 501 ( c)(3) and filed Form 5768 (election under section 501(h)). A Check 1 if the filing organization belongs to an affiliated group B Check 1 if the filing organization checked box A and "limited control" provisions apply (a) Filing (b) Affiliated Limits on Lobbying Expenditures O rganization's Group (The term "expenditures " means amounts paid or incurred .) Totals Totals la 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 la 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 le, column ( a) or (b ) is: The lobbying nontaxable amount is: Not over $500,000 20% of the amount on line le

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 la If zero or less, enter-0- i Subtract line 1f from line 1c If zero or less, enter-0- i If there is an amount other than zero on either line 1h or line 11, did the organization file Form 4720 reporting Yes No section 4911 tax for this year?

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501 ( h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.)

Lobbying Expenditures During 4-Year Averaging Period

Calendar year ( orfiscaI year (a) 2007 (b) 2008 (c) 2009 (d) 2010 (e) Total beginning in)

2a Lobbying non-taxable amount

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

c Total lobbying expenditures

d Grassroots non-taxable amount

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

f Grassroots lobbying expenditures Schedule C (Form 990 or 990-EZ) 2010 Schedule C (Form 990 or 990-EZ) 2010 Page 3 Complete if the organization is exempt under section 501 ( c)(3) and has NOT filed Form 5768 ( election under section 501 ( h )) . (a) (b)

Yes No Amount

1 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 a Volunteers? No b Paid staff or management ( include compensation in expenses reported on lines 1c through 1i)? No c Media advertisements? No d Mailings to members, legislators , or the public? No e Publications , or published or broadcast statements? No f Grants to other organizations for lobbying purposes? No g Direct contact with legislators, their staffs , government officials, or a legislative body? Yes 5,622 h Rallies, demonstrations , seminars, conventions , speeches, lectures, or any similar means? No i Other activities? If "Yes," describe in Part IV No j Total lines 1c through 11 5,622 2a Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? No b If "Yes," enter the amount of any tax incurred under section 4912 c If "Yes," enter the amount of any tax incurred by organization managers under section 4912 d If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? Complete if the organization is exempt under section 501 ( c)(4), section 501(c )( 5), or section 501 ( c )( 6 ) . Yes No 1 Were substantially all (90% or more ) dues received nondeductible by members? 1 2 Did the organization make only in - house lobbying expenditures of $2,000 or less? 2 3 Did the organization agree to carryover lobbying and political expenditures from the prior year? 3 Complete if the organization is exempt under section 501(c)(4), section 501(c )( 5), or section 501(c )( 6) if BOTH Part 111-A, lines 1 and 2 are answered "No" OR if Part III-A, line 3 is answered "Yes". 1 Dues, assessments and similar amounts from members 1 2 Section 162(e) non-deductible lobbying and political expenditures (do not include amounts of political expenses for which the section 527(f ) tax was paid). a Current year 2a b Carryover from last year 2b c Total 2c 3 Aggregate amount reported in section 6033 ( e)(1 )(A) notices of nondeductible section 162(e) dues 3 4 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? 4 5 Taxable amount of lobbying and political expenditures ( see instructions) 5 Su lementalInformation Complete this part to provide the descriptions required for Part I-A, line 1, Part I-B, line 4, Part I-C, line 5, and Part II-B, line 1i Also , com p lete this p art for an y additional information Identifier Return Reference Explanation Lobbying Expenses Part II-B THE CORPORATION MAY ON OCCASION REVIEW PROPOSED LEGISLATION FORTHE 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) 2010 lefile GRAPHIC print - DO NOT PROCESS I As Filed Data - I DLN: 934932280102221 SCHEDULE D OMB No 1545-0047 (Form 990) Supplemental Financial Statements 2010 1- Complete if the organization answered "Yes," to Form 990, Department of the Treasury Part IV, line 6, 7, 8, 9, 10, 11, or 12. Internal Revenue Service 1- Attach to Form 990. 1- See separate instructions. bafffim Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139 Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the org anization answered "Yes" to Form 990 Part IV , line 6. (a) Donor advised funds ( b) Funds and other accounts 1 Total number at end of year 2 Aggregate contributions to (during year) 3 Aggregate grants from ( during year) 4 Aggregate value at end of year 5 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? 1 Yes 1 No 6 Did the organization inform all grantees , donors, and donor advisors in writing that grant funds may be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit fl Yes fl No MRSTI-Conservation Easements . Complete if the organization answered "Yes" to Form 990, Part IV, line 7. 1 Purpose(s) of conservation easements held by the organization ( check all that apply) 1 Preservation of land for public use ( e g , recreation or pleasure ) 1 Preservation of an historically importantly land area 1 Protection of natural habitat 1 Preservation of a certified historic structure fl Preservation of open space

Complete lines 2a-2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year Held at the End of the Year a Total number of conservation easements 2a b Total acreage restricted by conservation easements 2b c Number of conservation easements on a certified historic structure included in (a) 2c d Number of conservation easements included in (c) acquired after 8/17/06 2d

N umber of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the taxable year 0-

4 N umber of states where property subject to conservation easement is located 0- 5 Does the organization have a written policy regarding the periodic monitoring , inspection , handling of violations, and enforcement of the conservation easements it holds? fl Yes fl No

Staff and volunteer hours devoted to monitoring, inspecting and enforcing conservation easements during the year 1-

Amount of expenses incurred in monitoring , inspecting , and enforcing conservation easements during the year - $ Does each conservation easement reported on line 2 ( d) above satisfy the requirements of section 170(h)( 4)(B)(i) and 170 ( h)(4)(B)(ii)? fl Yes l No 9 In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and balance sheet, and include, if applicable, the text of the footnote to the organization's financial statements that describes the organization's accounting for conservation easements Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets. Complete if the organization answered "Yes" to Form 990, Part IV, line 8. la If the organization elected, as permitted under SFAS 116, not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education or research in furtherance of public service, provide, in Part XIV, the text of the footnote to its financial statements that describes these items b If the organization elected, as permitted under SFAS 116, to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items

(i) Revenues included in Form 990, Part VIII, line 1 -$

(ii)Assets included in Form 990, Part X -$ 2 If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the following amounts required to be reported under SFAS 116 relating to these items

a Revenues included in Form 990, Part VIII, line 1 - $

b Assets included in Form 990, Part X - $ For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990 Cat No 52283D Schedule D ( Form 990) 2010 Schedule D (Form 990) 2010 Page 2 r:FTnFW Organizations Maintaining Collections of Art, Historical Treasures , or Other Similar Assets (continued) 3 Using the organization's accession and other records, check any of the following that are a significant use of its collection items (check all that apply) a F_ Public exhibition d fl Loan or exchange programs b 1 Scholarly research e (- Other

c F Preservation for future generations 4 Provide a description of the organization's collections and explain how they further the organization's exempt purpose in Part XIV 5 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? 1 Yes 1 No Escrow and Custodial Arrangements . Complete if the organization answered "Yes" to Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21. la Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not included on Form 990, Part X7 1 Yes F No b If "Yes," explain the arrangement in Part XIV and complete the following table Amount c Beginning balance 1c d Additions during the year ld e Distributions during the year le f Ending balance if 2a Did the organization include an amount on Form 990, Part X, line 21? fl Yes fl No b If"Yes," explain the arrangement in Part XIV MITIT-Endowment Funds . Com p lete if the org anization answered "Yes" to Form 990 , Part IV, line 10. (d)ThBraackYears (a)Current Year ( b)Prior Year (c)Two Years Back ( e)Four Years Back

la Beginning of year balance . 2,202,570,127 2,025,646,442 2,094,539,134 b Contributions 40,975,068 24,906,244 15,463,731 c Investment earnings or losses 32,285,633 201,220,804 21,988,514 d Grants or scholarships . . e Other expenditures for facilities 84,056,704 49,203,053 106,644,937 and programs f Administrative expenses g End of year balance . 2,191,774,124 2,202,570,437 2,025,346,442 2 Provide the estimated percentage of the yearend balance held as

a Board designated or quasi-endowment 0- 36 000 % b Permanent endowment 0- 64 000 %

c Term endowment 0- 3a Are there endowment funds not in the possession of the organization that are held and administered for the organization by Yes No (i) unrelated organizations ...... 3a(i) No (ii) related organizations ...... 3a(ii) No b If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? . . I 3b 4 Describe in Part XIV the intended uses of the organization's endowment funds Investments - Land . 6uildinas_ and Eauinment _ See Form 990 Part X line 1 (l (a) Cost or other (b)Cost or other ( c) Accumulated Description of investment basis d) Book value basis (other) depreciation ( (investment) la Land 127 ,254,684 127,254,684

b Buildings 4 ,311,389,186 1,852,043,106 2,459,346,080

c Leasehold improvements 220,032,000 110,216,136 109,815,864

d Equipment 1,063,782,095 532,195,214 531,586,882

e Other 284 ,821,472 4,682,387 280,139,085 Total . Add lines la -le (Column (d) should equal Form 990, Part X, column (B), line 10 (c).) . . 0- 3,508,142,595 Schedule D (Form 990) 2010 Schedule D (Form 990) 2010 Page 3 MWETF-investments - Other Securities . See Form 990. Part X. line 12. (a) Description of security or category (c) Method of valuation (b)Book value (including name of security) Cost or end-of-year market value (1 )Financial derivatives (2)Closely-held equity interests (3)Other (A) INV IN PARTNERS POOLED ACCTS 4,910,499,648 F

(B) INVESTED CASH EQUIVALENTS 22,624,026 F

(C) EQUITIES 114,680,132 F

(D) US GOVT & OTHER FIXED INC SEC 28,503,033 F

(E) PRIVATE PARTNERSHIPS & OTHER 31,752,036 F

Total . (Column (b) should equal Form 990, Part X, col (B) line 12) 01 5,10 8,0 5 8,8 7 5 Investments - Pro ram Related . See Form 990 , Part X , line 1 3. (c) Method of valuation (a) Description of investment type (b) Book value Cost or end-of-year market value

Total . (Column (b) should equal Form 990, Part X, col (B) line 13 ) n Other Assets . See Form 990. Part X. line 15- (a) Description (b) Book value (1) DEF FINANCING/ACQUIS COSTS 1,324,502 (2) INVESTMENT IN PARTNERSHIPS 0 (3) CASH SURR VALUE OF LIFE INS 8,084,724 (4) DUE FROM AFFILIATES 74,991,508 (5) CONTRIBUTIONS REC FROM TRUST 5,577,737 (6) INV IN NET ASSESTS OF AFFIL 742,267,866 (7) OTHER ASSETS 13,123,744

Total . (Column (b) should equal Form 990, Part X, co/.(8) line 15.) . 0. 845,370,081 Other Liabilities . See Form 990 , Part X , line 25. 1 (a) Description of Liability (b) Amount Federal Income Taxes 0 DUE TO AFFILIATES 204,130,023 PARTNERS HEALTHCARE SYSTEM CAP 1,951,577,614 CAPITAL LEASE OBLIGATIONS 2,962,018 DUE TO 3RD PARTY PAYORS 6,577,154 CURRENT PORTION OF SETTLEMENT 95,139,932 UNEXPENDED FUNDS ON RESEARCH G 161.069.597

Total . (Column (b) should equal Form 990, Part X, col (B) line 25) P. I 2,4 2 1,4 5 6,3 3 8 2. Fin 48 (ASC 740) Footnote In Part XIV, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC740) Schedule D ( Form 990) 2010 Schedule D (Form 990) 2010 Page 4 171174W Reconciliation of Chan g e in Net Assets from Form 990 to Financial Statements 1 Total revenue (Form 990, Part VIII, column (A), line 12) 1 9,636,630,380 2 Total expenses (Form 990, Part IX, column (A), line 25) 2 9,131,545,261 3 Excess or (deficit) for the year Subtract line 2 from line 1 3 505,085,119 4 Net unrealized gains (losses) on investments 4 5 Donated services and use of facilities 5 6 Investment expenses 6 7 Prior period adjustments 7 8 Other (Describe in Part XIV) 8 9 Total adjustments (net) Add lines 4 - 8 9 10 Excess or (deficit) for the year per financial statements Combine lines 3 and 9 10 505,085,119 « Reconciliation of Revenue p er Audited Financial Statements With Revenue p er Return 1 Total revenue, gains, and other support per audited financial statements . 1 2 Amounts included on line 1 but not on Form 990, Part VIII, line 12 a Net unrealized gains on investments . 2a b Donated services and use of facilities . 2b c Recoveries of prior year grants 2c d Other (Describe in Part XIV ) ...... 2d e Add lines 2a through 2d ...... 2e 3 Subtract line 2e from line 1 ...... 3 4 Amounts included on Form 990, Part VIII, line 12, but not on line 1 a Investment expenses not included on Form 990, Part VIII, line 7b 4a b Other (Describe in Part XIV) ...... 4b c Add lines 4a and 4b ...... 4c 5 Total Revenue Add lines 3 and 4c. (This should equal Form 990, Part I, line 12 . . . . . 5 « Reconciliation of Expenses per Audited Financial Statements With Expenses per Return 1 Total expenses and losses per audited financial statements . 1 2 Amounts included on line 1 but not on Form 990, Part IX, line 25 a Donated services and use of facilities . 2a b Prior year adjustments 2b c Other losses ...... 2c d Other (Describe in Part XIV ) ...... 2d e Add lines 2a through 2d ...... 2e 3 Subtract line 2e from line 1 ...... 3 4 Amounts included on Form 990, Part IX, line 25, but not on line 1: a Investment expenses not included on Form 990, Part VIII, line 7b 4a b Other (Describe in Part XIV ) ...... 4b c Add lines 4a and 4b ...... 4c 5 Total expenses Add lines 3 and 4c. (This should equal Form 990, Part I, line 18 . . . . . 5 « Su lementalInformation Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9, Part III, lines la and 4, Part IV, lines lb and 2b, Part V, line 4, Part X, Part XI, line 8, Part XII, lines 2d and 4b, and Part XIII, lines 2d and 4b Also complete this part to provide any additional information

Identifier Return Reference Explanation Intended Use of Endowments Part V, Line 4 The endowment funds of Partners HealthCare System, Inc and Affiliates are used in furtherance of the Organization's tax- exempt mission Schedule D (Form 990) 2010 l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 SCHEDULE F Statement of Activities Outside the United States OMB No 1545-0047 (Form 990) n Complete if the organization answered " Yes" to Form 990, Part IV, line 14b, 15, or 16. 2010 n Attach to Form 990 . See separate instructions. Department of the Treasury ► Open to Public Internal Revenue Service Inspection Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139 General Information on Activities Outside the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 14b. 1 For grantmakers . 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? ...... fl Yes fl No

2 For grantmakers. Describe in Part V the organization's procedures for monitoring the use of grant funds outside the United States

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

(a) Region (b) Number of (c) Number of (d) Activities conducted in (e) If activity listed in (d) is a (f) Total offices in the employees or region (by type) (e g , program service, describe expenditures for region agents in region or fundraising, program specific type of region/ investments independent services, investments, grants service(s) in region in region contractors to recipients located in the region) Central America and the Program Services PAT CARE, RES & 289,221 Caribbean EDUC Central America and the Program Services JOINTLY OWNED FOR 17,606,876 Caribbean INS East Asia and the Pacific 1 Program Services PAT CARE, RES & 2,029,145 EDUC Europe (Including Iceland and Program Services PAT CARE, RES & 8,958,980 Greenland) EDUC Middle East and North Africa Program Services PAT CARE, RES & 479,142 EDUC North America Program Services PAT CARE, RES & 10,619,360 EDUC Russia and the Newly Program Services PAT CARE, RES & 137,138 Independent States EDUC South America Program Services PAT CARE, RES & 644,045 EDUC South Asia Program Services PAT CARE, RES & 1,542,422 EDUC Sub-Saharan Africa Program Services PAT CARE, RES & 3,741,772 EDUC

3a Sub-total 1 46 , 048 , 101 b Total from continuation sheets to Part I c Totals (add lines 3a and 3b) 1 46,048,101 For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990 . Cat No 50082W Schedule F (Form 990) 2010 Schedule F (Form 990) 2010 Page 2 Grants and Other Assistance to Organizations or Entities Outside the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 15, for any recipient who received more than $5,000. Check this box if no one recipient received more than $5,000 ...... ► F Use Part V if additional space is needed. 1 (b) IRS code ( c) Region ( d) Purpose of (e) Amount of (f) Manner of (g) Amount of (h) Description (i) Method of (a) Name of section grant cash grant cash of non-cash of non-cash valuation organization and EIN ( if disbursement assistance assistance (book, FMV, applicable) appraisal, other)

Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter . . . . . Enter total number of other organizations or entities . Schedule F (Form 990) 2010 Schedule F (Form 990) 2010 Page 3 Grants and Other Assistance to Individuals Outside the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 16. Use Part V if additional space is needed. (a) Type of grant or (b) Region ( c) Number of ( d) Amount of ( e) Manner of cash (f) Amount of (g) Description (h) Method of assistance recipients cash grant disbursement non-cash of non-cash valuation assistance assistance (book, FMV, a pp raisal , other )

Schedule F (Form 990) 2010 Schedule F (Form 990) 2010 Page 4 Foreign Forms

1 Was the organization a U S transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926 (see instructions for Form 926) F Yes F- No

2 Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to file Form 3520 and/or Form 3520-A. (see instructions for Forms 3520 and 3520-A) F- Yes F 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) F- Yes F No

4 Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If "Yes,"the organization may be required to file Form 8621, Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see instructions for Form 8621) F Yes F- 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) F Yes F- No

6 Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see instructions for Form 5713). F Yes F- No

Schedule F (Form 990) 2010 Schedule F (Form 990) 2010 Page 5 Supplemental Information Complete this part to provide the information (see instructions) required in Part I, line 2, and any additional information.

Identifier Return Explanation Reference

Accounting Part I, Line 3 The organization uses the book value method to report foreign expenditures to be consistent with the method reporting used for the financial statements

Schedule F (Form 990) 2010 l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 SCHEDULEG Supplemental Information Regarding OMB No 1545-0047 (Form 990 or 990-EZ) Fundraising or Gaming Activities 2010

Complete if the organization answered "Yes" to Forth 990, Part IV, lines 17, 18, or 19, Department of the Treasury or if the organization entered more than $ 15,000 on Form 990-EZ, line 6a . Open to Public Internal Revenue Service Attach to Form 990 or Forth 990-EZ. See separate instructions. Inspection Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139 Fundraising Activities . Complete if the organization answered "Yes" to Form 990, Part IV, line 17.

Indicate whether the organization raised funds through any of the following activities Check all that apply a F Mail solicitations e F Solicitation of non-government grants b F Internet and e-mail solicitations f F Solicitation of government grants c F Phone solicitations g F Special fundraising events d F In-person solicitations

2a Did the organization have a written or oral agreement with any individual (including officers, directors, trustees or key employees listed in Form 990, Part VII) or entity in connection with professional fundraising services? F Yes r No b If "Yes," list the ten highest paid individuals or entities (fundraisers) pursuant to agreements under which the fundraiser is to be compensated at least $5,000 by the organization Form 990-EZ filers are not required to complete this table

(i) Name and address of (ii) Activity (iii) Did (iv) Gross receipts (v) Amount paid to (vi) Amount paid to individual fundraiser have from activity (or retained by) (or retained by) or entity (fundraiser) custody or fundraiser listed in organization control of col (i) contributions? Yes No Fundraising Mark A Edwards Company No 0 225,357 0 Strategy Fundraising Wayland Group No 0 163,098 0 Strate gy Fundraising Eve K Nichols No 0 140,487 0 Strategy Fundraising Rafanelli Events No 1,629,856 69,800 1,560,056 Strate gy Fundraising Bentz Whaley Flessner No 0 67,834 0 Strategy Fundraising Wein Associates No 0 56,920 0 Strate gy Fundraising Galler Group No 800,000 34,519 765,481 Strategy Fundraising Prospero Group No 512,580 10,101 502,479 Strate gy Fundraising Davenport Barr-Planned G No 0 6,024 0 Strategy

Total ...... 2,942,436 774,140 2,828,016

3 List all states in which the organization is registered or licensed to solicit funds or has been notified it is exempt from registration or licensing

FL, MD, MA, NH, NJ, NY, NC, OH, PA, VA

For Privacy Act and Paperwork Reduction Act Noticee see the Instructions for Form 990 . Cat No 50083H Schedule G ( Form 990 or 990 - EZ) 2010 Schedule G (Form 990 or 990-EZ) 2010 Page 2 Fundraising Events . Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 on Form 990-EZ, line 6a. List events with gross receipts greater than $5,000. (a) Event #1 (b) Event #2 (c) Other Events (d) Total Events (Add col (a) through Pops MGH Run Home B. 116 col (c)) (event type) (event type) (total number) co 1 Gross receipts 2,519,131 1,159,004 13,540,062 17,218,197 2 Less Charitable 2,372,326 1,158,959 12,283,695 15,814,980 contributions 3 Gross income (line 1 146,805 45 1,256,367 1,403,217 minus line 2)

4 Cash prizes 0 0 0 0

5 Non-cash prizes 32,889 0 38,680 71,569 u7 6 Rent/facility costs 41,442 0 451,872 493,314

7 Food and beverages 181,942 0 1,033,253 1,215,195

8 Entertainment 285,540 0 42,284 327,824

9 Other direct expenses 378,056 0 1,866,362 2,244,418

4,352,320 10 Direct expense summary Add lines 4 through 9 in column (d) ...... ► Net income summary Combine lines 3 and 10 in column (d)...... 11 -2,949,103 Gaming . Complete if the organization answered "Yes" to Form 990, Part IV, line 19, or reported more than $15,000 on Form 990-EZ, line 6a. co (a) Bingo (b) Pull tabs/Instant (c) Other gaming (d) Total gaming bingo/progressive bingo (Add col (a) through co col (c)) co

1 Gross revenue .

cn 2 Cash prizes .

3 Non-cash prizes .

LIJ 4 Rent/facility costs

n 5 Other direct expenses

F Yes °^0_ Yes F Yes 6 Volunteer labor % fl No I No F No

7 Direct expense summary Add lines 2 through 5 in column (d) ......

8 Net gaming income summary Combine lines 1 and 7 in column (d) . . .

9 Enter the state ( s) in which the organization operates gaming activities

a Is the organization licensed to operate gaming activities in each of these states? ...... Yes F No b If "No," Explain ------10a Were any of the organization ' s gaming licenses revoked, suspended or terminated during the tax year? . . . . . r-Yes No b If "Yes," Explain ------1

Schedule G (Form 990 or 990-EZ) 2010 Schedule G (Form 990 or 990-EZ) 2010 Page 3

11 Does the organization operate gaming activities with nonmembers? ...... Yes r- No 12 Is the organization a grantor, beneficiary or trustee of a trust or a member of a partnership or other entity

formed to administer charitable gaming? ...... r-Yes No 13 Indicate the percentage of gaming activity operated in a The organization ' s facility 13a b An outside facility 13b 14 Provide the name and address of the person who prepares the organization ' s gaming /special events books and records

Name ►

Address ► 125 Nashua Street Boston,MA 0-2-1-1-4-

15a Does the organization have a contract with a third party from whom the organization receives gaming

revenue? ...... fl Yes fl No

b If "Yes," enter the amount of gaming revenue received by the organization ► $ and the amount of gaming revenue retained by the third party $

c If "Yes," enter name and address

Name ► ------

Address ► ------

16 Gaming manager information

Name ► ------

Gaming manager compensation 11111 $ _ ------

Description of services provided ► ------

r- Director/officer Employee Independent contractor 17 Mandatory distributions a Is the organization required understate law to make charitable distributions from the gaming proceeds to

retain the state gaming license? ...... F Yes F No b Enter the amount of distributions required under state law distributed to other exempt organizations or spent in the organization ' s own exempt activities during the tax $ Complete this part to provide additional information for responses to question on Schedule G (see instructions.)

Identifier ReturnReference Explanation

Schedule G (Form 990 or 990-EZ) 2010 l efile GRAPHIC print - DO NOT PROCESS As Filed Data - DLN: 93493228010222 SCHEDULE H Hospitals OMB No 1545-0047 (Form 990) 1- Complete if the organization answered "Yes" to Form 990, Part IV, question 20. 2010 Department of the Treasury 1- Attach to Form 990. 1- See separate instructions. Ope n Internal Revenue Service I Inspection Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139 Financial Assistance and Certain Other Communit y Benefits at Cost Yes No la Did the organization have a finnancial assistance policy during the tax year? If "No," skip to question 6a . la Yes b If "Yes," is it a written policy? ...... lb Yes 2 If the organization has multiple hospitals, indicate which of the following best describes application of the financial assistance policy to its various hospital facilities during the tax year

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

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

a Does the organization use Federal Poverty Guidelines (FPG) to determine eligibility for providing free care to low income individuals? If "Yes," indicate which of the following is the FPG family income limit for eligibility for free care 3a Yes

F 1000/0 F 150% F 200% F Other 0/0 b Does the organization use FPG to determine eligibility for providing discounted care to low income individuals? If "Yes," indicate which of the following is the family income limit for eligibility for discounted care 3b Yes

F 200% F 250% F 300% F 350% F 400% F Other 0/0

c If the organization does not use FPG to determine eligibility, describe in Part VI the income based criteria for determining eligibility for free or discounted care Include in the description whether the organization uses an asset test or other threshold, regardless of income, to determine eligibility for free or discounted care 4 Did the organization's financial assistance policy that applied to the largest number of its patients during the tax yea r 4 Yes L provide for free or discounted care to the "medically indigent"? 5a Did the organization budget amounts for free or discounted care provided under its financial assistance policy during the tax year? . 5a Yes b If "Yes," did the organization's financial assistance expenses exceed the budgeted amount? . 5b No c If "Yes" to line 5b, as a result of budget considerations, was the organization unable to provide free or discounted care to a patient who was eligibile for free or discounted care? . 5c 6a Does the organization prepare a community benefit report during the tax 6a Yes year? 6b If "Yes," did the organization make it available to the public? 6b Yes Complete the following table using the worksheets provided in the Schedule H instructions Do not submit these worksheets with the Schedule H 7 Financial Assistance and Certain Other Community Benefits at Cost Financial Assistance and (a) Number of (b) Persons (c) Total community (d) Direct offsetting (e) Net community benefit (f) Percent of activities or Means-Tested served benefit expense revenue expense total expense programs (optional) Government Programs (optional) a Financial Assistance at cost (from Worksheets 1 and 2) 125,413,452 30,512,863 94,900,589 1 380 % b Unreimbursed Medicaid (from Worksheet 3, column a) 568,096,897 419,982,549 148,114,348 2 160 % c Unreimbursed costs-other means-tested government programs (from Worksheet 3, column b) . . . 0 0 0 d Total Financial Assistance and Means-Tested Government Programs 693,510,349 450,495,412 243,014,937 3 540 % Other Benefits e Community health improvement services and community benefit operations (from (Worksheet 4) . . . 56,701,302 7,062,657 49,638,645 0 720 % f Health professions education (from Worksheet 5) 220,888,027 53,529,092 167,358,934 2 440 % g Subsidized health services (from Worksheet 6) . 29,400,000 0 29,400,000 0 430 % h Research (from Worksheet 7) 1,326,482,290 0 1,326,482,290 19 350 % i Cash and in-kind contributions to community groups (from Worksheet 8) 1,763,290 0 1,763,290 0 030 % j Total Other Benefits . . . 1,635,234,909 60,591,749 1,574,643,159 22 970 % k Total . Add lines 7d and 7j 2,328,745,258 511,087,161 1,817,658,096 26 510 % For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990 . Cat N o 50192T Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 2 Community Building Activities during the tax year, and describe in Part VI how its community building activities during the tax year, and describe in Part VI how its community building activities promoted the health of the communities it serves- (a) Number of (b) Persons (c) Total community (d) Direct offsetting (e) Net community (f) Percent of activities or served (optional) building expense revenue building expense total expense programs (optional)

1 Ph y sical im p rovements and housin g

2 Economic development

3 Communit y su pp ort

4 Environmental improvements 5 Leadership development and training for community members 6 Coalition building 7 Community health improvement advocacy 8 Workforce development 9 Other 10 Total Ill: Bad Debt , Medicare , & Collection Practices

Section A. Bad Debt Expense Yes No 1 Did the organization report bad debt expense in accordance with Heathcare Financial Management Association Statement No 15? ...... 1 No 2 Enter the amount of the organization's bad debt expense (at cost) . 2 20,070,877 3 Enter the estimated amount of the organization's bad debt expense (at cost) attributable to patients eligible under the organization's financial assistance policy 3

4 Provide in Part VI the text of the footnote to the organization's financial statements that describes bad debt expense In addition, describe the costing methodology used in determining the amounts reported on lines 2 and 3, and rationale for including a portion of bad debt amounts as community benefit Section B. Medicare 5 Entertotal revenue received from Medicare (including DSH and IME) . 5 1,120,259,921 6 Enter Medicare allowable costs of care relating to payments on line 5 . 6 1,278,419,198 7 Subtract line 6 from line 5 This is the surplus or (shortfall) . 7 -158,159,277 8 Describe in Part VI the extent to which any shortfall reported in line 7 should be treated as community benefit Also describe in Part VI the costing methodology or source used to determine the amount reported on line 6 Check the box that describes the method used

F Cost accounting system F Cost to charge ratio F Other Section C. Collection Practices

9a Does the organization have a written debt collection policy? 9a Yes b If "Yes," does the organization's collection policy contain provisions on the collection practices to be followed for patients who are known to qualify for charity care or financial assistance? Describe in Part VI 9b Yes Mananement Comnanies and Joint Ventures (a) Name of entity (b) Description of primary (c) Organization's (d) Officers, directors, (e) Physicians' activity of entity profit % or stock trustees, or key profit % or stock ownership % employees' profit % ownership or stock ownership% 1

2

3

4

5

6

7

8

9

10

11

12

13

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 3 Facility Information r i t 0 Z m m Section A . Hospital Facilities 5 T 2- cu co (list in order of size , measured by total revenue per facility , from `^ Cu C. largest to smallest) ^ CD

p {6 ry M_ CP How many hospital facilities did the organization operate during (P the tax year? 11 o R e3 P_

Name and address Other (Describe) 1 Massachusetts General Hospital 55 Fruit Street X X X X X X Boston MA 02114 2 The Brigham and Women's Hospital Inc 75 Francis Street X X X X X X Boston, MA 02115 3 North Shore Medical Center Inc 81 Highland Avenue X X X X X X Salem MA 01970 4 Newton-Wellesley Hospital 2014 Washington Street X X X X X Newton, MA 02162 5 Faulkner HospitalInc 1153 Centre Street X X X X X 3amaica Plains MA 02130 6 McLean Hospital 115 Mill Street X X X Belmont, MA 02478 7 Spaulding Rehabilitation Hospital 125 Nashua Street X rehab facility Boston MA 02114 8 Shaughnessy-Kaplan Rehabilitation Hosp Dove Avenue X rehab facility Salem, MA 01970 9 Rehabilitation Hospital of the Cape 311 Service Road X rehab facility East Sandwich MA 02537 10 Nantucket Cottage Hospital 57 Prospect Street X X X Nantucket,MA 02554 11 Spaulding Hospital - Cambridge Inc 1575 Cambridge Street X rehab facility Cambrid e MA 02138

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

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

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility: The Brigham and Women's Hospital Inc Line Number of Hospital Facility (from Schedule H, Part V, Section A): 2

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility: North Shore Medical Center Inc Line Number of Hospital Facility (from Schedule H, Part V, Section A): 3

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility: Newton-Wellesley Hospital Line Number of Hospital Facility (from Schedule H, Part V, Section A): 4

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility: Faulkner Hospitallnc Line Number of Hospital Facility (from Schedule H, Part V, Section A): 5

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility: McLean Hospital Line Number of Hospital Facility (from Schedule H, Part V, Section A): 6

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility : Spaulding Rehabilitation Hospital Line Number of Hospital Facility ( from Schedule H, Part V, Section A): 7

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility : Shaughnessy-Kaplan Rehabilitation Hosp Line Number of Hospital Facility ( from Schedule H, Part V, Section A): 8

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility: Rehabilitation Hospital of the Cape Line Number of Hospital Facility (from Schedule H, Part V, Section A): 9

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility : Nantucket Cottage Hospital Line Number of Hospital Facility ( from Schedule H, Part V, Section A): 10

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 4 Facility Information (continued) Section B. Facility Policies and Practices. (Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

Name of Hospital Facility : Spaulding Hospital - Cambridge Inc Line Number of Hospital Facility ( from Schedule H, Part V, Section A): 11

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

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 5 Facility information (continued) Yes No 10 Used FPG to determine eligibility for providing discounted care to low income individuals? ...... 10 If"Yes," indicate the FPG family income limit for eligibility for discounted care _% 11 Explained the basis for calculating amounts charged to patients? ...... 11 If"Yes," indicate the factors used in determining such amounts (check all that apply) a 1 Income level b I Asset level c 1 Medical indigency d 1 Insurance status e F_ Uninsured discount f I Medicaid/Medicare g 1 State regulation h 1 Other (describe in Part VI) 12 Explained the method for applying for financial assistance? ...... 12 13 Included measures to publicize the policy within the community served by the hospital facility? ...... 13 If"Yes," indicate how the hospital facility publicized the policy (check all that apply) a 1 The policy was posted at all times on the hospital facility's web site b 1 The policy was attached to all billing invoices c 1 The policy was posted in the hospital facility's emergency rooms or waiting rooms d 1 The policy was posted in the hospital facility's admissions offices e 1 The policy was provided, in writing, to patients upon admission to the hospital facility f 1 The policy was available upon request g 1 Other (describe in Part VI) Billing and Collections 14 Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy that explained actions the hospital facility may take upon non-payment? ...... 14 15 Check all of the following collection actions against a patient that were permitted under the hospital facility's policies at any time during the tax year a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 16 Did the hospital facility engage in or authorize a third party to engage in any of the following collection actions during the tax year? ...... 16 If"Yes," check all collection actions in which the hospital facility or a third party engaged (check all that apply) a 1 Reporting to credit agency b 1 Lawsuits c 1 Liens on residences d 1 Body attachments e 1 Other (describe in Part VI) 17 Indicate which actions the hospital facility took before initiating any of the collection actions checked in question 16 (check all that apply) a 1 Notified patients of the financial assistance policy upon admission b 1 Notified patients of the financial assistance policy prior to discharge c 1 Notified patients of the financial assistance policy in communications with the patients regarding the patients' bills d F-Documented its determination of whether a patient who applied for financial assistance under the financial assistance policy qualified for financial assistance e 1 Other (describe in Part VI) Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 6 Facility Information (continued) Policy Relating to Emergency Medical Care No 18 Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility's financial assistance policy? ...... 18 If"No," indicate the reasons why (check all that apply) a 1 The hospital facility did not provide care for any emergency medical conditions b 1 The hospital facility did not have a policy relating to emergency medical care c 1 The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI) d 1 Other (describe in Part VI) Charges for Medical Care 19 Indicate how the hospital facility determined the amounts billed to individuals who did not have insurance covering emergency or other medically necessary care (check all that apply) a 1 The hospital facility used the lowest negotiated commercial insurance rate for those services at the hospital facility b 1 The hospital facility used the average of the three lowest negotiated commercial insurance rates for those services at the hospital facility c 1 The hospital facility used the Medicare rate for those services d 1 Other (describe in Part VI) 20 Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility's financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ...... 20 If"Yes," explain in Part VI 21 Did the hospital facility charge any of its patients an amount equal to the gross charge for services provided to that patient? ...... 21 If"Yes," explain in Part VI Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 7 Facility Information (continued) Section C. Other Facilities That Are Not Licensed, Registered , or Similarly Recognized as a Hospital Facility (list in order of size, measured by total revenue per facility, from largest to smallest)

How many non-hospital facilities did the organization operate during the tax year?

Name and address Typ e of Facility ( Describe ) 1 Partners Home Care Inc Home health care provider 281 Winter Street Waltham MA 02451 2 3 4 5 6 7 8 9 10

Schedule H (Form 990) 2010 Schedule H (Form 990) 2010 Page 8 Supplemental Information Complete this part to provide the following information

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

Identifier ReturnReference Explanation

Part I, Line 3c Part I, Line 3c Partners' hospitals (the Hospital) are tax-exempt entities, whose underlying mission is to provide services to all in need of medical care Its hospitals maintain an "open door" policy and do not discriminate on the basis of race, color, national origin, citizenship, alienage, religion, creed, gender, sexual preference, age, or disability Identifier ReturnReference Explanation

Part I, Line 6b Part I, Line 6b Partners hospitals file their annual community benefit report with the Attorney General of Massachusetts http //www cbsys ago state ma us/healthcare/hccbar asp Identifier ReturnReference Explanation

Part I, Line 7g Part I, Line 7g he subsidized health services do not include costs associated with physician clinics Identifier ReturnReference Explanation

Part I, Line 7, column (f) Part I, Line 7, column (f) he bad debt expense subtracted from total expenses for purposes of calculating the percentage column = $65,888,813 Identifier ReturnReference Explanation

Part I, Line 7 Part I, Line 7 he amounts reported on the charity care and other community benefits table were calculated using the best available data using a cost accounting system or a cost to charge ratio In most cases, a cost accounting system was used and the system addresses all patient segments and directly assigns costs to individual services Identifier ReturnReference Explanation

Part III, Line 4 Part III, Line 4 he cost of bad debt was calculated using the best available data which included a cost accounting system or a cost to charge ratio The patient liability is reduced by all payments and insurance contractual adjustments Previously applied patient discounts are reversed prior to placement in bad debt if the patient does not pay after the prescribed collection process or if the patient reneges on a previously agreed payment schedule In addition to free care and inadequate funding from the Medicaid and Medicare programs, there are significant losses related to self-pay patients who fail to make payment for services rendered or insured patients who fail to remit co- payments and deductibles as required under the applicable health insurance arrangement The provision of bad debts of $101,118,000 in 2011 and $117,140,000 in 2010 represents charges for services provided that are deemed to be uncollectible The previously reported provision for bad debts of $119,861,000 has been reclassified, with $117,140,000 reported as a reduction to net patient service revenue and $2,721,000 reported as an increase to supplies and other expenses The estimated cost of providing these services was approximately $38,252,000 and $44,791,000 for 2011 and 2010, respectively Identifier ReturnReference Explanation

Part III, Line 8 Part III, Line 8 A ll costs reported on the Medicare cost report have been determined in accordance with Medicare cost-finding principles Costs allocable to Medicare patients are limited to certain services and derived in a number of ways, including average cost per day times Medicare days and ratio of cost to charges applied to charges for ancillary services provided to Medicare beneficiaries The determination of allowable costs via the Medicare cost report excludes the cost and revenue associated with certain services, limits the costs recognized for other services and excludes certain costs of doing business In addition, the Medicare cost report methodology does not allocate costs to Medicare beneficiaries as precisely as cost accounting systems, which, for example, account for the more intensive nursing care Medicare beneficiaries often require aking these factors into account, total revenue received and the full and accurate cost associated with all Medicare services are $1,185,166,648 and $1,489,713,010 respectively, resulting in a total Medicare shortfall of $304,546,362 Finally, the Medicare cost report excludes Medicare beneficiaries enrolled in Managed Care Plans (Part C), for which there is a shortfall of $40,692,357 Losses on the provision of care to Medicare patients should be considered community benefit because they represent a direct subsidy to the federal government by hospitals to cover the cost of care in excess of Medicare reimbursement Providing care for the elderly and serving Medicare patients is an essential part of the community benefit standard Identifier ReturnReference Explanation

Part III, Line 9b Part III, Line 9b Per Massachusetts regulation, patients who have been qualified as "Low Income" by applying for one of several programs including MassHealth, CommonHealth, Commonwealth Care or Health Safety Net are exempt from collection practices The Hospital will take reasonable steps to ensure that no collection actions, including telephone calls, statements or letters, are initiated for those patient balances that may be exempt from collection action by regulation, including patients determined to be "Low Income" by the Office of Medicaid, or enrolled in Mass Health, CMSP with a family income ofunder401% of the FPG, EAEDC, Healthy Start or Center Care excepting those deductibles and copayments determined by those programs to be a patient responsibility If it is determined that a patient was enrolled in one of those categories then all collection actions (except applicable co-payments and deductibles) with the patient will be closed for services that occurred during the patient's period of eligibility Collection actions will also cease for as long as the patient is determined to be "Low Income" if the balance is from a period when the patient was not enrolled in a qualifying program The Hospital may continue to send letters requesting information or action by the patient to resolve coverage and/or eligibility issues with a primary payer, Workers Compensation Program or to obtain any Third Party Liability or MVA carrier information Identifier ReturnReference Explanation

Needs assessment Part VI, Line 2 Partners Community Health is currently compiling a Community Health Assessment (CHA) in collaboration with Health Resources in Action, The Boston Public Health Commission, and the MA Dept of Public Health Identifier ReturnReference Explanation

Patient Education of Eligibility for Part VI, Line 3 Patient education of eligibility assistance - The Hospital will ssistance seek to identify patients who may be uninsured or inadequately insured in order to provide counseling and assistance The Hospital will provide financial counseling to these patients and their families, including screening for eligibility for other sources of coverage, such as government programs, and providing information regarding all acceptable methods of payment of the Hospital bill The Hospital will encourage patients who are potentially eligible for coverage by MassHealth, Children's Medical Security Plan, Healthy Start, Commonwealth Care, Commonwealth Choice, the Health Safety Net, or other government programs to apply for coverage and shall assist the patient in applying for benefits Patients may also apply for and be approved for coverage by the HSN for coinsurance or other deductibles not covered by their primary insurance plan The Hospital will post a notice (signs) of the availability of financial assistance programs and describe where to go to for assistance in the following locations 1 Inpatient, clinic, emergency department, and community health center admission and/or registration areas, 2 Financial Counseling waiting areas 3 Central admission/registration areas that are open to patients 4 Business office waiting areas that are open to patients Signs will be translated into other languages to the extent that the language is the primary language of more than 10% of residents in the Hospital's service Signs will generally be posted in English and Spanish Posted signs will be clearly visible and legible to patients visiting these areas The Partners Financial Assistance Policy and Partners Uninsured Patient Discount Policy will also be made available to patients as required to ensure that all patients are aware of the availability of assistance Identifier ReturnReference Explanation

Community Information Part VI, Line 4 Communities served Partners' hospitals work to provide care in all corners of the world - locally, nationally and globally - by partnering with underserved communities to build, improve and sustain health care delivery and healthier communities Below are some of the communities and target populations served Boston residents experiencing health disparities Medically underserved and/or low income women and other residents in priority communities like Mission Hill, Roxbury, Jamaica Plain, Dorchester and Mattapan Victims of domestic violence Individuals who are HIV positive (or at risk of HIV) Residents with disproportionately lower rates of colorectal cancer screening - with a focus on Hispanic/Latino residents Residents at greatest risk of and those living with heart disease Native Americans Boston youth and other special populations such as the elderly, homeless, immigrants, and refugees Charlestown - An independent- minded and geographically isolated community, Charlestown is the second smallest neighborhood in Boston, and has both the wealthiest and poorest residents in the City of Boston within it Despite the disparities, the Charlestown community continues to make gains in preventing and treating substance abuse - the community's key goal Chelsea - Home to a large population of immigrants and refugees, Chelsea seeks to improve access to and reduce disparities in health care Revere - Revere is a close-knit coastal city located five miles north of Boston Community goals include reducing substance abuse and violence, and improving healthy living Low-income individuals living on the North Shore (Lynn, Salem and surrounding communities) Identifier ReturnReference Explanation

Promotion of Community Health Part VI, Line 5 Partners' hospitals are working to develop a process to quantify the expenditures associated with the various community building activities to be reported in Part II Below is a description of some of these activities that took place during the reporting period Workforce Development Through career pipelines for young people, adult community residents, and incumbent workers, Partners creates employment opportunities for individuals and contributes to the economic health of communities in which they live Pipeline programs are also designed to address the need for a high quality, diverse workforce that reflects the diversity of the population served by Partners' clinical facilities Workforce diversity both contributes to patient care excellence and creates economic opportunities for diverse communities that in turn reduce racial and ethnic disparities in health and health care Pipeline programs are developed and implemented in many places within Partners Individual hospitals have created a number of pipeline programs for both youth and incumbent workers Many departments have instituted career ladders that are based on identified competencies, these ladders document paths for advancement and provide wage increases as employees progress System-wide initiatives include the Health Care raining and Employment Program, the Allied Health Initiative, and the Clinical Leadership Development for Diversity in Nursing Partnerships with community-based organizations, colleges and universities, public sector agencies, and the philanthropic community are a critical component of pipeline development Collaborations not only inform program design but also expand the capacity of partner organizations to effectively address the needs ofjob seekers, incumbent workers, and employers The Hospital's governing body is comprised of community leaders who are guided by the mission to deliver excellence in patient care, advance that care through innovative research and education and improve the health and well-being of the diverse communities served Surplus funds are used to further the organization's tax exempt missions of patient care, teaching and research Identifier ReturnReference Explanation

Affiliated Health Care System Part VI, Line 6 Each of the hospitals that comprise the Partners network has a community benefit planning and service delivery structure Each of these entities has filed a separate community benefit report Coordinating activities on a system-wide basis is Matt Fishman, Vice President for Community Health for Partners HealthCare Identifier ReturnReference Explanation

STATE FILING OF COMMUNITY 990 SCHEDULE H, PART VI MA, BENEFIT REPORT

Schedule H (Form 990) 2010 efile GRAPHIC print - DO NOT PROCESS I As Filed Data - I DLN: 93493228010222 Schedule I OMB No 1545-0047 (Form 990 ) Grants and Other Assistance to Organizations, O Governments and Individuals in the United States 20 1 Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22. Department of the Treasury l Attach to Form 990 Internal Revenue Service Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 190-0656139 jlj^l General Information on Grants and Assistance 1 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? ...... F Yes 1 No 2 Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States Grants and Other Assistance to Governments and Organizations in the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 21 for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Part II can be duplicated if additional space is needed...... llii^ F

1 (a) Name and address of (b) EIN (c) IRC Code (d) Amount of cash ( e) Amount of non- (f ) Method of ( g) Description of (h) Purpose of grant organization section grant cash valuation non-cash assistance or assistance or government if applicable assistance (book, FMV, appraisal, other)

See Additional Data Table

2 Enter total number of section 501(c)(3) and government organizations ...... 90

3 Enter total number of other organizations ...... ► 4 For Privacy Act and Paperwork Reduction Act Noticee see the Instructions for Form 990 . Cat No 50055P Schedule I (Form 990) 2010 Schedule I (Form 990) 2010 Pa g e 2 Grants and Other Assistance to Individuals in the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 22. Use Schedule I-1 (Form 990) if additional space is needed.

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

Supplemental Information . Complete this part to provide the information required in Part I, line 2, and any other additional information. Identifier Return Reference Explanation Use of Grants/Donations Schedule I, Part I, Line 2 Partners HealthCare System, Inc and Affiliates make donations to various tax-exempt organizations These donations can be used by the recipient only in furtherance of theirtax-exempt mission Schedule I (Form 990) 2010 Additional Data Return to Form

Software ID: Software Version: EIN: 90 -0656139 Name : Partners HealthCare System Inc & Affiliates Group Return

Form 990 , Schedule I , Part II, Grants and Other Assistance to Governments and Organizations in the United Sta tes

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Partners HealthCare System To develop an integ Inc800 Boylston Street 04-3230035 501(c)(3) health care system Boston, MA 02199 204 , 427 , 792 The Brigham and Women'sFaulknerHospitals To support 501(c)(3) 04-2921338 501(c)(3) Inc75 Francis Street 179,170,918 tax-exempt parent Boston, MA 02115 Form 990 , Schedule I , Part II , Grants and Other Assistance to Governments and Organizations in the United Sta tes

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Massachusetts General To support 501(c)(3) Hospital55 Fruit Street 04-1564655 501(c)(3) tax-exempt parent Boston, MA 02114 207,352,752 The Spaulding Rehabilitation HospitalCorporation125 04-2551124 501(c)(3) Patient Care Nashua Street 48,757,666 Boston, MA 02114 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Spaulding Hospital - Cambridge Inc1575 27-0273715 501(c)(3) Patient Care Cambridge Street 1,156,866 Cambridge,MA 02138 North Shore Medical Center 81 Highland Avenue 04-3399616 501(c)(3) Patient Care Salem, MA 01970 23,009,500 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

North Shore Physicians Group Inc8l Highland 04-3080484 501(c)(3) Patient Care Avenue 6,305,985 Salem, MA 01970 Newton-Wellesley HealthCare System Inc2014 To support 501(c)(3) 20-4295282 501(c)(3) Washington Street 33,222,857 tax-exempt parent Newton, MA 02462 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Shaughnessy- Kaplan Rehabilitation HospitalDove 04-3067082 501(c)(3) Patient Care Avenue 6,075,000 Salem, MA 01970 The Brigham and Women's Hospital Inc75 Francis Patient Care, 04-2312909 501(c)(3) Street 22,768,007 Teaching & Research Boston, MA 02115 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Newton-Wellesley Hospital Inc2014 Washington Street 04-2103611 501(c)(3) Patient Care Newton, MA 02462 6,842,814 The General Hospital Patient Care, Corporation55 Fruit Street 04-2697983 501(c)(3) Teaching & Research Boston, MA 02114 1,226,372 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Faulkner Community Medical Corporation1153 Centre 04-3235613 501(c)(3) Patient Care Street 1,076,340 Boston, MA 02130 West Roxbury Medical Group Inc1153 Centre Street 04-3148310 501(c)(3) Patient Care Boston, MA 02130 1,469,290 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Continuing IPartners To support 501(c)(3) Boylston Street e 26-0003495 501(c)(3) I I I nc8 0 3,949,9941 I McLean HealthCare Inc115 To support 501(c)(3) Mill Street 20-45728761 501(c)(3) tax-exempt parent Belmont, MA 02478 6,786,028 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Partners Home Care Inc281 Winter Street 04-2918280 501(c)(3) Patient Care Waltham, MA 02451 2,695,700 Northeastern University360 Community Benefit Huntington Avenue 04-1679980 501(c)(3) Program Boston, MA 02115 10,000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

HAWC27 Congress Street Community Benefit 04-2655367 501(c)(3) Salem, MA 01970 104,210 Program Boston Public Schools (Tobin Extended School Community Benefit 04-2080791 501(c)(3) PO Box 6246 131,848 Program Boston, MA 02114 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Beth Israel Deaconess Medical Center (Boston All) Community Benefit 04-2103881 501(c)(3) 330 Brookline Avenue 75,000 Program Boston, MA 02215 Girls Incorporated of Lynn50 Community Benefit High Street 04-2104250 501(c)(3) Program Lynn,MA 01902 103 , 150 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Health Resources in Action Community Benefit 95 Berkeley Street 04-2229839 501(c)(3) Program Boston, MA 02116 2 , 160 , 875 Community Action Programs Inter-city100 Everett Community Benefit 04-2428915 501(c)(3) Avenue 5,630 Program Chelsea,MA 02150 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Ecumenical Social Action Committee3313 Washington Community Benefit 04-2455301 501(c)(3) St 93,000 Program Jamaica PI,MA 02130 Mass League of Community Health Centers40 Court Community Benefit 04-2507409 501(c)(3) Street 1,300,000 Program Boston, MA 02108 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Lynn Community Health Community Benefit Center269 Union Street 04-2525066 501(c)(3) Program Lynn,MA 01901 4,024,515 Mattapan Community Health Center1425 Blue Hill Community Benefit 04-2544151 501(c)(3) Avenue 110,000 Program Mattapan,MA 02126 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Mission Hill Health Movement1534 Tremont Community Benefit 04-2581620 501(c)(3) Street 75,000 Program Boston, MA 02120 North Shore Community Community Benefit Health27 Congress Street 04-2610447 501(c)(3) Program Salem, MA 01970 253 , 485 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Whittier Street Health Center Community Benefit Inc1125 Tremont Street 04-2619517 501(c)(3) Program Roxbury,MA 02120 103 , 185 Employment Resources Inc Community Benefit 90 Maple Street 04-2818828 501(c)(3) 76 Program Stoneham,MA 02180 , 750 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Strongest Link AIDS Community Benefit Services Inc5 Federal Street 04-3022390 501(c)(3) Program Danvers,MA 01923 29,150 Boston Health Care for the Homeless729 Community Benefit 04-3160480 501(c)(3) Massachusetts Avenue 505,000 Program Boston, MA 02118 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Waltham Partnership for Community Benefit Youth119 School Street 04-3399437 501(c)(3) Program Waltham, MA 02451 15 , 000 March of Dimes1275 Community Benefit Mamaroneck Ave 13-1846366 501(c)(3) 7 Program White PI, NY 10605 500 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

American Heart Association Community Benefit 7272 Greenville Avenue 13-5613797 501(c)(3) Program Dallas,TX 75231 70,000 Boston MedFlightRobins Street Community Benefit 22-2582060 501(c)(3) Hanscom AFB 1,000,000 Program Bedford,MA 01730 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

ROCA101 Park Street Community Benefit 22-3223641 501(c)(3) Chelsea, MA 02150 35,000 Program North End Community Health Community Benefit Center332 Hanover Street 23-7089746 501(c)(3) Program Boston, MA 02113 100 , 000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

East Boston Health Center Community Benefit 10 Gove Street 23-7425849 501(c)(3) Program East Boston, MA 02128 1,400,000 Learn to Cope2 Community Benefit Meadowbrook Road 26-0236431 501(c)(3) Program Raynham,MA 02767 18,750 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Boston Public Health Commission1010 Community Benefit 04-3316655 501(c)(3) Massachusetts Avenue 1,220,000 Program Boston, MA 02118

Town of Winthropl Metcalf I I I I I I I Community Benefit Square Program Winthrop,MA 02152 71,429 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Nantucket Cottage Hospitaletal Prospect Street 04-2103823 501(c)(3) Patient Care I I I N a nt u c ket.MA 02554 2,131,280 Faulkner Hospital1153 Centre Street 04-27682561 501(c)(3) Patient Care Boston, MA 02130 100,000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Brigham and Women's Physicians Org75 Francis 04-3466314 501(c)(3) Patient Care Street 3,179,719 Boston, MA 02115 Faulkner Breast Centre1153 Centre Street 04-3195325 501(c)(3) Patient Care Boston, MA 02130 395,961 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Newton-Wellesley Ambulatory Services2014 22-2560501 501(c)(3) Patient Care Washington Street 13,985 Newton, MA 02462 Boston UniversityOne Silber Community Benefit Way 8th Floor 04-2103547 501(c)(3) Program Boston, MA 02215 50 , 000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Concord HealthCare Center Community Benefit (Emerson Hosp)57 Old Road 04-2103565 501(c)(3) Program Concord,MA 01742 10 , 000 Mount Auburn Hospital330 Community Benefit Mount Auburn Street 04-2103606 501(c)(3) Program Cambridge,MA 02138 10 ,404 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Boys & Girls Clubs of Boston Community Benefit 50 Congress Street 04-2103922 501(c)(3) Program Boston, MA 02199 23 , 777 West Suburban YMCA276 Community Benefit Church Street 04-2104783 501(c)(3) Program Newton Center, MA 02458 6 , 500 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Arthritis Foundation29 Community Benefit Crafts Street 04-2113261 501(c)(3) Program Newton, MA 02458 5,500 United Way of Mass BayPO Community Benefit Box 51381 04-2382233 501(c)(3) Program Boston, MA 02205 95,000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Springwell125 Walnut Street Community Benefit 04-2616064 501(c)(3) Watertown,MA 02472 11,232 Program Boston Private Industry Community Benefit Council2 Oliver Street 04-2676661 501(c)(3) Program Boston, MA 02109 12 , 500 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Sociedad Latina1530 Community Benefit Tremont Street 04-2678255 501(c)(3) Program Roxbury, MA 02120 42,700 Kenneth B Schwartz Center Community Benefit 55 Fruit Street 04-2697983 501(c)(3) Program Boston, MA 02114 6,000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Greater Lawrence Family Health Center34 Haverhill Community Benefit 04-2708824 501(c)(3) Street 133,391 Program Lawrence, MA 01841 Project Hope550 Dudley Community Benefit Street 04-2748880 501(c)(3) Program Roxbury, MA 02119 124 , 353 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Charlestown Youth Hockey Community Benefit AssociationPO Box 712 04-3040076 501(c)(3) Program Charlestown,MA 02129 8 , 000 Community Foundation of Southeastern MA63 Union Community Benefit 04-3280353 501(c)(3) Street 35,340 Program NewBedford,MA 02740 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Mission Hill Main Streets26 Community Benefit Court Street 9th Floor 04-3400164 501(c)(3) Program Boston, MA 02108 30,000

Mission SafePO Box 20106 Community Benefit 04-3457195 501(c)(3) Roxbury, MA 02120 24,200 Program Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

MetroWest Community Healthcare Foundationl6l Community Benefit 04-3464279 501(c)(3) Worcester Road 29 , 803 Program Framingham, MA 01701 Melanoma Foundation of New Community Benefit England111 Old Road 04-3478266 501(c)(3) Program Concord, MA 01742 10 , 000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Women of Means I Community Benefit Linden Street 04-3487205 501(c)(3) I I Lin 20,000 Revere Public Schools101 Community Benefit School Street 04-6001412 Program Revere, MA 02151 50,000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Phillips Brooks House Assoc Community Benefit Harvard Yard 04-6046123 501(c)(3) Program CambridgeA,M 02138 9 , 200 Revere Beach Partnership Community Benefit 150 Beach Street 05-0565298 501(c)(3) Program Revere, MA 02151 10 , 000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

American Skin Association6 Community Benefit East 43rd Street 13-3401320 501(c)(3) Program NewYork,NY 10017 10,000 Latino Medical Student Assoc808 S Wood Street Community Benefit 20-2299411 501(c)(3) M/C 591 7,500 Program Chicago,IL 60612 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

North American Thrombosis Community Benefit Forum368 Boylston Street 20-4818196 501(c)(3) Program Brookline, MA 02445 7 , 000 Boston Edu Dev Foundation Community Benefit 26 Court Street 5th Floor 22-2514422 501(c)(3) Program Boston, MA 02108 30 , 000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Centro Latino267 Broadway Community Benefit 22-2966645 501(c)(3) Chelsea, MA 02150 10,000 Program A B C D Parker HillFenway Neighborhood178 Tremont Community Benefit 23-7225337 501(c)(3) Street 36,500 Program Boston, MA 02111 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Higher Ground89 South Community Benefit Street Suite 402 27-3660369 501(c)(3) Program Boston, MA 02111 50,000 National Patient Safety Foundation268 Summer Community Benefit 36-7166993 501(c)(3) Street 5,416 Program Boston, MA 02210 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Charlestown Little League Community Benefit Program126 Elm Street 37-1513586 501(c)(3) Program Charlestown,MA 02129 15 , 600 Community Scholarship Foundation Inc800 Boylston Community Benefit 45-4293431 501(c)(3) Street 9 , 599 , 999 Program Boston, MA 02199 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Golfers Against 345er4215 I CommunityProgrrafm 76-0574871 501(c)(3) I I I V illaHill Drive 10,000 Chelsea Public Schools500 Community Benefit Broadway 73-1403520 Program Chelsea,MA 02150 150,000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

MOLST (Medical Orders for Medical Orders for Life-Sustaining Treatm)50 501(c)(3) Life-Sustaining Foster Street 100,000 Treatment Worcester, MA 01608 Community Service Care Inc South Street DevelopPO Box Community Benefit 501(c)(3) 300010 55,362 Program Jamaica Plain, MA 02130 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Kennedy Academy for Health Community Benefit Careers110 The Fenway 501(c)(3) Program Boston, MA 02115 30,000 Tobin Community Center Community Benefit 1481 Tremont Street 501(c)(3) Program Mission Hill, MA 02120 29 200 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Meals on Wheels8l Community Benefit Washington Street 501(c)(3) Program Nantucket,MA 02554 25 , 000 Charlestown Community Community Benefit Centers255 Medford Street 501(c)(3) Program Charlestown,MA 02129 14,000 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Mission Hill Schoo167 Community Benefit Alleghany Street 501(c)(3) Program Roxbury,MA 02120 8 , 200 Body by Brandy 4 Kidz2181 Community Benefit Washington Street 501(c)(3) 7 Program Roxbury, MA 02119 500 Form 990,Schedule I, Part II, Grants and Other Assistance to Governments and Organizations in the United States

(a) Name and address of (b) EIN (c) IRC Code section (d) Amount of cash (e) Amount of non- (f) Method of (g) Description of (h) Purpose of grant organization if applicable grant cash valuation non-cash assistance or assistance or government assistance (book, FMV, appraisal, other)

Charlestown Branch Library Community Benefit 179 Main Street Program Charlestown.MA 02129 6,600 Shade Foundation of New Community Benefit England4456 FloramarT 501(c)(3) Program NewPortRichey,FL 34652 10,000 l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 Schedule J Compensation Information OMB No 1545-0047 (Form 990) For certain Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees 20 1 0 1- Complete if the organization answered "Yes" to Form 990, Department of the Treasury Part IV, question 23. Open to Public Internal Revenue Service 1- Attach to Form 990. 1- See separate instructions. Inspection Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139 Questions Regarding Compensation Yes I No la Check the appropiate box(es ) if the organization provided any of the following to or for a person listed in Form 990, Part VII , Section A, line la Complete Part III to provide any relevant information regarding these items 1 First-class or charter travel F Housing allowance or residence for personal use F Travel for companions 1 Payments for business use of personal residence F Tax idemnification and gross - up payments F Health or social club dues or initiation fees 1 Discretionary spending account 1 Personal services ( e g , maid, chauffeur, chef)

b If any of the boxes in line la are checked, did the organization follow a written policy regarding payment or reimbursement orprovision of all the expenses described above? If "No," complete Part III to explain lb Yes 2 Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line la? 2 Yes

3 Indicate which , if any, of the following the organization uses to establish the compensation of the organization 's CEO/ Executive Director Check all that apply F Compensation committee fl Written employment contract F Independent compensation consultant F Compensation survey or study F Form 990 of other organizations F Approval by the board or compensation committee

4 During the year, did any person listed in Form 990, Part VII, Section A, line la with respect to the filing organization or a related organization

a Receive a severance payment or change-of-control payment from the organization or a related organization? 4a Yes b Participate in, or receive payment from, a supplemental nonqualified retirement plan? 4b Yes c Participate in, or receive payment from, an equity-based compensation arrangement? 4c No If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III

Only 501 ( c)(3) and 501 ( c)(4) organizations only must complete lines 5-9. 5 For persons listed in form 990, Part VII, Section A, line la, did the organization pay or accrue any compensation contingent on the revenues of

a The organization? 5a No b Any related organization? 5b No If "Yes," to line 5a or 5b, describe in Part III 6 For persons listed in form 990, Part VII, Section A, line la, did the organization pay or accrue any compensation contingent on the net earnings of

a The organization? 6a No b Any related organization? 6b No If "Yes," to line 6a or 6b, describe in Part III 7 For persons listed in Form 990, Part VII, Section A, line la, did the organization provide any non-fixed payments not described in lines 5 and 6? If "Yes," describe in Part III 7 No 8 Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was subject to the initial contract exception described in Regs section 53 4958-4(a)(3)? If "Yes," describe in Part III 8 No 9 If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53 4958-6(c)? 9 For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990 Cat No 50053T Schedule 3 ( Form 990) 2010 Schedule J (Form 990) 2010 Page 2 Officers , Directors , Trustees, Key Employees, and Highest Compensated Employees . Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the instructions on row (ii) Do not list any individuals that are not listed on Form 990, Part VII

Note . The sum of columns ( B)(1)-(iii) must equal the applicable column (D) or column (E) amounts on Form 990, Part VII, line la

(A) Name ( B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and (D) Nontaxable (E) Total of columns (F) Compensation (ii) Bonus & (iii) Other other deferred benefits (B)(1)-(D) reported in prior (i) Base incentive reportable compensation Form 990 or compensation compensation compensation Form 990-EZ See Additional Data Table (2)

(3)

(4)

(5)

(6)

(7)

(8)

(9)

( 10 )

( 11 )

( 12 )

( 13 )

14

( 15 )

( 16 )

Schedule 3 (Form 990) 2010 Schedule J (Form 990) 2010 Page 3 Supplemental Information Complete this part to provide the information, explanation, or descriptions required for Part I, lines la, 1b, 4c, 5a, 5b, 6a, 6b, 7, and 8 Also complete this part for any additional information

Identifier Return Explanation Reference TRUSTEE PART II & TRUSTEES RECEIVE NO COMPENSATION OR CONTRIBUTIONS TO EMPLOYEE BENEFIT PLANS FOR SERVICE ON THE BOARD OR ITS COMPENSATION SCHEDULE J- COMMITTEES BOARD MEMBERS WHO ARE ALSO EMPLOYED BY THE CORPORATION OR A PARTNERS AFFILIATE RECEIVE COMPENSATION 2 ONLY FOR THEIR SERVICES AS EMPLOYEES ESTABLISHING PART I, LINE THE CHIEF EXECUTIVE OFFICER'S COMPENSATION WAS ESTABLISHED USING THE FOLLOWING - COMPENSATION COMMITTE - CEO 3 INDEPENDENT COMPENSATION CONSULTANT - FORM 990 OF OTHER ORGANIZATIONS - COMPENSATION SURVEY OR STUDY - APPROVAL BY COMPENSATION THE BOARD OR COMPENSATION COMMITTEE THE FOLLOWING CHIEF EXECUTIVE OFFICER'S COMPENSATION WAS DETERMINED BY THE PARTNERS HEALTHCARE SYSTEM, INC COMPENSATION COMMITTEE PARTNERS HEALTHCARE SYSTEM, INC IS AN AFFILIATED TAX-EXEMPT ORGANIZATION Michael S Jellinek, M D Elizabeth G Nabel, M D Robert G Norton Jay B Pieper Scott L Rauch, M D Peter L Slavin, M D David Storto PARTICIPATION PART I, LINE THE AMOUNTS LISTED BELOW ARE INCLUDED IN THE COMPENSATION TOTALS REPORTED Dennis Ausiello, M D - $56,000 AndrewL Warshaw, IN A 4B M D - $25,000 Anthony D Whittemore, M D - $27,083 David J Sugarbaker, M D - $181,731 Brent L Henry, Esq - $169,187 Robert Martuza, M D - SUPPLEMENTAL $10,000 Michael E Conklin, Jr - $426,323 Peter K Markell - $1,071,265 David J Trull - $721,955 Peter L Slavin, M D - $1,302,334 David F NONQUALIFIED Torchiana, M D - $156,574 Robert G Norton - $221,584 Michael S Jellinek, M D - $1,951,851 G Allen Peckham - $175,586 Thomas P Glynn - RETIREMENT PLAN $354,697 Susan Dempsey - $77,253 Judy Hayes - $84,060 Rebecca Blair- $101,702 Elizabeth G Nabel, M D - $324,525 RECEIPT OF PART I, LINE Christopher Attaya - $46,119 Carol Sim - $93,622 SEVERANCE 4A PAYMENTS Supplemental Schedule J-1 W Gerald Austen, M D - Other reportable compensation includes a distribution of $666,667 in deferred compensation that was earned over a period of Disclosures approximately twenty-nine years of service (and investment income earned on those awards) as Chief ofThe Surgical Services at The General Hospital Corporation 409A Document Part III Faulkner Hospital - 409A Document Correction Under VI B and VII C of Notice 2010-6 - Service Recipient Attachment - EIN 04-2768256 Service Correction Provider and Taxpayer Identification Number The Names and Social Security Numbers of the five (5) Plan Participants are available upon request Date of Correction December 31, 2010 Name of Plan Faulkner Hospital Defined Contribution SERP Amount Involved No amount is involved with regard to the document failure Service Provider and Taxpayer Identification Number The Name and Social Security Number of the one (1) Plan Participant is available upon request Date of Correction February 18, 2011 Name of Plan Employment Agreement Amount Involved No amount is involved with regard to the document failure The document failures are eligible for correction under the terms of VI B and VII C of Notice 2010-6 with respect to failures to comply with 409A of the Internal Revenue Code of 1986, as amended The Employer has taken all actions reasonably required and has otherwise met all requirements for such correction as of the last day of the Employer's taxable year in which the correction is made Schedule 3 (Form 990) 2010 l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 Schedule L Transactions with Interested Persons OMB No 1545-0047 (Form 990 or 990-EZ ) 0- Complete if the organization answered "Yes" on Form 990, Part IV, lines 25a , 25b, 26, 27, 28a , 28b, or 28c, 20 1 0 or Form 990-EZ, Part V lines 38a or 40b. Department of the Treasury 0- Attach to Form 990 or Form 990-EZ . 1-See separate instructions. • . Internal Revenue Service

Name of the organization Employer identification number Partners Healthcare System Inc & Affiliates Group Return 90-0656139 L^l Excess Benefit Transactions (section 501(c)(3) and section 501 (c)(4) organizations only).

2 Enter the amount of tax imposed on the organization managers or disqualified persons during the year under section 4958 ...... ► $ 3 Enter the amount of tax, if any, on line 2, above, reimbursed by the organization . ► $

Loans to and / or From Interested Persons.

l` ...... 1 .. 4.. . L 4 L...... J ..V " " .... C T % / I ..... 11 C

(b) Loan to (e) In App o)ved (g )Written ( a) Name of interested person and or from the ? (c)Original ( d)Balance due defauln7 by board or agreement? organization principal purpose amount committee? To From Yes No Yes No Yes No (1) D Silbersweig MD Physician recruitm X 250,000 91,088 No Yes Yes (2)A A Qureshi MD Physician recruitm X 100,000 58,744 No Yes Yes (3) S W Ashley MD Physician recruitm X 100,000 5,594 No Yes Yes (4) 0 A Britton MD Physician recruitm X 60,000 19,526 No Yes Yes

Total $ 174,952 IT.IIl Grants or Assistance Benefitting Interested Persons. Com p lete if the org anization answered "Yes" on Form 990 , Part IV, line 27. (b)Relationship between interested person (a) Name of interested person (c)Amount of grant or type of assistance and the organization

For Privacy Act and Paperwork Reduction Act Noticee see the Cat No 50056A Schedule L (Form 990 or 990 - EZ) 2010 Instructions for Form 990 or 990-EZ. Schedule L (Form 990 or 990-EZ) 2010 Page 2 Business Transactions Involving Interested Persons. Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c. (b) Relationship (e) Sharing of between interested (c) Amount of (a) Name of interested person (d) Descriptionescription of transaction person and the transaction revenues? organization Yes No See Additional Data Table

4-

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

Identifier Return Reference Explanation

Schedule L (Form 990 or 990-EZ) 2010 Additional Data

Software ID: Software Version: EIN: 90 -0656139 Name : Partners HealthCare System Inc & Affiliates Group Return

Form 990, Schedule L, Part IV - Business Transactions Involving Interested Persons

(a) Name of interested person (b) Relationship (c) Amount of (d) Description of transaction (e) Sharing of between interested transaction $ organization's person and the revenues? organization Yes No

A Moriarty Moriarty, family 147,468 Salary - BWH No

Abiomed Termeer, trustee 487,493 Products and services - GHC No

B Miller Spiess, trustee 71,657 Salary - NSMC No

B Warshaw Warshaw, family 27,448 Salary - GHC No

Bank of America Gifford, trustee 1,730,023 Banking services - GHC No

Becton Dickinson Company Minehan, director 8,057,861 Medical supplies - GHC No

Becton Dickinson Company Minehan, director 319,526 Medical supplies - MGPO No

C Benson Doubilet, family 436,849 Salary - BWPO No

Commonwealth Anaesthesia Hershey, director 289,226 Medical services - NWH No officer

Commonwealth Radiology Associates Semine, trustee 326,576 Services - NSMC No

CRICO Lawrence, director 1,146,547 Insurance - McLean No

CRICO Minehan, director 34,016,389 Insurance - GHC No Form 990, Schedule L, Part IV - Business Transactions Involving Interested Persons

(a) Name of interested person (b) Relationship (c) Amount of (d) Description of transaction (e) Sharing of between interested transaction $ organization's person and the revenues? organization Yes No

CRICO Minehan, director 313,337 Insurance - MGPO No

CRICO Moriarty, director 34,322,776 Insurance - BWH No

CRICO Pieper, trustee 330,230 Insurance - PHC No

CRICO Pieper, trustee 256,276 Insurance - SRH No

CRICO Pieper, trustee 352,641 Insurance - SHC No

CRICO Pieper, trustee 187,471 Insurance - RHCI No

CRICO Pieper, trustee 174,494 Insurance - SKRH No

CRICO Slavin, director 313,337 Insurance - MGPO No

CRICO Slavin, director 34,016,389 Insurance - GHC No

Genzyme Termeer, director 2,111,565 Research and lab services- No officer GHC

GMO Braverman, trustee 291,370 Investment services - BWF No

GMO Braverman, trustee 781,366 Investment services - BWH No Form 990, Schedule L, Part IV - Business Transactions Involving Interested Persons

(a) Name of interested person (b) Relationship (c) Amount of (d) Description of transaction (e) Sharing of between interested transaction $ organization's person and the revenues? organization Yes No

J Kelly Kelly, family 102,941 Salary - NCH No

Medicalis Holman, director 386,250 Decision support svc - BWH No

MMG Bruschi, beneficial int 125,000 Personal appearances - SRH No

NPS LLC Kraft, owner 350,000 Services - GHC No

NS Cardiovascular Roberts, director 635,376 Services - NSMC No officer

NS Cardiovascular Roberts, director 518,770 Services - NSPG No officer

NSTAR Gifford, trustee 10,636,320 Utilities - GHC No

NSTAR Gifford, trustee 505,644 Utilities - MGH No

P Hearon Higham, family 55,683 Salary - GHC No

Pfizer Ausiello, director 1,758,580 Products and services - GHC No

State Street Bank Trust Skates, director 114,167 Investment services - MGPO No

Summit Partners Woodsum, trustee 103,744 Investment services - MGH No Form 990, Schedule L, Part IV - Business Transactions Involving Interested Persons

(a) Name of interested person (b) Relationship (c) Amount of (d) Description of transaction (e) Sharing of between interested transaction $ organization's person and the revenues? organization Yes No

ThermoFisher Manzi, director 5,824,256 Products - BWH No l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 SCHEDULEM OMB No 1545-0047 (Form 990) NonCash Contributions

Complete if the organization answered " Yes" on Form 2010 990, Part IV, lines 29 or 30. Department of the Treasury we r Attach to Form 990. Internal Revenue Service ^19.w Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 1 90-0656139 Types of Property

(a) (b) (c) (d) Check if Number of Contributions or items Noncash contribution amounts Method of determining oncash contribution applicable contributed reported on Form 990, Part VIII, line amounts 1g 1 Art-Works of art . . . X 26 43,022 FMV 2 Art-Historical treasures 3 Art-Fractional interests 4 Books and publications X 6,809 FMV 5 Clothing and household goods ...... X 159 , 320 FMV 6 Cars and other vehicles . 7 Boats and planes . . . 8 Intellectual property . . 9 Securities-Publicly traded X 282 4,978,470 FMV 10 Securities-Closely held stock ...... 11 Securities-Partnership, LLC, or trust interests 12 Securities-Miscellaneous 13 Qualified conservation contribution-Historic structures 14 Qualified conservation contribution-Other 15 Real estate-Residential 16 Real estate-Commercial 17 Real estate-Other . . 18 Collectibles . . . . . X 22 8,777 FMV 19 Food inventory . . . . 20 Drugs and medical supplies X 19 165,276 FMV 21 Taxidermy . . . . . 22 Historical artifacts 23 Scientific specimens 24 Archeological artifacts 25 ( ) See Add'I Data 26 Other( 27 Other(_) 28 ( ) 29 Number of Forms 8283 received by the organization during the tax year for contributions for which the organization completed Form 8283, Part IV, Donee Acknowledgement . 29 13 Yes No 30a During the year, did the organization receive by contribution any property reported in Part I, lines 1-28 that it must hold for at least three years from the date of the initial contribution, and which is not required to be used for exempt purposes for the entire holding period? 30a No b If "Yes," describe the arrangement in Part II

31 Does the organization have a gift acceptance policy that requires the review of any non-standard contributions? 31 Yes 32a Does the organization hire or use third parties or related organizations to solicit, process, or sell non-cash contributions? ...... 32a No b If "Yes," describe in Part II 33 If the organization did not report revenues in column (c) for a type of property for which column (a) is checked, describe in Part II For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990 . Cat No 51227 ] Schedule M (Form 990) 2010 Schedule M (Form 990 ) 2010 Page 2

Supplemental Information . Complete this part to provide the information required by Part I, lines 30b, 32b, and 33. Also complete this part for any additional information.

Identifier Return Reference Explanation I Schedule M (Form 990) 2010 Additional Data

Software ID: Software Version: EIN: 90 -0656139 Name : Partners HealthCare System Inc & Affiliates Group Return

Form 990 Schedule M, Part I - Types of Property

(a) (b) (c) (d) Property Type Check if Number of Contributions or items Noncash contribution amounts Method of determining oncash contribution applicable contributed reported on Form 990, Part VIII, line amounts 1 Other P- ( FOOD ) X 144 58,590 FMV GIFT Other P- ( CERTIFICATES) X 191 54,792 FMV ROUNDS OF Other P- ( GOLF ) X 36 12,938 FMV HOTEL Other P- ( PACKAGES ) X 45 21,658 FMV Other ► SPORTING EVENT/THEATER/MUSEUM ICKETS ) X 128 81,632 FMV Other p- ( PORTRAITS ) X 7 10,075 FMV STUDIO Other ( PARTY/PARTY) X 4 2,350 FMV Other P- ( RAVEL/AIRFARE/TRANSPORTATION) X 24 46,418 FMV COMPUTER Q UIPMENT ) X 3 1,392,960 FMV NEWSPAPER/RADIO Other ( PROMOTION ) X 5 18,550 FMV ( TUITION/LECTURES ) X 3 12,055 FMV ( MISCELLANEOUS ) X 5 13,300 FMV defile GRAPHIC print - DO NOT PROCESS I As Filed Data - DLN:93493228010222 SCHEDULE N Liquidation, Termination, Dissolution or Significant Disposition of Assets OMB No 1545-0047 (Form 990 or 990-EZ) 1- Complete if the organization answered "Yes" to Form 990, Part IV, lines 31 or 32 or Form 990-EZ, line 36. 1- Attach certified copies of any articles of dissolution, resolutions or plans. 2010 - Attach to Form 990 or 990-EZ. Department of the Treasury Internal Revenue Service Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139 Liquidation, Termination or Dissolution . Complete if the organization answered "Yes" to Form 990, Part IV, line 31, or Form 990-EZ, line 36. Use Part III if additional space is needed. `

1 (a)Description of asset(s) (b)Date of (c)Fair market value of (d)Method of (e)EIN of recipient (f)Name and address of recipient (g)IRC section distributed or transaction distribution asset(s) distributed or determining FMV for of recipient(s) (if tax exempt) ortype expenses paid amount of transaction asset(s) distributed or of entity expenses transaction expenses

Yes I No 2 Did or will any officer, director, trustee, or key employee of the organization a Become a director or trustee of a successor or transferee organization? 2a b Become an employee of, or independent contractor for, a successor or transferee organization? 2b c Become a direct or indirect owner of a successor or transferee organization? 2c d Receive, or become entitled to, compensation or other similar payments as a result of the organization's liquidation, termination, or dissolution? 1 2d e If the organization answered "Yes" to any of the questions in this line, provide the name of the person involved and explain in Part III -

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990 or Form 990 -EZ. Cat No 50087Z Schedule N (Form 990 or 990-EZ) 2010 Schedule N (Form 990 or 990-EZ) 2010 Pace 2 Li q uidation , Termination or Dissolution (continued) Note . If the organization distributed all of its assets during the tax year, then Form 990, Part X, column (B) should equal -0- Yes No 3 Did the organization distribute its assets in accordance with its governing instrument(s)? If"No," describe in Part III I 3 4a Is the organization required to notify the attorney general or other appropriate state official of its intent to dissolve, liquidate, or terminate? b If "Yes," did the organization provide such notice? I 4b 5 Did the organization discharge or pay all liabilities in accordance with state laws? I 5 6a Did the organization have any tax-exempt bonds outstanding during the year? I 6a b Did the organization discharge ordefease tax-exempt bond liabilities in accordance with the Internal Revenue Code and state laws? , I 6b c If "Yes," describe in Part III how the organization defeased or otherwise settled these liabilities If "No," explain in Part III Sale, Exchange , Disposition or Other Transfer of More Than 25% of the Organization's Assets . Complete if the organization answered "Yes" to Form 990, Part IV, line 32, or Form 990-EZ, line 36. Use Part III if additional space is needed.

1 (a)Description of asset(s) (b)Date of (c)Fair market value of (d)Method of (e)EIN of recipient (f)Name and address of recipient (g)IRC section distributed or transaction distribution asset(s) distributed or determining FMV for of recipient(s) (if tax exempt) ortype expenses paid amount of transaction asset(s) distributed or of entity ex p enses transaction ex p enses Sale of Purchased Assets 12-13-2010 1,000,000 FMV 22-2873792 Hospice of the North Shore Inc 501(c)(3) 75 Sylvan Street Danvers,MA 01923

Yes I No 2 Did or will any officer, director, trustee, or key employee of the organization a Become a director or trustee of a successor or transferee organization? 2a b Become an employee of, or independent contractor for, a successor or transferee organization? 2b c Become a direct or indirect owner of a successor or transferee organization? 2c d Receive, or become entitled to, compensation or other similar payments as a result of the organization's significant disposition of assets? 2d e If the organization answered "Yes" to any of the questions in this line, provide the name of the person involved and explain in Part III

Schedule N(Form 990 or 990-EZ) 2010 Schedule N (Form 990 or 990-EZ) 2010 Pa g e 3 Supplemental Information . Complete to provide the information required by Parts I and II, and any additional information. Identifier I Return Reference I Explanation Schedule N (Form 990 or 990-EZ) 2010 efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493228010222 OMB No 1545-0047 SCHEDULE 0 (Form 990 or 990-EZ) Supplemental Information to Form 990 or 990-EZ O 201 Complete to provide information for responses to specific questions on Department of the Treasury Form 990 or to provide any additional information . Open Internal Revenue Service 1- Attach to Form 990 or 990-EZ. Inspection Name of the organization Employer identification number Partners HealthCare System Inc & Affiliates Group Return 90-0656139

Identifier Return Explanation Reference

Entities Form 990, Below is a list of organizations included in this Group Return and the Acronyms used throughout this return to Included in Item H reference the organization Biosciences Research Foundation, Inc (BRF) - EIN 22-2483849 Brigham and Women's the group Obstetrics & Gynecology Research and Education Foundation, Inc (OBG) - EIN 04-3494863 Brigham and Women's return Physicians Organization, Inc (BWPO) - EIN 04-3466314 Brigham Community Practices, Inc (BCP) - EIN 22-2588069 Brigham Medical Research & Educational Foundation, Inc (MED) - EIN 04-3539249 Brigham Pathology Research & Education Foundation, Inc (PATH) - EIN 04-3541111 Brigham Radiology Research & Education Foundation, Inc (RAD)- EIN 04-3425905 BWH Anesthesia Research & Education Foundation, Inc (ANES)- EIN 04-3492603 BWH Radiation Oncology Research & Education Foundation, Inc (RADONC) - EIN 03-0411731 BWH Research, Inc (BWHR) - EIN 04-3011445 Faulkner Breast Centre, Inc (FBC) - EIN 04-3195325 Faulkner Community Medical Corporation (FCMC) - EIN 04-3235613 Faulkner Hospital, Inc (FH) - EIN 04-2768256 FRC, Inc (FRC), also referred to as Spaulding Nursing and Therapy Center - West Roxbury & Spaulding Nursing and Therapy Center - North End - EIN 22-2632121 Massachusetts General Physicians Organization, Inc (MGPO) - EIN 04-2807148 McLean HealthCare, Inc (MHC) - EIN 20-4572876 Nantucket Cottage Hospital Foundation, Inc (NCHF) - EIN 04-3829745 Nantucket Cottage Hospital, Inc (NCH) - EIN 04-2103823 Nantucket Physician Organization, Inc (NPO) - EIN 26-4349357 Newton- Wellesley Ambulatory Services, Inc (NWAS) - EIN 22-2560501 Newton-Wellesley Children's Corner, Inc (NWCC) - EIN 04-2650246 Newton-Wellesley Health Care System, Inc (NWHC)- EIN 20-4295282 Newton-Wellesley Hospital, Inc (NWH) - EIN 04-2103611 Newton-Wellesley Hospital Charitable Foundation, Inc (NWCF) - EIN 04-3455952 The North Shore Medical Center, Inc (NSMC) - EIN 04-3399616 North Shore Physicians Group, Inc (NSPG) - EIN 04- 3080484 NSMC HealthCare, Inc (NSHC) - EIN 04-3294420 Partners Continuing Care, Inc (PCC) - EIN 26-0003495 Partners Harvard Medical International, Inc (PHMI) - EIN 04-3197711 Partners Home Care, Inc (PHC), also referred to as Partners HealthCare at Home - Home Care - EIN 04-2918280 Partners Hospice, Inc (HOS), also referred to as Partners HealthCare at Home - Hospice Care - EIN 04-2730504 Rehabilitation Hospital of the Cape and Islands, Inc (RHCI), also referred to as Spaulding Rehabilitation Hospital - Cape Cod - EIN 04-3071419 Shaughnessy-Kaplan Rehabilitation Hospital, Inc (SKRH), also referred to as Spaulding Hospital for Continuing Medical Care - North Shore - EIN 04-3067082 Spaulding Hospital - Cambridge, Inc (SHC), also referred to as Spaulding Hospital for Continuing Medical Care - Cambridge - EIN 27-0273715 The Spaulding Rehabilitation Hospital Corporation (SRH), also referred to as Spaulding Rehabilitation Hospital - Boston - EIN 04-2551124 The Brigham and Women's Hospital, Inc (BWH) - EIN 04-2312909 The Brigham & Women's/Faulkner Hospitals, Inc (BWF) - EIN 04-2921338 The Friends of the BWH (FRIENDS) - EIN 04-2239449 The General Hospital Corporation (The General or GHC) - EIN 04-2697983 The Massachusetts General Hospital (MGH) - EIN 04-1564655 The McLean Hospital Corporation (MCL)- EIN 04-2697981 The MGH Health Services Corporation (HSC) - EIN 22-2717383 West Roxbury Medical Group, Inc (WRMG) - EIN 04- 3148310 Identifier Return Explanation Reference

Officer & Form 990, Joshua L Abrams, Esq Clerk - PHC, HOS Dale Adler, M D Trustee - BWPO Carey W Akins, M D Trustee - NCHF Trustee Part VII & Richard Alexander, M D Trustee - NSPG EJisa H Allen Trustee - NCH Tibby Allen Secretary & Trustee - NCHF Titles Schedule 0 Helen D Anderson Clerk & Trustee - FH Stephen C Anderson Chairman - NCH (10/01/10-07/22/11), Treasurer - NCHF, Trustee - NCHF, NPO Marg aretta S Andrews Trustee - NCH (10/01/10-07/15/11) Sara Andrews Trustee - NSPG Joan Arc her President - NWCF (10/01/10-06/30/11), Trustee - NWCF Sarah Arnholz, Esq Clerk - NWH, NWHC, NWAS Stanley W Ashley, M D Trustee - BWPO (06/01/11-09/30/11) Christopher Attay a President - PHC & HOS (10/01/10-10/15/10), Trustee - HOS (10/01/10-10/15/10) W Gerald Austen, M D Trustee - NSMC, NSHC Elizabeth M Azano, Esq Secretary - MGPO Edward N Ba iley, M D Trustee - NSPG Edward Baker-Greene Trustee - FH Charles L Balas Trustee - N CH Richard C Bane Trustee - NSMC, NSHC, PCC (10/01/10-05/24/11), SRH (10/01/10-06/20/11) , SHC (10/01/10-06/20/11), SKRH (10/01/10-06/20/11), FRC (10/01/10-06/20/11), PHC (10/01/1 0-06/20/11), RHCI (01/24/11-06/20/11) Maureen Banks Chief Operating Officer - PCC, Presid ent - SHC, SKRH, RHCI (01/24/11-09/30/11), Trustee HSC (07/15/11-09/30/11) Peter K Barber Trustee - NWH, NWHC, NWAS Robert L Barbieri, M D President - OBG, Chairman - BWPO, Tr ustee - OBG, BWF, BWH William S Barker Trustee - NWCF David S Barlow Chairman - MCL, M HC Jeffrey T Barnes Trustee - NWCF Joan Barrett Trustee - NWCF Elmer C Bartels Truste e - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Nesli Basgoz, M D Trustee - MGH, GHC Naomi Bass Grace, Esq Clerk - SKRH, FRC Carolyn A Beckedorff Trustee - NWH (0 7/06/11-09/30/11), NWHC (06/28/11-09/30/11) Judith G Belash Trustee - NCH Mark R Belsky , M D Trustee - NWH, NWHC, Chairman - NWCF Marilyn Bernheimer Trustee - FH Sibel Bessim, M D Trustee - NWCF Jeanne E. Blake Trustee - MCL, MHC Sally Mason Boemer Sr Vice Pr esident of Finance - MGH, GHC, Treasurer - NSMC, NSHC, NSPG Joanne Borg- Stein, M D Trust ee - NWH, NWHC Kevin Bottomley Trustee - NSMC, NSHC Jean M Boyle Clerk/Secretary - BWPO, PHMI Paul Braverman Trustee - BWH, BWF, FH John F Brennan, Jr Trustee - MCL, MHC Gre gory W Brick, M D Trustee - BWPO (10/01/10-11/17/10) Nicholas S Brill Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11- 09/30/11) O'Neil A Britton, M D Trustee - BWH (09/15/11-09/30/11), BWF (07/26/11-09/30/11), FCMC, WRMG Betsy Broadman Trustee - FRIENDS Tedy L Bruschi Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11- 09/30/11) Robert H Brust Treasurer - NCH (07/22/11-09/30/11), Trustee - NCH David J Burke Chief Financ ial Officer - NCH (04/05/11-09/30/11) George P Butterworth, M D Trustee - NCH Justin By rne, M D Trustee - NSPG John C Cannistraro, Jr Trustee - NWCF Bernard S Carrey Trus tee - NCH Bruce A Chabner, M D Trustee - NCH Brian F Chiango Treasurer/Secretary - RA D Joseph A Ciffolillo Trustee - MGPO Eugene Howard Clapp Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Earl M Collier, Jr Trustee - NWH, NWHC Heidi M Col lens Treasurer & Trustee - NPO, Chief Financial Officer - NCH (10/01/10-04/05/11) Amy Cas ey Connolly Treasurer - OBG Arthur F Cook, Jr Trustee - FH Richard Cornell Treasurer/ Clerk - ANES Michele Courton Brown Trustee - FH Heidi Cox Trustee - NCH Barbara Nobles C rawford Trustee - NWH, NWHC (10/01/10-06/01/11) Paul G Cushing, Esq Secretary - PCC, S RH, SHC, RHCI Bruce Danziger Trustee - NWCF Robert A Danziger Trustee - NWCF Ernesto Da Silva, M D Trustee - NSPG Kristin S Demong Trustee - MGH, GHC Susan Dempsey Vice Pres ident - FH, Clerk & Trustee - FBC, FCMC, WRMG John M Deutch Trustee - MGPO Terence P Do orly, M D Trustee - NSPG Peter Doubilet, M D Trustee - BWPO John Otis Drew Trustee - RHCI (10/01/10-11/30/10) John P Drislane Trustee - NSMC, NSHC Margaret Duggan, M D Pre sident - FBC, Trustee - FBC, BWF, BWH, FH Molly Dunne Trustee - FRIENDS Lynne J Bckholt Trustee - RHCI (10/01/10-11/30/10) William R Hfers Trustee - NWH, NWHC, NWCF Joan E. Elias, Esq Secretary - MCL, MHC Arthur J Epstein Trustee - NSMC, NSHC Michael K Fee, Esq Trustee - FH Curt R Feuer, Esq Trustee - NWCF Gretchen S Fish Trustee - FH Kare n Flaherty Secretary - FRIENDS Jennifer Cofer Flanagan Trustee - NSMC, NSHC Honorable Gr egory C Flynn Trustee - NWH, NWHC Bruce H Freedman Trustee - NWCF Patricia Galvin Trustee- FH Thomas George Trustee - RHCI (10/01/10-11/30/10) Charles K Gifford Trustee - MGH, GHC Michael A Gimbrone, Jr, M D Chief of Service - BWPO, Trustee - BWPO, PATH, Pr esident - PATH Thomas P Glynn, Ph D Trustee - MCL, MHC Arthur L Goldstein Trustee - M GPO Benjamin A Gomez Trustee - NWH (07/06/11-09/30/11), NWHC (06/28/11-09/30/11) Annekat hryn Goodman, M D Trustee - MGPO Thomas H Grape Trustee - NWH, NWHC Peter T Greenspan, M D Trustee - MGPO (06/17/11-09/30/11) Daniel Identifier Return Explanation Reference

Officer & Form 990, J Gross Treasurer - NWH, NWHC, NWCF, NWAS, President - NWCC, Trustee - NWAS, NWCC, NWCF Suzanne S Trustee Part VII & Gruhl Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Michae I L Gustafson, M D, M B A Titles Schedule 0 Senior Vice President - BWH (10/01/10-07/17/11), Chief Opera tang Officer - FH (07/18/11-09/30/11), Trustee - FCMC, WRMG Arthur J Gutierrez Trustee - FH Maureen 0 Hackett President & Chairman - NCHF, Trustee - NCH Gerard Hadley Treasure r & Trustee - NWCC Steven R Haley Trustee - BWH, BWF Robert Handin, M D Trustee - MED Karen Weston Hanesian, Esq Trustee - RHCI (10/01/10-11/30/10) Erling A Hanson, Jr Tru stee - FH Jay R Harris, M D President - RADONC, Trustee - BWPO, RADONC Margot Hartmann, M D, Ph D President & Chief Executive Officer (10/01/10-09/30/11), Trustee - NCH (10/0 1/10-09/30/11) James L Heffernan Treasurer - MGPO Peter Helms Trustee - FRIENDS Brent L Henry Trustee - PHMI John W Henry Trustee - MGH, GHC Keith Henry Trustee - FRIENDS M ark D Hershey, M D Trustee - NWH, NWHC John R Higham, Esq Secretary - MGH, GHC Richa rd E. Holbrook Chairman - NSMC, NSHC Albert A Holman, III Secretary & Trustee - BWH, BW F H Robert Horvitz, Ph D Trustee - MGH (06/28/11-09/30/11), GHC (07/15/11-09/30/11) Wil liam P Hourihan, Jr Trustee - NCH, NPO E. James Hutchens Trustee - FH Ann Ingram Trus tee - NWCF David Ives Trustee - NSMC, NSHC Joseph 0 Jacobson, M D Physician - NSMC, Tr ustee - NSPG Andre' C Jasse Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/3 0/11) Michael S Jellinek, M D President & Trustee - NWH, NWHC, NWAS, Clerk & Trustee - NWCF Andrew Jeon, MID, MBA President & Trustee - PHMI (10/01/10-02/01/11) Mark D John son, M D, Ph D Trustee - BWPO (11/17/10-09/30/11) Paula Adina Johnson, M D, MPH Trust ee - BWH (10/01/10-09/15/11), BWF (10/01/10-07/26/11) William C Johnston Treasurer & COO - BWPO Leonard B Kaban, M D, D M D Trustee - MGPO (06/17/11-09/30/11) Steven E. Kapfh ammer President & Trustee - NSPG James L Kaplan, Ph D Trustee - NWH, NWHC, NWCF Sinesi a Karol Trustee - NWCF Marie-Louise Kehoe Trustee - FH, FBC Richard M Kelleher Trustee - MCL, MHC Christopher Kelly Trustee - NWCF James R Kelly Trustee - NCH (07/15/11-09/3 0/11) Susan B Kelly Treasurer & Trustee - FRIENDS Pardon R Kenney, M D Trustee - FH, FBC Barrett Kitch, M D Trustee - NSPG Anthony A Klein Trustee - NSMC, NSHC Katherine M Kneeland, Esq Secretary - HSC Jonathan A Kraft Trustee - MGH, GHC Myra Hiatt Kraft Trustee - BWF & BWH (10/01/10-07/20/11) John Kucharski Trustee - PHMI Thomas S Kupper, M D Trustee - BWF (10/01/10-07/26/11), BWH (10/01/10-09/15/11), BWPO David Lagasse Treas urer - MCL, MHC Kathleen LaPoint Trustee - FH (10/20/10-09/30/11) Richard E. Larson, M D Trustee - FH Margaret Law ler, M D Trustee - FBC Edw and P Lawrence, Esq Trustee - MG H & GHC (10/01/10-06/28/11), MCL (10/01/10- 07/21/11), MHC (10/01/10-06/17/11) Pamela L La w rence Trustee - NSPG Edw and J Legare, M D Trustee - NWH, NWHC, NWCF James J Lehane Trustee - PCC, RHCI (10/01/10-11/30/10), SRH (10/25/10-09/30/11), SKRH (10/25/10-09/30/11) , FRC (10/25/10-09/30/11), SHC (10/25/10-09/30/11), PHC (10/25/10-09/30/11) John A Lewis, M D President & Trustee - WRMG, Trustee - FH (10/20/10-09/30/11) Jay Loeffler, M D Tr ustee - MGPO (06/17/11- 09/30/11) Andres J Lopez Trustee - BWF, BWH, FH Joseph Loscalzo, M D, Ph D President - MED, Trustee - BWF, BWH, MED, BWPO, BCP Judith Lucas Trustee - FRIENDS Stanley J Lukowski Chairman - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30 /11) Eric Luther Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11- 09/30/11) Timoth y P Lynch President - FRC Identifier Return Explanation Reference

Officer & Form 990, Kenneth E. MacWilliams Trustee - PHMI Andrew Madden Trustee - FRIENDS Harvey Maroon, M D Clerk - RADONC Trustee Part VII & Jim Manzi Trustee - BWF, BWH Peter K Markell President - HSC (07/15/11 -09/30/11), Treasurer - BWF, BWH, Titles Schedule 0 MGH, GHC, HSC (10/01/10-07/15/11), PHMI, Chairman - HSC, Trustee - PHMI, MCL (07/21/11-09/30/11), MHC (continued) (06/17/11-09/30/11) Robert L Martuza, M D Trustee - MGPO (10/01/10-06/17/11) Pamela A Mason Trustee - FH Herbert 0 Mathewson, M D Trustee - RHCI (10/01/10-11/30/10) Peter Mauch, M D Trustee - RADONC Nancy Mayo-Smit h Trustee - FH J Brian McCarthy Trustee - NSMC, NSHC David McCready Treasurer & Clerk - MED Vincent T McDermott Trustee & Treasurer - FBC, FCMC, WRMG, President - FCMC W Sco tt McDougal, M D Trustee - MGH & GHC (10/01/10-06/28/11) Terrence McGinnis Trustee - NS MC, NSHC, NSPG Maury E. McGough, M D Trustee - NSMC, NSHC, NSPG Katherine McGowan, M D Trustee - FH Scott J McGrath Trustee - NWH, NWHC Carol C McMullen Chairwoman - NWH, N WHC, Trustee - NWCF, NWAS Joseph C McNay Trustee - BWPO Barbara J McNeil, MD Trustee - PHMI Caroline Ann Merrifield Trustee - PCC, SRH (10/25/10-09/30/11), RHCI (01/24/11-09/3 0/11), SKRH (10/25/10-09/30/11), FRC (10/25/10-09/30/11), SHC (10/25/10-09/30/11), PHC (10 /25/10-09/30/11) Tracilee Messina Trustee - NWCF Laura Miller, M D Trustee - BWPO Susan F Miller, M S N, R N, C S Trustee - RHCI (10/01/10-11/30/10) Richard Mills Trustee - PHMI Cathy E. Minehan Chairw oman - GHC, MGH, Trustee - MGPO Michael Molinar Treasurer & Trustee - NCHF Kathleen Monbouquette Trustee - FRIENDS Cynthia A Montgomery, Ph D Tr ustee - MCL, MHC G Marshall Moriarty, Esq Clerk & Trustee - BWHR, Chairman - BWF, BWH, Trustee - BRF Laura B Morse Trustee - MGPO (06/17/11-09/30/11) Elizabeth Mort M D, MPH Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Cynthia Morton, Ph D Trustee - OBG John Mottern Trustee - FRIENDS William J Mrachek Trustee - FH Gilbert H Mudge, Jr, M D President - PHMI (02/01/11-09/30/11) Elizabeth G Nabel, M D President & Trustee - BWF, BWH, BRF, BWHR, Trustee - BWPO Peter W Nash Trustee - NCH Paul T Nort on Trustee - FH Robert G Norton President & Trustee - NSMC, NSHC Michael F O'Connell, Esq Trustee - BWPO Jeffrey Osgood Trustee - FRIENDS Robert Paglia Trustee - NWCF Minou Palandjian Trustee - NWCF Krishna Palepu Trustee - PHMI Ernest Parizeau Trustee - NWH, NWHC Gregory J Pauly Chief Operating Officer - MGPO, Trustee - NCH Diane R Pearl, M D Trustee - NCH G Allen Peckham Trustee - RHCI (10/01/10- 11/30/10) Mary Peredikes Trust ee - FRIENDS Donald M Perrin Trustee - NWCF Dennis W Perry Trustee - NCH (10/01/10-07/ 15/11), NCHF H Bradlee Perry Trustee - NWCF Patricia P Petraglia Trustee - BWPO Colett e A M Phillips Trustee - MGH, GHC William F Phinney Trustee - FH Jay B Reper Presid ent & Chairman - HSC (10/01/10- 07/15/11), Chairman - PHMI (10/01/10-10/04/10), Trustee - P CC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11- 09/30/11) Robert W Pierce, Jr Trustee - MC L, MHC A John Popp, M D Trustee - BWPO Allyson Preston, M D Trustee - NSPG Deborah B Prothrow-Stith, M D Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11- 09/30/11) M ary G Puma Trustee - NSMC, NSHC Abrar A Qureshi, M D Trustee - BWPO (11/21/10-09/30/1 1) Scott L Rauch, M D President & Trustee - MCL, MHC Arthur I Reade, Jr Clerk & Trus tee - NCH, NPO Pamela D A Reeve Trustee - MGPO Mitchell S Rein, M D Trustee - NSPG M ichael Reney Deputy Treasurer & CFO - BWH, BWF, Treasurer & Trustee - BCP, BRF, BWHR, Tru stee - ANES, RAD, RADONC, OBG Patricia F Ribakoff Trustee - MGH, GHC Auguste E. Rimpel, Jr, Ph D Trustee - MCL, MHC Charles H Ritch Trustee - PCC, SRH, SHC, RHCI (10/01/10-1 1/30/10), SKRH, FRC, PHC David J Roberts, M D Trustee - NSMC, NSHC, NSPG Michael A F Roberts Treasurer (10/01/10-07/22/11) & Chairman - NCH, Trustee - NCHF Francene Sussner Rodgers Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) K Keith Roe Tr ustee - NCH, NCHF Jerrold F Rosenbaum, M D Trustee - MGH (06/28/11-09/30/11), GHC (07/1 5/11-09/30/11) David L Rosenbloom, Ph D Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI ( 01/24/11-09/30/11) Mark F Rounds, M D Trustee - NWCF Marc S Rubin, M D Department Ch air - NSMC, Trustee - NSMC & NSHC (09/27/11-09/30/11) Roxanne Cichy Ruppel Senior Vice Pr esident - NSMC, Trustee - NSPG Martin A Samuels, M D Trustee - BWPO Isaac Schiff, M D Trustee - MGPO Pieter Schiller Trustee - RHCI (10/01/10-11/30/10) Frederick J Schoen, M D, Ph D Treasurer/Secretary & Trustee - PATH, Trustee - BWPO Scott A Schoen Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Scott Schuster Trustee - BWPO Lee H Schwamm, M D Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Mar k Schwartz Trustee - MGH (06/28/11-09/30/11), GHC (07/15/11-09/30/11) Steven E. Seltzer, M D President & Trustee - RAD, Trustee - BWPO A Identifier Return Explanation Reference

Officer & Form 990, Alan Semine, M D Trustee - NWCF M Christian Semine, M D Trustee - NSMC & NSHC (10/01 /10-09/27/11) Phillip Trustee Part VII & A Sharp, Ph D Trustee - MGH & GHC (10/01/10-06/28/11) Mary Shaugh nessy Treasurer - PCC, SRH, SHC, Titles Schedule 0 RHCI, SKRH, FRC, PHC, HOS, HSC (07/15/11-09/30/11) Hamil ton N Shepley Chairman - RHCI (10/01/10-11/30/10) (continued) Stanton K Shernan, M D Trustee - AN ES, BWPO J Dale Sherratt Trustee - BWF, BWH, BWPO Richard C Shipley Trustee - NWH, NWH C Jeffrey N Shribman, Esq Trustee - NSMC, NSHC David Silbersweig, M D Trustee - BWPO Eric S Silverman Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Richa rd N Silverman Trustee - NWCF Shirley L Singleton Trustee - NSMC & NSHC (09/27/11-09/3 0/11) Ronald L Skates Trustee - MGPO (10/01/10-06/17/11) J Jack Skow ronski, M D Trust ee - NSPG Peter L Slavin, M D, M B A President & Trustee - MGH, GHC, Trustee - NCH, MG PO Allen L Smith, M D President & Trustee - BWPO, BCP, Trustee - PHMI Benjamin Smith, M D Trustee - FH Raymond A Smith, M D Trustee - NSMC, NSHC W Lloyd Snyder, III Trust ee - MCL, MHC Anne Q Spaulding Trustee - RHCI (10/01/10-11/30/10) Josiah A Spaulding, J r Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Scott M Sperling T rustee - BWF, BWH Gary A Spiess, Esq Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/ 24/11-09/30/11), NSMC, NSHC Janet McGrail Spillane Trustee - FH John W Stakes, III, M D Trustee - NCH Kathleen M Stansky Trustee - NWCF David J R Steele, M D Trustee - MGP 0 Anne E. Steer Trustee - NWCF Jacquelynne M Stepanian Trustee - PCC, SRH, SHC, SKRH, F RC, PHC, RHCI (01/24/11-09/30/11) Judith R Stewart Trustee - NCHF Joan C Stoddard, Esq Clerk - BCP, BRF David E. Storto President - PCC, SRH, PHC (10/15/10-09/30/11), Hospice (10/15/10-09/30/11), Chairman - HOS, Trustee - SRH, SHC, RHCI, SKRH, FRC, PHC, HSC David J Sugarbaker, M D Trustee - BWPO Thomas J Swan, Jr Trustee - MCL, MHC (10/01/10-03/0 5/11) Khalid Syed, M D Trustee - NSPG For Officer & Trustee titles starting with letters T through Z please refer to the two pages prior to Attachment 1 of Schedule 0 Identifier Return Explanation Reference

Members Form 990 Part Partners HealthCare System, Inc , a Massachusetts Nonprofit Corporation, is either directly or indirectly the sole VI, Section A, member of all the subordinates included in the Partners HealthCare System, Inc group return except for the Line 6 following subordinates (which do not have members) BWH Anesthesia Research & Education Foundation Brigham Medical Research & Education Foundation Brigham Pathology Research & Education Foundation Brigham Radiology Research & Education Foundation BWH Radiation Oncology Research & Education Foundation Brigham & Women's Obstetrics and Gynecology Research & Education Foundation, Inc Identifier Return Explanation Reference

Member Form 990, The sole member of each organization has authorities as specifically enumerated in each organization's corporate Authority Part VI, by-laws These authorities vary widely between each organization A few examples of the type of authorities Section A, granted by many, but not necessarily all, corporate by-laws include - Appoint a firm of public accountants annually Line 7 to conduct an independent audit of the Corporation's financial affairs during the fiscal year last ended, - Review and approve all proposed capital and operating budgets of the Corporation and all proposed transactions by the Corporation which involve an expenditure in excess of $2,000,000, when such expenditure has not been included in a budget previously approved by the Member, - Review and approve each transaction proposed by the Corporation which would involve the Corporation incurring debt through lender financing, - The Member may adopt, amend or repeal any bylaw, including any bylaws adopted by the Trustees - The Member may elect the Officers and Trustees of the Corporation - The Member or the Trustees, each by majority vote of their number then in office, may suspend or remove for cause any Trustee - The Member shall enact, and from time to time may amend a Code of Conduct and a Policy on Conflicts of Interest Pursuant to the laws of Massachusetts, the authority for the following actions is reserved to the member of the organization a Amend or restate the Articles of Organization b Consolidation or merger c Sale, lease, exchange or disposition of all or substantially all of the organizations property or assets Identifier Return Explanation Reference

Form 990 Form 990, Part The Form 990w as prepared and reviewed by the Partners HealthCare System, Inc (PHS) tax department Review VI, Section B, Certain key sections were also reviewed by the PHS Vice President of Human Resources and by the PHS Line 11b General Counsel The PHS 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 May 1, 2012 meeting The process for preparing and reviewing Form 990 was discussed at the May 9, 2012 meeting of the Audit Committee of the PHS Board of Directors The final filing version of the Form 990 was provided to certain voting board members prior to filing Identifier Return Explanation Reference

Conflict of Form 990, For purposes of its annual tax filing, Partners HealthCare has an annual questionnaire process for obtaining Interest Part VI, information on interests that may give rise to conflicts from all officers, directors, trustees and key employees In Policy Section B, addition, in connection with Partners' Conflict of Interest Policy, the Partners Office for Interactions with Industry Line 12c and Office of General Counsel worktogether 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 his office) In addition, under the Partners Conflict of Interest Policy, any time an officer, director, trustee, or key employee is aware of a transaction in which his/her interest may create a conflict, he/she is required to provide full disclosure of the interest, and may not be involved in the institutional decision-making about the transaction In addition, with respect to such transactions, 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 the Partners Board for appropriate action, which review is also documented Identifier Return Explanation Reference

Process for Form 990, The organization has a board level compensation committee that reviews and approves the compensation for Determining Part VI, all listed officers and key employees, except the Secretaries and the following Thomas H Aretz, M D Brian Compensation Section B, Chiango Heidi M Collins Amy Casey Connolly Richard Cornell Gerard Hadley Andrew Jeon, M D, M B A Line 15 Susan B Kelly John A Lewis, M D Harvey Maroon, M D Vincent T McDermott Gilbert H Mudge, M D Frederick J Schoen, M D, Ph D Elizabeth Taylor Gerard P Walsh Rachel Scheer Wasserstrom Amy Yunes 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 the minutes of the meeting This review process occurs on an annual basis Identifier Return Reference Explanation

Joint Venture Form 990, Part VI, Partners HealthCare System, Inc and Affiliates are currently drafting a written joint venture policy Policy Section B, Line 16b which will safeguard the exempt mission of the organization in any joint venture with taxable entities Identifier Return Reference Explanation

Availability of Financial Form 990, Part VI, The organization's governing documents are filed with the Massachusetts Secretary of Statements & Governing Section C, Line 19 State and the financial Statements are filed with the Massachusetts Attorney General, all Documents of which are open to public inspection Identifier Return Explanation Reference

Business and Form 990 Andre Jasse, Richard Bane & Stanley J LukowsI - Business relationship Anthony Klein & Jeffrey Schribman - Family Part VI, Business relationship Anthony Klein & Kevin Bottomley - Business relationship Bruce Danziger & Robert Relationships Section A, Danziger - Family relationship James Kelly & Stephen Anderson - Business relationship Jay Harris, M D & Line 2 Martin Samuels, M D - Business relationship Jay Reper & Peter Slavin, M D - Business relationship John Brennan & David Barlow - Business relationship John Deutch & Arthur Goldstein - Business relationship John Deutch & Ronald Skates - Business relationship John Drislane & Kevin Bottomley - Business relationship John Henry & Charles Gifford - Business relationship Kevin Bottomley & Beatrice Thibedeau - Business relationship Mary Shaughnessy & Hamilton Shepley - Business relationship Peter Slavin, M D & Cathy Minehan - Business relationship Peter Slavin, M D & Henri Termeer - Business relationship Richard Holbrook & J Brian McCarthy - Business relationship Richard Holbrook & Richard C Bane - Business relationship Richard Holbrook & Terrence McGinnis - Business relationship Richard Mills & Jay Reper - Business relationship Richard Mills & Krishna Palepu - Business relationship Scott Sperling & Jim Manzi - Business relationship Stanley Lukowski & Richard Bane - Business relationship Terrence McGinnis & David Ives - Business relationship Terrence McGinnis & J Brian McCarthy - Business relationship Identifier Return Explanation Reference

Other Changes in Net Part XI, Line 5 Other changes in net assets or fund balances relate to net unrealized gain/(loss) on investments, Assets or Fund change in funded status of defined benefit plans, change in fair value of hedging interest rate Balances swaps, and other changes in net assets Identifier Return Explanation Reference

Bad Debt Part IX, Line The amount shown in Part IX, Line 24b reflects non-patient related bad debt Patient related bad debt expense Expense 24b is netted against program service revenue The total amount of patient related bad debt is $65,888,813 Identifier Return Explanation Reference

Officer & Form 990, Cynthia Taft Treasurer & Trustee - FH James D Taiclet Trustee - FH Robert E. Tarpy, M D Trustee - FH Elizabeth Trustee Part VII & Taylor Clerk & Trustee - NWCC Clare M Tempany-Afdhal, M D Trustee - RAD Henri A Termeer Trustee - MGH, Titles Schedule 0 GHC Dorothy A Terrell Trustee - MGH, GHC David A Thomas Trustee - BWF & BWH (10/01/10-07/20/11) Jeffrey (continued) S Thomas Trustee - NWCF Richard D Thomson Trustee - NCH Alexander L Thornlike Trustee - FH Thomas S Thornhill, M D Trustee - BWPO David F Torchiana, M D Chief Executive Officer & Chairman - MGPO, Trustee - MGH, GHC, PHMI Hyssa J Towers Trustee - FRIENDS David J Trull President & Trustee - FH (10/01/10- 03/31/11), Chairman - FBC, FCMC, WRMG (10/01/10-03/31/11) Mary Ann Tynan Chairwoman - FH, Trustee - BWF, BWH, FBC Frederick W Ulmer, III Trustee - NCH Charles A Vacanti, M D President - ANES, Trustee - ANES, BWPO James Vaccaro Trustee - RHCI (10/01/10-11/30/10) Carol A Vallone Trustee - MCL, MHC Ron M Walls, M D Trustee - BWPO, BWF (07/26/11-09/30/11), BWH (09/15/11-09/30/11) Gerard P Walsh Treasurer - RADONC Andrew L Warshaw, M D Surgeon-in-Chief - GHC, Trustee - MGPO (10/01/10-06/17/11) Rachel Scheer Wasserstrom Clerk - OBG Howard J Weinstein, M D Trustee - MGPO (10/01/10-06/17/11) David L Weltman Clerk & Trustee - PATH Rev Gloria E. White-Hammond, M D Trustee - BWF, BWH Linda Whitlock Trustee - BWF, BWH Anthony D Whittemore, M D Trustee - BWPO (10/01/10-06/01/11), MED, PATH Jessica Wolfe, PhD Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) John V Woodard, Esq Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11), FH Stephen G Woodsum Trustee - MGH, GHC David B Wright, Esq Secretary - NSMC, NSHC John Wright, M D Trustee - PCC, SRH, SHC, SKRH, FRC, PHC, RHCI (01/24/11-09/30/11) Stephen C Wright, M D Trustee - FCMC, WRMG Charles F Wu Trustee - NWH, NWHC Gw ill York Trustee - BWH, BWF Amy Yunes President & Trustee - Friends Ross D Zafonte, D O Trustee PCC, SRH, SHC, SKRH, RHCI (01/24/11-09/30/11) Michael J Zinner, M D Trustee - BWH, BWF, BWPO jefile GRAPHIC print - DO NOT PROCESS As Filed Data - DLN:93493228010222 OMB No 1545-0047 SCHEDULE R Related Organizations and Unrelated Partnerships (Form 990) 1- Complete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37. 2010 1- Attach to Form 990. 1- See separate instructions. Department of the Treasury Internal Revenue Service Name of the organization Employer identification number Partners Healthcare System Inc & Affiliates Group Return 90-0656139 Identification of Disregarded Entities (Complete if the organization answered "Yes" on Form 990, Part IV, line 33.)

(a) (b) (c) (d ) ( e) (f) Name, address, and EIN of disregarded entity Primary activity Legal domicile (state Total income End-of-year assets Direct controlling or foreign country) entity

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.)

(g) (a) (b) (c) (d ) (e) (f) Section 512(b)(13) Name, address, and EIN of related organization Primary activity Legal domicile (state Exempt Code section Public charity status Direct controlling controlled or foreign country) (if section 501(c)(3)) entity organization Yes No (1) The MGH Institute of Health Professions

36 First Avenue MGH Med Educ MA 501(c)(3) 2 Charlestown, MA 02129 04-2868893 (2) Martha's Vineyard Hospital

Linton Lane PO Box 1477 MGH Healthcare MA 501(c)(3) 3 Oak Bluffs, MA 02557 04-2104691 (3) WNR Inc

1 Linton Lane MVH Nursing Svcs MA 501(c)(3) 9 Oak Bluffs, MA 02557 04-3419920 (4) Village Manor Nursing Home Inc

1153 Centre Street FH Nursing Home MA 501(c)(3) 3 Boston, MA 02130 04-2775265

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50135Y Schedule R (Form 990) 2010 Schedule R (Form 990) 2010 Page 2 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.) (h) 0) 0) (a) M (e) () b Legal d f Disproprtionate Code V-UBI General or Name, address, and EIN ( ) ( ) Predominant income () (9) ( k) Primary activity domicile Direct controlling of total income Share of end-of-year allocations7 amount in box 20 of managing of (related,, unrelated, Percentage (state or entity assets Schedule K-1 part ner? related organization excluded from tax ownership foreign (Form 1065) under sections 512- country) 514) Yes No Yes No (1) RADIATION ONCOLOGY CENTER MGMT GHC RAD ONCOLOGY MA Related 1,598,521 504,884 No 0 No 50 000 % Old Road Concord, MA01742 04-3410861

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) ( b) (c) (d) (e) ( f) (g) (h) Name, address, and EIN of related organization Primary activity Legal domicile Direct controlling Type of entity Share of total income Share of Percentage (state or entity (C corp, S corp, end-of-year ownership foreign or trust) assets country) (1) Partners Community Healthcare Inc 800 Boylston Street Part Healthcare Healthcare MA C 0 0 0 Boston, MA02199 04-3236175 (2) Newton-Wellesley Physician Hospital Ong 2014 Washington Street NWHC Healthcare MA C 2,333,418 9,720,819 100 000 % Newton, MA02462 04-3209749 (3) BSC Inc 75 Francis Street Telecommunica MA BWF C 259,100 21,475 100 000 % Boston, MA02115 04-2987478

Schedule R (Form 990) 2010 Schedule R (Form 990) 2010 Page 3 ff^ Transactions With Related Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35, 35A, or 36.) Note . Complete line 1 if any entity is listed in Parts II, III or IV Yes No 1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV? a Receipt of (i) interest (ii) annuities (iii) royalties (iv) rent from a controlled entity la Yes b Gift, grant, or capital contribution to other organization (s) lb Yes c Gift, grant, or capital contribution from other organization(s) 1c Yes d Loans or loan guarantees to or for other organization( s) ld Yes e Loans or loan guarantees by other organization( s) le Yes

f Sale of assets to other organization( s) if No g Purchase of assets from other organization (s) 1g No h Exchange of assets 1h No i Lease of facilities, equipment, or other assets to other organization (s) ii Yes

j Lease of facilities, equipment, or other assets from other organization(s) k Performance of services or membership or fundraising solicitations for other organization(s) I Performance of services or membership or fundraising solicitations by other organization(s) m Sharing of facilities, equipment, mailing lists, or other assets n Sharing of paid employees

o Reimbursement paid to other organization for expenses p Reimbursement paid by other organization for expenses

q Other transfer of cash or property to other organization (s) 1q No r Other transfer of cash or property from other organization( s) lr No

2 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) Transaction(b) (^) Method of determining(d) amount Name of other organization Amount involved type(a-r) involved (1)

See Additional Data Table (2)

(3)

(4)

(5)

(6)

Schedule R (Form 990) 2010 Schedule R (Form 990) 2010 Page 4 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) (b) (c) (d ) ( e) (f) (g) (h) Name, address, and EIN of entity Primary activity Legal domicile Are all Share of Disproprtionate Code V-UBI General or (state or foreign partners end-of-year allocations? amount in box managing country) section assets 20 of Schedule K-1 part ner? 501(c)(3) (Form 1065) organizations? Yes No Yes No Yes No

Schedule R (Form 990) 2010 Schedule R (Form 990) 2010 Page 5 Supplemental Information Complete this part to provide additional information for responses to questions on Schedule R (see instructions)

Identifier Return Reference Explanation

Schedule R (Form 990) 2010 Additional Data Return to Form

Software ID: Software Version: EIN: 90 -0656139 Name : Partners HealthCare System Inc & Affiliates Group Return

Form 990 , Schedule R, Part V - Transactions With Related Organizations (a) (b) (c) (d) Name of other organization Transaction Amount Involved Method of determining type(a-r) amount involved

(1) Brigham and Women's Hospital Inc 1a(iv 768,168

(2) Faulkner Hospital Inc lc 6,429,262

(3) Brigham and Women's Hospital Inc lc 172,741,656

(4) BWH Anesthesia Research and Education Found lb 1,000,000

(5) Brigham Pathology Research and Education Foun lb 1,029,719

(6) Brigham Radiology Research and Education Foun lb 1,150,000

(7) West Roxbury Medical Group lb 1,469,290

(8) Faulkner Breast Centre lb 395,961

(9) Faulkner Community Medical Corporation lb 1,076,340

(10) The McLean Hospital Corporation lc 6,786,028

(11) Martha's Vineyard Hospital la(i) 88,823

(12) Nantucket Cottage Hospital la(i) 297,076

(13) Rehabilitation Hospital of the Cape and Isl la(i) 20,800

(14) The General Hospital Corporation la(iv 8,788,963

(15) Massachusetts General Physicians Org 1a(iv 1,764,555

(16) MGH Institute of Health Professions la(iv 1,295

(17) Nantucket Cottage Hospital lb 2,131,280

(18) The General Hospital Corporation lc 207,352,752

(19) The General Hospital Corporation 1k 440,464

(20) Massachusetts General Physicians Org 1k 100,091

(21) North Shore Medical Center Inc lb 12,000,000

(22) Newton-Wellesley Hospital Inc lb 6,818,814

(23) Newton-Wellesley Hospital Inc lc 33,222,857

(24) Partners Home Care Inc lb 1,742,435

(25) Shaughnessy-Kaplan Rehabilitation Hospital lb 6,075,000

(26) The Spaulding Rehabilitation Hospital Corp lb 47,663,820

(27) FRC Inc lc 930,000

(28) Rehabilitation Hospital of the Cape and Isl lc 1,200,000

(29) Spaulding Hospital - Cambridge Inc lc 1,500,000

(30) The Spaulding Rehabilitation Hospital Corp 1k 3,501,996 Form 990 , Schedule R, Part V - Transactions With Related Organizations (a) (b) (c) (d) Name of other organization Transaction Amount Involved Method of determining type(a-r) ($) amount involved

(31) Partners Home Care Inc 1k 1,158,996

(32) FRC Inc 1k 1,615,992

(33) Spaulding Hospital - Cambridge Inc 1k 3,768,000

(34) Rehabilitation Hospital of the Cape and Isl 1k 1,718,004

(35) Shaughnessy-Kaplan Rehabilitation Hospital 1k 2,061,996

(36) Partners Hospice Inc lb 353,265 Partners HealthCare System, Inc. and Affiliates Consolidated Financial Statements (with consolidating financial information) September 30, 2011 and 2010 Partners HealthCare System, Inc. and Affiliates Index September 30, 2011 and 2010

Page(s)

Report of Independent Auditors ...... 1

Financial Statements

Consolidated Balance Sheets ...... 2

Consolidated Statements of Operations ...... 3

Consolidated Statements of Changes in Net Assets ...... 4

Consolidated Statements of Cash Flows ...... 5

Notes to Consolidated Financial Statements ...... 6-45

Other Financial Information

Report of Independent Auditors on Accompanying Consolidating Information ...... 46

Consolidating Balance Sheets ...... 47-48

Consolidating Statements of Operations ...... 49-50

Consolidating Statements of Changes in Net Assets ...... 51-52 fad - pwc

Report of Independent Auditors

To the Board of Directors of Partners HealthCare System, Inc and Affiliates

In our opinion , the accompanying consolidated balance sheets and the related consolidated statements of operations , changes in net assets and cash flows present fairly, in all material respects, the financial position of Partners HealthCare System , Inc and its Affiliates at September 30, 2011 and 2010, and the results of their operations , their changes in net assets and their cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America These financial statements are the responsibility of Partners HealthCare System , Inc. and Affiliates' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement . An audit includes examining , on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation . We believe that our audits provide a reasonable basis for our opinion

December 2, 2011

Prrcc tz aterhoziseC,ool^ers 12 Y, 125 High Streit, Boston, MA 02110 T.• (617) 530 500(),,F' (617) 530 5001, WWW PW C.com/us Partners HealthCare System, inc. and Affiliates Consolidated Balance Sheets Years Ended September 30, 20 1 1 and 2010

(dollars in thousands) 2011 2010

Assets Current assets Cash and equivalents $ 439,537 $ 626,919 Investments 1,256,257 1,050,749 Collateral held under securities lending arrangements 157,872 129,183 Current portion of investments limited as to use 1,309,628 1,084,877 Patient accounts receivable, net of allowance for bad debts (2011 - $101,902, 2010 - $114,425) 729,076 698,380 Research grants receivable 127,210 132,512 Other current assets 276,449 252,620 Receivable for settlements with third-party payers 33,379 39,472 Total current assets 4,329,408 4,014,712 Investments limited as to use, less current portion 2,077,403 2,106,023 Long-term investments 833,815 838,913 Pledges receivable, net and contributions receivable from trusts, less current portion 209,257 162,839 Property and equipment, net 3,944,757 3,749,234 Other assets 110,503 118,614 Total assets $ 11,505,143 $ 10,990,335 Liabilities and Net Assets Current liabilities Current portion of long-term obligations $ 294,829 $ 489,913 Accounts payable and accrued expenses 548,829 596,916 Accrued compensation and benefits 555,536 532,410 Collateral due under securities lending arrangements 157,872 129,183 Current portion of accrual for settlements with third-party payers 93,990 34,144 Unexpended funds on research grants 161,777 152,513 Total current liabilities 1,812,833 1,935,079 Other liabilities Accrual for settlements with third-party payers, less current portion 6,382 15,453 Accrued professional liability 80,908 70,260 Accrued employee benefits 1,241,562 977,836 Interest rate swaps liability 375,202 271,402 Accrued other 195,881 216,764 1,899,935 1,551,715 Long-term obligations, less current portion 2,338,788 1,977,033 Total liabilities 6,051,556 5,463,827 Commitments and contingencies Net assets Unrestricted 4,331,876 4,391,191 Temporarily restricted 783,798 824,426 Permanently restricted 337,913 310,891 Total net assets 5,453,587 5,526,508 Total liabilities and net assets $ 11,505,143 $ 10,990,335

The accompanying notes are an integral part of these consol idated financial stateme nts.

2 Partners HealthCare System, Inc. and Affiliates Consolidated Statements of Operations Years Ended September 30, 2011 and 2010

(dollars in thousands) 2011 2010

Operating revenue Net patient service revenue, not of provision for bad debts (2011 - $101,118, 2010 - $117,140) $ 6,342,273 $ 6,065,311 Direct academic and research revenue 1,175,548 1,045,789 Indirect academic and research revenue 355,953 324,583 Other revenue 607,338 572,488 Total operating revenue 8,481,112 8,008,171 Operating expenses Employee compensation and benefits 4,629,275 4,427,300 Supplies and other expenses 1,964,080 1,907,881 Direct academic and research expenses 1,175,548 1,045,789 Depreciation and amortization 397,199 356,844 Interest 82,193 75,677 Total operating expenses 8,248,295 7,813,491 Income from operations 232,817 194,680 Nonoperating gains (expenses) Income from investments 33,512 109,941 Change in fair value of nonhedging interest rate swaps (35,868) (40,690) Gifts and other, net of fundraising and other expenses (39,545) (37,985) Academic and research gifts, net of expenses 72,872 42,539 Total nonoperating gains, net 30,971 73,805 Excess of revenues over expenses 263,788 268,485 Other changes in net assets Change in net unrealized appreciation on marketable investments (115,943) 58,545 Change in fair value of hedging interest rate swaps (67,932) (45,820) Funds utilized for property and equipment 104,648 75,420 Net assets acquired through merger - 193,818 Other 263 5,412 Change in funded status of defined benefit plans (244,139) (10,460) (Decrease) increase in unrestricted net assets $ (59,315) $ 545,400

The accompanying notes are an integral part of these consolidated financial statements.

3 Partners HealthCare System, Inc. and Affiliates Consolidated Statements of Changes in Net Assets Years Ended September 30, 2011 and 2010

Temporarily Permanently (dollars in thousands) Unrestricted Restricted Restricted Total

Net assets at October 1, 2009 $ 3,845,791 $ 829,928 $ 298,894 $ 4,974,613 Increases (decreases) Income from operations 194,680 - - 194,680 Income from investments 109,941 4,800 279 115,020 Gifts and other (37,985) 23,652 14,903 570 Academic and research gifts, net of expenses 42,539 - - 42,539 Change in net unrealized appreciation on marketable investments 58,545 6,372 364 65,281 Change in fair value of interest rate swaps Nonhedging (40,690) - - (40,690) Hedging (45,820) - - (45,820) Funds utilized for property and equipment 75,420 (38,848) - 36,572 Net assets acquired through merger 193,818 - - 193,818 Other 5,412 (1,478) (3,549) 385 Change in funded status of defined benefit plans (10,460) - - (10,460) Change in net assets 545,400 (5,502) 11,997 551,895 Net assets at September 30, 2010 4,391,191 824,426 310,891 5,526,508 Increases (decreases) Income from operations 232,817 - - 232,817 Income (loss) from investments 33,512 (6,490) 449 27,471 Gifts and other (39,545) 65,326 24,041 49,822 Academic and research gifts, net of expenses 72,872 - - 72,872 Change in net unrealized appreciation on marketable investments (115,943) (20,688) 851 (135,780) Change in fair value of interest rate swaps Nonhedging (35,868) - (35,868) Hedging (67,932) - (67,932) Funds utilized for property and equipment 104,648 (76,827) - 27,821 Other 263 (1,949) 1,681 (5) Change in funded status of defined benefit plans (244,139) - - (244,139) Change in net assets (59,315) (40,628) 27,022 (72,921) Net assets at September 30, 2011 $ 4,331,876 $ 783,798 $ 337,913 $ 5,453,587

The accompanying notes are an integral part of these consolidated financial statements.

4 Partners HealthCare System, Inc. and Affiliates Consolidated Statements of Cash Flows Years Ended September 30, 2011 and 2010

(dollars in thousands) 2011 2010

Cash flows from operating activities Change in net assets $ (72,921 ) $ 551,895 Adjustments to reconcile change in net assets to net cash provided by operating activities Net assets acquired through merger - (193,818) Change in funded status of defined benefit plans 244,139 10,460 Loss on refunding of debt 2,613 3,180 Change in fair value of interest rate swaps 103,800 86,510 Depreciation and amortization 397,199 356,844 Provision for bad debts 101,118 117,140 Loss on disposal of property 1,627 1,425 Net realized and change in unrealized appreciation on investments 44,668 (213,105) Restricted contributions and investment income (85,670) (73,471) Increase (decrease) in cash resulting from a change in Patient accounts receivable (131,814) (103,282) Research grants receivable 5,302 678 Other current assets (22,668) 5,297 Pledges receivable and contributions receivable from trusts (47,579) (6,240) Other assets 2,926 (14,020) Accounts payable and accrued expenses (48,087) 15,038 Accrued compensation and benefits 26,173 53,972 Settlements with third-party payers 56,868 (24,154) Unexpended funds on research grants 9,264 (12,977) Accrued employee benefits and other 6,305 10,366 Net cash provided by operating activities 593,263 571,738 Cash flows from investing activities Purchase of property and equipment (590,281) (607,039) Proceeds from sale of property 3,393 Purchase of investments (1,832,903) (1,290,358) Proceeds from sales of investments 1,391,694 1,112,040 Net cash used for investing activities (1,028,097) (785,357) Cash flows from financing activities Payments on long-term obligations (39,644) (65,098) Proceeds from long-term obligations, net of financing costs 432,496 504,027 Decrease in auction rate securities holdings - 20,000 Deposits into refunding trusts (231,070) (253,094) Restricted contributions and investment income 85,670 73,471 Net cash provided by financing activities 247,452 279,306 Net (decrease) increase in cash and equivalents (187, 382) 65,687 Cash and equivalents at beginning of year 626,919 561,232 Cash and equivalents at end of year $ 439,537 $ 626,919

The accompanying notes are an integral part of these consolidated financial statements.

5 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

1. Organization and Community Benefit Commitments

Partners HealthCare System, Inc. (PHS) is the sole member of The Massachusetts General Hospital (MGH), Brigham and Women's/Faulkner Hospitals, Inc. (BW/F), NSMC HealthCare, Inc. (NSMC), Newton-Wellesley Health Care System, Inc. (NWHCS), Partners Continuing Care, Inc (PCC) and Partners International Medical Services, LLC (PIMS). PHS appoints the two physicians who are the members of Partners Community HealthCare, Inc. (PCHI) The individual serving as the PHS President and Chief Executive Officer is the sole member of Partners Harvard Medical International, Inc. (PHMI). PHS, together with all of its affiliates, is referred to as "Partners HealthCare."

Partners HealthCare currently operates two tertiary and six community acute care hospitals in eastern Massachusetts, one facility providing inpatient and outpatient mental health services and four facilities providing inpatient and outpatient services in rehabilitation medicine and long term care Partners HealthCare also operates physician organizations and practices, a home health agency, nursing homes, and a graduate level program for health professions. Partners HealthCare provides services to patients primarily from the Greater Boston area as well as New England and beyond. In addition, Partners HealthCare is a nonuniversity-based nonprofit private medical research enterprise and is a principal teaching affiliate of the medical and dental schools of Harvard University.

On September 30, 2010, the Massachusetts Biomedical Research Corporation (MBRC) merged __.. = into The General Hospital Corporation (the General). MBRC was a tax-exempt organization created for the purposes of promoting and supporting basic and applied biomedical and other scientific research, owning and leasing real estate in order to enhance and to provide facilities for the conduct of such research and other hospital-related support functions, and promoting and supporting education in the field of medicine. MBRC purchased real estate which was subsequently leased to and occupied by the General. MBRC was a related party but not controlled by either PHS, the General or any other affiliate of PHS, and therefore was not previously consolidated within these financial statements. The merger was accounted for at historical cost, similar to a pooling of interests, however, prior period financial statements were not restated as the impact of the transaction on the consolidated financial statements was not considered to be material. The effect of the merger was to increase unrestricted net assets by $193,818 on September 30, 2010, which was reported as a component of other changes in unrestricted net assets

PHS is a tax-exempt organization under Section 501 (c)(3) of the Internal Revenue Code (IRC) All affiliates of PHS, except for PCHI, PIMS and Newton-Wellesley Physician Hospital Organization, Inc. (NWPHO), are also tax-exempt organizations under Section 501(c)(3) of the IRC. Accordingly, no provision for income taxes related to these entities has been made. PCHI and NWPHO are taxable entities and PIMS is a single member LLC that is disregarded for income tax purposes As of September 30, 2011, PCHI has available net operating loss carryforwards of approximately $47,500 for income tax purposes, expiring in 2012 through 2024.

6 Partners Healthcare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Community Benefit Partners HealthCare's community benefit programs include working with communities to address a number of public health issues including racial disparities, alcohol and substance abuse among young people, infant mortality, domestic violence and cancer. Partners HealthCare provides economic opportunity for low income Boston residents by helping people advance into nursing and other healthcare careers through its public school partnerships and workforce development programs. In addition, twenty-one community health centers are licensed by or affiliated with Partners HealthCare entities and provide high quality, culturally competent primary care and access to Partners HealthCare's hospitals. Partners HealthCare invests in these health centers' infrastructure, programming and operation and also helps with relocation, renovation and other capital requirements.

The Massachusetts Attorney General's Community Benefits Guidelines direct health maintenance organizations and nonprofit acute care hospitals to prepare annual reports documenting the status and level of their community benefit programs and initiatives. These annual reports serve the important purpose of providing the public with access to useful information about these programs and initiatives. Partners HealthCare files its report annually with the Massachusetts Attorney General The report summarizes community benefit activities on a systemwide basis. In addition, each of the acute care hospitals within Partners HealthCare has a community benefit planning and service delivery structure and files separate community benefit reports. Partners HealthCare's nonacute care hospitals also file community benefit reports. annually.

Uncompensated Care Partners HealthCare provides care to all patients regardless of their ability to pay. The cost of providing that care is reflected in the statements of operations. The cost related to those patients for which Partners HealthCare receives either partial or no reimbursement for healthcare services provided is summarized as follows

State Programs Uncompensated Care Free care services are partially reimbursed to acute care hospitals through the statewide Health Safety Net (HSN, formerly known as the Uncompensated Care Pool) established by the Massachusetts Health Care Reform Law (Chapter 58 of the Acts of 2006). A portion of the funding for the HSN is paid by hospitals through a statewide hospital assessment levied each year by the Massachusetts Legislature. All acute care hospitals in the state are assessed their share of this total statewide hospital assessment amount ($160,000 in 2011 and 2010) based on each hospital's charges for private sector payers. Partners HealthCare's hospitals report this assessment as a deduction from net patient service revenue.

Hospitals are reimbursed for free care based on claims for eligible patients and eligible services that are submitted to and adjudicated by the HSN. Rates of payment are based on Medicare rates and payment policies. In 2011, the HSN is projected to be under-funded by approximately $85,000, with approximately $21,300 allocated to Partners HealthCare's hospitals. This shortfall is allocated to hospitals based on their share of total statewide patient care costs Each hospital's share of the overall state shortfall cannot exceed its total free care reimbursement Hospitals with a high proportion of free care and government funding receive more favorable reimbursement, including limiting their shortfall allocation to no more than 15% of their payments for free care. In

7 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

aggregate, Partners HealthCare acute care hospitals' received uncompensated care funding covering 43% of the estimated cost of free care provided in 2011 and 49% of the estimated cost in 2010, excluding the assessment.

Medicaid Medicaid is a means-tested health insurance program jointly funded by state and federal governments. States administer the program and set rules for eligibility, benefits and provider payments within broad federal guidelines The program provides health care coverage to low- income children and families, pregnant women, long-term unemployed adults, seniors and persons with disabilities. Eligibility is determined by a variety of factors, which include income relative to the federal poverty line, age and immigrant status and assets.

Medicaid payments to Partners HealthCare do not cover the full cost of services provided. In aggregate, reimbursement from Medicaid covered 64% of the estimated cost of services provided in 2011 and 2010

Federal Program Medicare Medicare is a federally sponsored health insurance program for people age 65 or older, under age 65 with certain disabilities and any age with End-Stage Renal Disease. For many years, Medicare payments have not kept pace with increases in the cost of care provided at many hospitals. Additionally, payments to physicians have seen little or no increases over the past several years. Compounding this shortfall in payments is the shift of care from higher paying inpatient services to lower paying outpatient services.

Consequently, Medicare payments to Partners HealthCare also do not cover the full cost of services provided. In aggregate, reimbursement from Medicare covered 75% of the estimated cost of services provided in 2011 and 76% of the estimated cost of services provided in 2010.

8 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

For free care, Medicaid and Medicare, the total estimated cost of services provided by Partners HealthCare exceeded the net reimbursement received under these programs by $912,971 and $837,422 for the years ended September 30, 2011 and 2010, respectively The following summarizes, by program, the cost of services provided, net reimbursement and cost of services in excess of reimbursement for each year:

Years Ended September 30, 2011 2010

Cost of services provided Free Care, including assessment payment to HSN of $50,553 and $50,233 in 2011 and 2010, respectively $ 158,768 $ 145,002 Medicaid 687,921 658,273 Medicare 2,174, 623 2,026,833 $ 3,021,312 $ 2,830,108 Net reimbursement Free Care $ 36,456 $ 36,296 Medicaid 438,769 418,307 Medicare 1,633,116 1,538,083 $ 2,108,341 $ 1,992,686 Cost of services in excess of reimbursement Free Care $ 122,312 $ 108,706 Medicaid 249,152 239,966 Medicare 541,507 488,750 $ 912,971 $ 837,422

Bad Debts In addition to free care and inadequate funding from the Medicaid and Medicare programs, there are significant losses related to self-pay patients who fail to make payment for services rendered or insured patients who fail to remit co-payments and deductibles as required under the applicable health insurance arrangement. The provision for bad debts of $101,118 in 2011 and $117,140 in 2010 represents charges for services provided that are deemed to be uncollectible. The estimated cost of providing these services was approximately $38,252 and $44,791 for 2011 and 2010, respectively.

2. Summary of Significant Accounting Policies

Basis of Accounting The accompanying consolidated financial statements have been prepared on the accrual basis of accounting and include the accounts of PHS and its affiliates. Significant interaffiliate accounts and transactions have been eliminated.

9 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates are made in the areas of patient accounts receivable, research grants receivable, pledges receivable, investments, receivables and accruals for settlements with third-party payers, accrued professional liability, accrued compensation and employee benefits, interest rate swaps and accrued other.

Fair Value of Financial Instruments The fair value of financial instruments approximates the carrying amount reported in the consolidated balance sheets for cash and equivalents, investments, investments limited as to use, collateral held under securities lending arrangements, patient accounts receivable, research grants receivable, accounts payable, collateral due under securities lending arrangements and interest rate swaps. More information can be found in Note 4, Fair Value Measurements.

Cash and Equivalents Cash and equivalents represent money market and highly liquid debt instruments with a maturity at the date of purchase of three months or less. Most of Partners HealthCare's banking activity, including cash and equivalents, is maintained with several national banks and from time to time cash deposits exceed federal insurance limits It is Partners HealthCare's policy to monitor these banks' financial strength on an ongoing basis and no losses have been experienced to date.

Investments Investments in equity securities with readily determinable fair values and all investments in debt securities (marketable investments) are measured at fair value based on quoted market prices. The change in net unrealized appreciation on these marketable investments is excluded from excess of revenues over expenses.

Alternative investments, including hedge funds and private equities, do not have readily ascertainable market values. Alternative investments are valued by the investment manager and assessed for reasonableness by management using the following methodology: investments in securities sold short or traded on a national securities exchange are valued based on quoted market prices; investments in securities that are not traded and restricted securities of public companies are valued based on amounts reported by the fund manager and evaluated by management. The reported value of these investments represents the amount Partners HealthCare would expect to receive if it liquidated its investments at the balance sheet date on a nondistressed basis. Investments in hedge funds, private equity, private debt and other private partnerships (collectively, private partnerships) for which Partners HealthCare owns more than 5% of the overall investment are generally recorded as equity method investments. The change in value of equity method investments is included in excess of revenues over expenses as a component of income from investments. All other investments are recorded at cost.

Income from investments (including realized gains and losses, change in value of equity method investments, interest, dividends and endowment income distributions) is included in excess of revenues over expenses unless the income or loss is restricted by donor or law. Income from investments is reported net of investment-related expenses.

10 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Investments whose cost exceeds fair value are reviewed each quarter to determine whether these investments are other-than-temporarily impaired. Externally managed marketable investments with fair value below cost are considered to be other-than-temporarily impaired and, accordingly, the unrealized depreciation is recognized as realized losses through a write-down in the cost basis of these investments. All other investments are subject to a further review, which considers factors including the anticipated holding period for the investment and the extent and duration of below cost valuation A similar write-down is recorded when the impairment on these investments has been judged to be other-than-temporary.

Depending on any donor-imposed restrictions on the underlying investments, the amount of the write-down is reported as a realized loss in either temporarily restricted net assets or in excess of revenues over expenses as a component of income from investments, with no adjustment in the cost basis for subsequent recoveries in fair value.

Partners HealthCare has an endowment spending policy for pooled endowment funds. A fixed distribution rate for spending is determined each year which will come from either income and/or net accumulated appreciation in market value.

Investments Limited as to Use Investments limited as to use primarily include assets whose use is contractually limited by external parties as well as assets set aside by the boards (or management) for identified purposes and over which the boards (or management) retain control such that the boards (or management) may, at their discretion, subsequently use such assets for other purposes. Certain investments corresponding to deferred compensation are accounted for such that all income and appreciation (depreciation) is recorded as a direct addition (reduction) to the asset balance and corresponding liability balance.

Securities Loaned Investments that have been loaned to another institution are reported as pledged assets within investments in the consolidated financial statements. Cash or investments held by the custodian on behalf of Partners HealthCare as collateral on the securities lending transaction are also reported as assets on the balance sheet. Because the collateral must be returned in the future, a corresponding liability is also reported in the consolidated financial statements.

Derivative Instruments Derivatives are recognized on the balance sheet at fair value. Partners HealthCare designates at inception whether the derivative contract is considered hedging or nonhedging for accounting purposes. For hedges, Partners HealthCare formally documents at inception all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various accounting hedges. Partners HealthCare uses its derivatives, designated as hedging for accounting purposes, as cash flow hedges. Cash flow hedges are used to minimize the variability in cash flows of interest-bearing liabilities or forecasted transactions caused by changes in interest rates. Changes in the fair value of derivatives designated for hedging activities that are highly effective as hedges are excluded from excess of revenues over expenses. Hedge ineffectiveness, if any, is recorded in excess of revenues over expenses For nonhedging derivatives, changes in the fair value are recorded in excess of revenues over expenses.

11 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Patient Accounts Receivable Partners HealthCare receives payments for services rendered from federal and state agencies (under the Medicare and Medicaid programs), managed care payers, commercial insurance companies and patients. Patient accounts receivable are reported net of contractual allowances and reserves for denials, uncompensated care and doubtful accounts. The level of reserves is based upon management's assessment of historical and expected net collections, business and economic conditions, trends in federal and state governmental and private employer health care coverage and other collection indicators

Research Grants Receivable Partners HealthCare receives research funding from departments and agencies of the U.S. Government, industry and corporate sponsors and other private sponsors. Research grants receivable include amounts due from these sponsors of externally funded research The amounts have been billed or are billable to the sponsor, or in limited circumstances, represent accelerated spending in anticipation of future funding. Research grants receivable are reported net of reserves for uncollectible accounts

Property and Equipment Property and equipment is reported on the basis of cost less accumulated depreciation. Donated items are recorded at fair value at the date of contribution. All research grants received for capital are recorded in the year of expenditure as a change in net assets. Property and equipment is reviewed for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. Depreciation of property and equipment is calculated by use of the straight-line method at rates intended to depreciate the cost of assets over their estimated useful lives, which generally range from three to forty years. Interest costs incurred on borrowed funds during the period of construction of capital assets are capitalized, net of any interest earned, as a component of the cost of acquiring those assets.

Asset Retirement Obligations Asset retirement obligations, reported in accrued other, are legal obligations associated with the retirement of long-lived assets. These liabilities are initially recorded at fair value and the related asset retirement costs are capitalized by increasing the carrying amount of the related assets by the same amount as the liability. Asset retirement costs are subsequently depreciated over the useful lives of the related assets. Partners Healthcare records changes in the liability resulting from the passage of time and revisions to either the timing or the amount of the original liability estimate. Partners HealthCare reduces these liabilities when the related obligations are settled.

Other Assets Other assets consist of long-term receivables, deferred financing costs, intangible assets, investments in healthcare related limited partnerships and benefit assets for over-funded defined benefit plans. Deferred financing costs are amortized over the terms of the related obligations. The carrying value of other assets is reviewed if the facts and circumstances suggest that it may be impaired

Compensated Absences In accordance with formal policies concerning vacation and other compensated absences, accruals of $196,299 and $186,921 were recorded as of September 30, 2011 and 2010, respectively.

12 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Unexpended Funds on Research Grants Research grants received in advance of corresponding grant expenditures are accounted for as a direct addition to investments limited as to use and unexpended funds on research grants.

Self-Insurance Reserves Partners HealthCare is generally self-insured for employee healthcare, disability, workers' compensation and certain other employee benefits. These costs are accounted for on an accrual basis to include estimates of future payments for claims incurred.

Net Assets Permanently restricted net assets include the historical dollar amounts of gifts and the income and gains on such gifts which are required by donors to be permanently retained. Temporarily restricted net assets include gifts and the income and gains on permanently restricted net assets which can be expended but for which restrictions have not yet been met. Such restrictions include purpose restrictions where donors have specified the purpose for which the net assets are to be spent, or time restrictions imposed by donors or implied by the nature of the gift (capital projects, pledges to be paid in the future, life income funds) or by interpretations of law (gains available for appropriation but not appropriated in the current period). Unrestricted net assets include all of the remaining net assets of Partners HealthCare. See Note 12 for further information on the composition of restricted net assets.

Realized gains and losses are classified as unrestricted net assets unless they are restricted by the donor or law. Unless permanently restricted by the donor, realized gains and unrealized net appreciation on permanently restricted gifts are classified as temporarily restricted until appropriated for spending by Partners HealthCare in accordance with policies established by Partners HealthCare and the Massachusetts Uniform Prudent Management of Institutional Funds Act (UPMIFA). Net losses on permanently restricted endowment funds are classified as a reduction to unrestricted net assets until such time as the fair value of these funds exceeds historical cost.

Gifts and Grants Unconditional promises to give cash and other assets to Partners HealthCare are reported at fair value at the date the promise is received. Conditional promises to give are recognized when the conditions are substantially met. Gifts are reported as either temporarily or permanently restricted support if they are received with donor stipulations that limit the use of the donated assets. Donor- restricted contributions whose restrictions are met within the same year as received are reported as unrestricted gifts in the accompanying financial statements

Gifts of long-lived assets with explicit restrictions that specify use of assets and gifts of cash or other assets that must be used to acquire long-lived assets are reported as additions to temporarily restricted net assets if the assets are not placed in service during the year.

Grants and contracts normally provide for the recovery of direct and indirect costs, subject to audit. Partners HealthCare recognizes revenue associated with direct and indirect costs as direct costs are incurred. The recovery of indirect costs is based on predetermined rates for U.S. Government grants and contracts and negotiated rates for other grants and contracts

13 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Statement of Operations All activities of Partners HealthCare deemed by management to be ongoing, major and central to the provision of healthcare services, teaching and research activities are reported as operating revenue and expenses. Other activities are deemed to be nonoperating and include unrestricted gifts (net of fundraising expenses), net change in unexpended academic and research gifts, change in fair value of nonhedging interest rate swaps, and substantially all income (loss) from investments. Academic and research gifts largely consist of donor contributions (and the related investment income including realized gains and losses) designated to support the clinical, teaching or research efforts of a physician or department as directed by the donor. These gifts are reported as unrestricted, net of related support expenses, when donor restrictions are of a general nature that are inherent in the normal activities of the organization.

Partners HealthCare recognizes changes in third-party payer settlements and other estimates in the year of the change in estimate. For the years ended September 30, 2011 and 2010, adjustments to prior year estimates resulted in an increase to income from operations of $7,377 and $21 , 071, respectively.

Effective October 1, 2007, the Centers for Medicare and Medicaid Services (CMS) adopted the MS-DRG patient classification system (MS-DRGs) for inpatient services to better recognize severity of illness in Medicare payment rates for acute care hospitals. The adoption of MS-DRGs resulted in the expansion of the number of diagnosis related groups (DRG5), a system of classifying patients for purposes of inpatient reimbursement. By increasing the number of DRGs and more fully taking into account patients' severity of illness in Medicare payment rates for acute -. = care hospitals, the use of MS-DRGs encourages hospitals to improve their documentation and coding of patient diagnoses. CMS has determined that the adoption of the MS-DRGs has increased aggregate payments to hospitals due to additional documentation and coding without a corresponding increase in actual patient severity of illness.

CMS is required by its enabling statute to maintain budget neutrality by prospectively adjusting the Medicare payment rate to eliminate the effect of changes in DRG classification that do not reflect real changes in case-mix. Congress mandated that CMS recoup any overpayments made to hospitals in 2008 and 2009 resulting from increased coding and documentation. CMS has calculated the overpayments, net of rate reductions already assessed against hospitals, to be 1.9% in 2008 and an additional 2% in 2009. CMS intends to recoup these overpayments through equal rate reductions in 2011 and 2012

Partners HealthCare has recorded the estimated overpayment amounts received as deferred revenue, to be amortized into net patient service revenue in 2011 and 2012 to offset the rate reductions. Management believes this accounting treatment better reflects the financial impact of this rate methodology and more accurately presents the recognition of revenue. For the year ended September 30, 2011, amortization amounted to $19,255. As of September 30, 2011 the remaining amount to be amortized is $19,254.

The statement of operations include excess of revenues over expenses Changes in unrestricted net assets which are excluded from excess of revenues over expenses include change in net unrealized appreciation on marketable investments, change in fair value of hedging interest rate swaps, contributions of long-lived assets (including assets acquired using contributions which by donor restriction were to be used for acquisition of such assets) and change in funded status of defined benefit plans.

14 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Net Patient Service Revenue Partners HealthCare maintains agreements with CMS of the United States Department of Health and Human Services (DHHS) under the Medicare program, The Commonwealth of Massachusetts (the Commonwealth) under the Medicaid program and various managed care payers that govern payment for services rendered to patients covered by these agreements. The agreements generally provide for per case or per diem rates or payments based on discounted charges for inpatient care and discounted charges or fee schedules for outpatient care. Certain contracts also provide for payments that are contingent upon meeting agreed upon quality and efficiency measures.

Partners HealthCare recognizes patient service revenue associated with services provided to patients who have third-party payer coverage on the basis of contractual rates for the services rendered. For uninsured patients that do not qualify for charity care, Partners HealthCare recognizes revenue on the basis of its standard rates (subject to discounts) for services provided. On the basis of historical experience, a significant portion of Partners HealthCare's uninsured patients are unable or fall to pay for the services provided. Consequently, Partners HealthCare records a provision for bad debts related to uninsured patients in the period the services are provided. The approximate percentages of patient service revenue, net of contractual allowances and discounts (before the provision for bad debts), for the year ended September 30, 2011 from these two payer sources, are as follows:

Third-Party Uninsured Total All Payers Patients Payers

Patient service revenue ( net of contractual allowances and discounts ) 96.7 % 3.3 % 100 %

Net patient service revenue includes estimated retroactive revenue adjustments due to future audits, reviews and investigations. Retroactive adjustments are considered in the recognition of revenue on an estimated basis in the period the related services are rendered, and such amounts are adjusted in future periods as adjustments become known or as years are no longer subject to such audits, reviews and investigations. Contracts, laws and regulations governing the Medicare, Medicaid and HSN programs (Note 1) and managed care payer arrangements are complex and subject to interpretation. As a result, there is at least a reasonable possibility that recorded estimates will change by a material amount in the near term A portion of the accrual for settlements with third-party payers has been classified as long-term because such amounts, by their nature or by virtue of regulation or legislation, will not be paid within one year.

Charity Care Partners HealthCare provides either full or partial charity care to patients who cannot afford to pay for their medical services based on income and family size. Charity care is generally available to qualifying patients for medically necessary services. Partners HealthCare reports certain bad debts related to emergency services as charity care. Charity care is reported at gross charges with an offsetting allowance, as there is no expectation of collection. Accordingly, there is no net patient service revenue related to charity care.

Other Revenue Other revenue includes institutional revenue (for example, billing for services provided to other healthcare providers), royalties and management services.

15 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Adoption of New Accounting Guidance In July 2011, the Financial Accounting Standards Board issued Accounting Standards Update 2011-7 (ASU 2011-7), Health Care Entities. Presentation and Disclosure of Net Revenue, Provision for Bad Debts, and the Allowance for Doubtful Accounts. Under the new guidance, bad debts relating to patient service revenue will be separately disclosed in the statement of operations and reported as a component of net patient service revenue. Bad debts associated with activities other than patient service revenue will continue to be reported as an operating expense For Partners HealthCare, ASU 2011-7 would be effective for fiscal years beginning after December 15, 2011, but early adoption is permitted.

Partners HealthCare elected to early adopt ASU 2011-7 for 2011 and changed its reporting of the provision for bad debts. Accordingly, certain amounts in the 2010 financial statements have been reclassified to conform with the 2011 presentation. The previously reported provision for bad debts of $119,861 has been reclassified, with $117,140 reported as a reduction to net patient service revenue and $2,721 reported as an increase to supplies and other expenses. The reclassification had no impact on the previously reported excess of revenues over expenses for 2010

Reclassification Certain amounts in the 2010 financial statements have been reclassified to conform with the 2011 presentation.

3. Investments and Investments Limited as to Use

Investments are either separately invested or included in pooled investment funds. The Partners HealthCare System Pooled Investment Accounts (Partnership) is structured as a single general partnership composed of four investment pools, with PHS and substantially all of its affiliates participating in the pools as partners. Each partner's interest in the Partnership is based on its underlying investments in one or more of the four separate pools. Amounts included in the investment pools are accounted for using the fair value method whereby each partner is assigned a number of units based on the fair value of the assets of a pool at the time of entry of the funds into the pool. Current fair value is used to determine the number of units allocated to additional amounts placed in a pool and to value withdrawals from a pool. Income from investments of the pools, including realized gains and losses, is allocated on a unitized basis to a partner based on the partner's share of units in a pool.

The Partnership invests in private partnerships whose assets include equity, fixed income and other investments. As of September 30, 2011, Partners HealthCare has unfunded commitments of approximately $271,267 which will be drawn down by the various general partners over the next several years. The maximum annual drawdown is expected to be less than 2% of investments and investments limited as to use.

16 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Investments and investments limited as to use are recorded in the balance sheet as follows:

September 30, 2011 2010

Current assets Investments $ 1,256,257 $ 1,050,749 Current portion of investments limited as to use 1,309,628 1,084,877 2,565,885 2,135,626 Investments limited as to use, less current portion 2,077,403 2,106,023 Long-term investments 833,815 838,913 $ 5,477, 103 $ 5,080,562

Investments limited as to use consist of the following:

September 30, 2011 September 30, 2010 Current Long-Term Current Long-Term Portion Portion Portion Portion

Internally designated funds Reserved for capital expenditures $ 557,475 $ - $ 534,900 $ - Unexpended academic and research gifts - 1,699,107 - 1,677,428 Deferred compensation - 146,429 - 139,679 other 466,216 199,399 321,344 235,249 1,023,691 2,044,935 856,244 2,052,356 Externally limited funds Unexpended funds on research 161,777 - 152,513 - Contributions held for others 8,116 - 26,951 - Professional liability trust fund - 32,468 - 44,541 Held by trustees under debt and other agreements 116,044 - 49,169 9,126 285,937 32,468 228,633 53,667 $ 1,309,628 $ 2, 077,403 $ 1,084,877 $ 2,106,023

17 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Investments and investments limited as to use are reported at either fair value or on the equity or cost methods of accounting. The composition of these investments, segregated between pooled investments and those that are separately invested, is as follows:

September 30, 2011 On Equity On Cost At Fair Value Method Method Total

Pooled investments Invested cash equivalents $ 96,455 $ - $ - $ 96,455 Separately managed investments 1,912,574 - - 1,912,574 Mutual funds 424,600 - 424,600 Commingled funds 372,376 - - 372,376 Private partnerships - 634,061 1,552,506 2,186,567 2,806,005 634,061 1,552,506 4,992,572 Separately invested Invested cash equivalents 215,548 - - 215,548 Equities 24,548 - 7,136 31,684 U.S Government and domestic fixed income securities 5,109 - - 5,109 Mutual funds 148,396 - - 148,396 Other 8,597 - 75,197 83,794 402,198 - 82,333 484,531 $ 3,208,203 $ 634,061 $ 1,634,839 $ 5,477 ,1 03

Separately managed investments include cash and equivalents of $152,444, equities of $410,817 and fixed income securities of $1,349,313 as of September 30, 2011.

September 30, 2010 On Equity On Cost At Fair Value Method Method Total

Pooled investments Invested cash equivalents $ 109,653 $ - $ - $ 109,653 Separately managed investments 1,852,860 - - 1,852,860 Mutual funds 296,137 - - 296,137 Commingled funds 347,949 - - 347,949 Private partnerships - 631,554 1,446,045 2,077,599 2,606,599 631,554 1,446,045 4,684,198 Separately invested Invested cash equivalents 137,053 - - 137,053 Equities 26,184 - 4,965 31,149 U S Government and domestic fixed income securities 4,760 - - 4,760 Mutual funds 141,377 - - 141,377 Other 8,104 - 73,921 82,025 317,478 - 78,886 396,364 $ 2,924,077 $ 631,554 $ 1,524,931 $ 5,080,562

18 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Separately managed investments include cash and equivalents of $124,094, equities of $529,917 and fixed income securities of $1,198,849 as of September 30, 2010

For the private partnerships reflected in the balance sheet at cost, the difference (unrecorded net unrealized appreciation) between the value reported by the investment managers and the cost for these investments was $509,436 and $439,927 as of September 30, 2011 and 2010, respectively.

The fair value and gross unrealized depreciation of investments and investments limited as to use, with a fair value less than cost, that are not deemed to be other-than-temporarily impaired at September 30, 2011 are as follows:

Less than 12 Months 12 Months or Greater Gross Gross Fair Unrealized Fair Unrealized Value Depreciation Value Depreciation

Pooled investments Mutual funds $ 58,117 $ (1,985) $ 881 $ (13) Commingled funds 124,127 (24,273) 99,105 (49,471) 182,244 (26,258) 99,986 (49,484) Separately invested Equities 2,685 (192) 15,066 (2,414) U S Government and domestic fixed income securities 1,597 (610) External trusts - - 6,930 (1,744) 2,685 ( 192) 23 , 593 (4,768) $ 184,929 $ (26,450 ) $ 123,579 $ (54,252)

In addition, for certain private partnerships recorded at cost, gross unrealized depreciation amounted to $21,408 as of September 30, 2011, with $8,731 of that amount unrealized for 12 months or greater.

Based on management's quantitative and qualitative assessment, investments whose cost exceeds fair value are not considered to be other-than-temporarily impaired at September 30, 2011. Management believes these investments will recover their values and there is no intention to liquidate these positions.

19 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Investment income and gains (losses) from cash and equivalents, investments (including long- term) and investments limited as to use are comprised of the following

Years Ended September 30, 2011 2010

Unrestricted Dividends, interest and other income $ 52,117 $ 62,498 Endowment income distributions, net of reinvested gains 28,020 25,070 Net realized gains (losses) on investments Realized gains 202,563 77,552 Other-than-temporary impairment (84,887) (17,213) Change in value of equity method investments (47,554) 54,454 (Losses) recovery on endowment funds (1,857 ) 1,629 Total investment activity included in excess of revenues over expenses 148,402 203,990 Change in net unrealized appreciation on marketable investments (115,943) 58,545 Total unrestricted investment activity 32,459 262,535 Temporarily restricted Dividends and interest income 4,498 4,694 Endowment income distributions (33,388) (31,069) Net realized gains ( losses ) on investments Realized gains 52,109 18,411 Other-than-temporary impairment (17,753) (2,823) 5,466 (10,787) Change in value of equity method investments (11,956) 15,557 Change in net unrealized appreciation on marketable investments (22,545) 8,000 Losses ( recovery) on endowment funds 1,857 (1,629) (32,644 ) 21,928 Total temporarily restricted investment activity (27,178) 11,141 Permanently restricted Dividends and interest income 2 21 Net realized gains on investments 447 258 Change in net unrealized appreciation on investments 851 364 Total permanently restricted investment activity 1 , 300 643 $ 6,581 $ 274,319

20 Partners HealthCare System, inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Investment income (loss) included in operating results and excess of revenues over expenses is comprised of the following:

Years Ended September 30, 2011 2010

Investment income included in operations and reported in Other revenue 10,477 $ 9,157 Investment income included in nonoperating gains (expenses) and reported in Income from investments 33,512 109,941 Academic and research gifts, net of expenses 104,413 84,892 Total investment activity included in excess of revenues over expenses $ 148,402 $ 203,990

Securities Lending The Partnership may lend securities to qualified financial institutions through a program administered by the Partnership custodian All loans are callable at any time and are fully collateralized. Income is earned based on the collateral held and invested during the period of lending. Cash collateral requirements are 102% and 105% for domestic and foreign securities, respectively The custodian continually monitors borrowers' creditworthiness and protects against borrower default through full indemnification. If a borrower failed to return a loaned security whose market value has increased over the amount in collateral, the custodian will cover the difference. The custodian will also cover operational losses, such as the failure of the borrower to make substitute dividend payments to the lender.

The fair value of loaned securities and related collateral at September 30, 2011 and 2010 is as follows:

2011 2010 Loaned Loaned Securities Collateral Securities Collateral

Equities, U.S. government, domestic and foreign fixed income securities $ 151,454 $ 157,872 $ 125,172 $ 129,183

Income generated by the Partnership from securities lending arrangements was $291 and $237 for the years ended September 30, 2011 and 2010, respectively.

21 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

4. Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (also referred to as exit price). Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. In determining fair value, the use of various valuation approaches, including market, income and cost approaches, is permitted.

Fair Value Hierarchy A fair value hierarchy has been established based on whether the inputs to valuation techniques are observable or unobservable Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the reporting entity's assumptions about the inputs market participants would use. The fair value hierarchy requires the reporting entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. In addition, for hierarchy classification purposes, the reporting entity should not look through the form of an investment to the nature of the underlying securities held by an investee.

The hierarchy is described below.

Level 1 - Valuations using quoted prices in active markets for identical assets or liabilities. Valuations of these products do not require a significant degree of judgment. Level 1 assets and liabilities primarily include debt and equity securities that are traded in an = active exchange market

Level 2 - Valuations using observable inputs other than Level 1 prices such as quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active, broker or dealer quotations; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 2 assets and liabilities primarily include debt securities with quoted prices that are traded less frequently than exchange-traded instruments as well as debt securities and derivative contracts whose value is determined using a pricing model with inputs that are observable in the market or can be derived principally from or corroborated by observable market data.

Level 3 - Valuations using unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Level 3 includes assets and liabilities whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques reflecting the reporting entity's assumptions about the assumptions market participants would use as well as those requiring significant management judgment.

22 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Valuation Techniques Pooled investments (except for private partnerships, which are reported on either the equity method or cost method of accounting), separately invested cash equivalents, debt and equity securities, and collateral held under securities lending arrangements are classified within Level 1 or Level 2 of the fair value hierarchy as they are valued using quoted market prices, broker or dealer quotations, or other observable pricing sources. Certain types of investments are classified within Level 3 of the fair value hierarchy because they have little or no market activity and therefore have little or no observable inputs with which to measure fair value.

The valuation of interest rate swaps is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities.

The following tables summarize fair value measurements at September 30, 2011 and 2010 for financial assets and liabilities measured at fair value on a recurring basis:

Fair Value Measurements Using Quoted Prices Significant Fair Value in Active Other Significant at Markets for Observable Unobservable September 30, Identical Items Inputs Inputs 2011 (Level 1) (Level 2) (Level 3)

Assets Pooled investments Invested cash equivalents $ 96,455 $ 26,216 70,239 $ Separately managed investments 1,912,574 1,091,142 821,432 Mutual funds 424,600 424,600 Commingled funds 372,376 - 372,376 2,806,005 1,541,958 1,264,047 Separately invested Invested cash equivalents 215,548 215,548 Equities 24,548 20,343 2,298 1,907 U.S. Government and domestic fixed income securities 5,109 3,599 1,510 - Mutual funds 148,396 148,396 - - Other 8,597 121 - 8,476 402,198 388,007 3,808 10,383 $ 3,208,203 $ 1,929,965 $ 1,267,855 $ 10,383 Collateral held under securities lending arrangements $ 157,872 $ 157,872 Liabilities Interest rate swaps $ 375,202 $ 375,202

23 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Fair Value Measurements Using Quoted Prices Significant Fair Value in Active Other Significant at Markets for Observable Unobservable September 30, Identical Items Inputs Inputs 2010 (Level 1 ) (Level 2) ( Level 3)

Assets Pooled investments Invested cash equivalents $ 109,653 $ 12,187 $ 97,466 $ - Separately managed investments 1,852,860 531,214 1,321,646 - Mutual funds 296,137 296,137 - - Commingled funds 347,949 - 347,949 - 2,606,599 839,538 1,767,061 - Separately invested Invested cash equivalents 137,053 137,053 - - Equities 26,184 20,884 1,963 3,337 U.S Government and domestic fixed income securities 4,760 3,298 1,462 - Mutual funds 141,377 141,377 - - Other 8,104 120 - 7,984 317,478 302,732 3,425 11,321 $ 2,924,077 $ 1,142,270 $ 1,770,486 $ 11,321 Collateral held under securities lending arrangements $ 129,183 $ 129,183 Liabilities Interest rate swaps $ 271,402 $ 271,402

For the years ended September 30, 2011 and 2010, the changes in the fair value of the assets measured using significant unobservable inputs (Level 3) were comprised of the following

2011 2010

Balance at beginning of year $ 11,321 $ 12,276 Total gains (losses) Dividends and interest income 49 47 Net realized gains on investments 468 213 Change in net unrealized appreciation on investments 405 408 Purchases and sales, net (1,860) (1,623) Balance at end of year $ 10,383 $ 11,321

24 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

5. Pledges Receivable and Contributions Receivable from Trusts

Pledges receivable represent unconditional promises to give and are net of allowances for uncollectible amounts. Pledges are recorded at the present value of their estimated future cash flows. Pledges collectible within one year are classified as other current assets, net of allowances, and total $94,197 and $93,036 as of September 30, 2011 and 2010, respectively Estimated cash flows due after one year are discounted using published treasury bond and note yields that are commensurate with estimated collection risks. The blended discount rate was 0.6% and 0.9% for 2011 and 2010, respectively. Pledges are expected to be collected as follows:

September 30, 2011 2010

Amounts due Within one year $ 119,913 $ 106,672 In one to five years 181,895 134,556 In more than five years 19,770 19,830 Total pledges receivable 321,578 261,058 Less- Unamortized discount 4,254 5,535 317,324 255,523 = Less. Allowance for uncollectibles 42,075 23,640 Net pledges receivable 275,249 231,883 Contributions receivable from trusts 28,205 23,992 $ 303,454 $ 255,875

6. Property and Equipment

Property and equipment consists of the following:

September 30, 2011 2010

Land and land improvements $ 157,601 $ 156,877 Buildings and building improvements 4,700,716 4,110,842 Equipment 1,286,770 1,237,484 Construction in progress 466,432 691,337 6,611,519 6,196,540 Accumulated depreciation (2,666,762) (2,447,306 ) Property and equipment, net $ 3,944,757 $ 3,749,234

25 Partners Healthcare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Depreciation expense for the years ended September 30, 2011 and 2010 was $389,738 and $352,736, respectively. Interest costs, net of interest earned , aggregating $20,800 and $ 19,661 were capitalized in 2011 and 2010, respectively.

For the years ended September 30, 2011 and 2010, fully depreciated assets with an original cost of $170,282 and $109,387, respectively, were written off

7. Long-Term Obligations

Long-term obligations issued by PHS and its affiliates consist of the following-

September 30, 2011 2010

Massachusetts Health and Educational Facilities Authority Revenue Bonds Partners HealthCare System Series A, average interest rate of 5 13%, final maturity in 2011 $ - $ 6,863 Partners HealthCare System Series B, average interest rate of 5.25%, final maturity in 2029 72,831 80,134 Partners HeaithCare System Series C, average interest rate of 5.69%, final maturity in 2032 12,857 47,473 Partners HealthCare System Series D, variable interest rate of 0.11% and 0.24% at September 30, 2011 and 2010, respectively, final maturity in 2038 104,655 304,405 Partners HealthCare System Series E, average interest rate of 5.00%, final maturity in 2023 22,937 28,193 Partners HealthCare System Series F, average fixed interest rate of 4.99%, variable interest rate of 0.38% and 0.31% at September 30, 2011 and 2010, respectively, final maturity in 2040 384,242 390,156 Partners Health Care System Series G, average fixed interest rate of 4 91 %, variable interest rate of 0 36% and 0 44% at September 30, 2011 and 2010, respectively, final maturity in 2047 461,627 468,900 Partners HealthCare System Series H, variable interest rate of 0.20% and 0 34% at September 30, 2011 and 2010, respectively, final matunty in 2042 171,148 171,143 Partners HealthCare System Series I, average fixed interest rate of 4.74%, variable interest rate of 0.10% and 0 23%, at September 30, 2011 and 2010, respectively, final maturity in 2044 229,148 229,503 Partners HealthCare System Series J, average interest rate of 4 99%, final maturity in 2039 508,599 508,931 Partners HealthCare System Series P, variable interest rate of 0.11% and 0.24% at September 30, 2011 and 2010, respectively, final maturity in 2027 150,000 150,000 Massachusetts Development Finance Agency Revenue Bonds Partners HealthCare System Series K, average fixed interest rate of 4.18%, variable interest rate of 0 40% at September 30, 2011, final maturity in 2046 435,453 - Partners HealthCare System Series 2007 taxable bonds, fixed interest rate of 6 26%, final maturity in 2037 100,000 100,000 Other obligations 6,952 6,787 Capital lease obligations 3,168 4,458 2,663,617 2,496,946 Less current portion 294,829 489,913 Less auction rate securities held 30,000 30,000 $ 2,338,788 $ 1,977,033

26 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

As of September 30, 2011 and 2010, Partners HealthCare was holding $30,000 of the Series F and Series G Revenue Bonds issued as auction rate securities (ARS) Although not legally extinguished, the bonds have been reflected as extinguished under generally accepted accounting principles.

Aggregate maturities and payments of long term obligations during the next five years and thereafter, and other amounts classified as current liabilities, are as follows:

Bonds Supported by Partners Scheduled Healthcare Maturities Liquidity Total

2012 $ 42,159 $ 252,670 $ 294,829 2013 40,490 - 40,490 2014 45,233 - 45,233 2015 45,760 45,760 2016 55,305 55,305 Thereafter 2,152,000 - 2,152,000 $ 2,380,947 $ 252,670 $ 2,633,617

The scheduled maturities represent annual payments as required under debt repayment schedules. The current portion of long-term obligations includes the payments scheduled to be made in 2012 along with variable rate bonds supported by Partners HealthCare liquidity. The variable rate bonds supported by Partners HealthCare liquidity provide the bondholder with an option to tender the bonds to Partners HealthCare. Accordingly, these bonds are classified as a current liability.

The fair value of long-term obligations was $2,796,802 and $2,563,706 as of September 30, 2011 and 2010, respectively. The carrying amount of the variable rate debt is a reasonable estimate of its fair value. The fair value of the fixed rate debt is estimated based on quoted market prices for the same or similar issues.

Interest expense approximates interest paid, net of capitalized interest, during the years ended September 30, 2011 and 2010

Massachusetts Development Finance Agency (Agency) Revenue Bonds In January 2011, PHS issued Partners HealthCare System Series K Revenue Bonds of $423,165 plus bond premium of $12,854. The bond proceeds, net of issuance costs of $3,523, were used to finance certain capital projects totaling $201,331 and to refund a portion of Partners HealthCare System Series C Revenue Bonds ($32,467) that were issued as fixed rate bonds, and a portion of Partners HealthCare System Series D Revenue Bonds ($198,698) that were issued as variable rate demand bonds (VRDBs). The Series K Bonds were issued in six subseries, with $100,000 of VRDBs supported by standby bond purchase agreements, $74,775 of index floating rate bonds, $118,195 of term rate bonds and $130,195 of fixed rate bonds.

27 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Massachusetts Health and Educational Facilities Authority (Authority) Revenue Bonds In January 2010, PHS issued Partners HealthCare System Series J Revenue Bonds of $499,410 in fixed rate mode, plus bond premium of $9,768. The bond proceeds, net of issuance costs of $5,151, were used to finance certain capital projects totaling $249,904 and to refund a portion of Partners HealthCare System Series A Revenue Bonds ($101,915) that were insured and issued as fixed rate bonds, a portion of Partners HealthCare System Series B Revenue Bonds ($77,033) that were issued as fixed rate bonds, and a portion of Partners HealthCare System Series G Revenue Bonds ($75,175) that were insured and issued as ARS.

As of September 30, 2011, approximately $9,525 of refunded revenue bonds, which are considered extinguished for accounting purposes, remain outstanding and will be fully redeemed in 2012.

Partners HealthCare Series 2007 taxable bonds, the Authority's Series B through J bonds and the Agency's Series K bonds and the Series P loan to PHS, (collectively, PHS Bonds) are unsecured general obligations of PHS supported by guarantees from BW/F, The Brigham and Women's Hospital, Inc. (BWH), MGH and the General which may be suspended under certain conditions.

PHS bond agreements contain certain covenants, including a minimum debt service coverage ratio and limitations on additional indebtedness and asset transfers.

Credit Agreement Partners HealthCare maintains a $150,000 Credit Agreement (the Agreement) with several banks that provides access to same day funds. Advances under the Agreement bear a variable rate of interest based on the London Interbank Offered Rate (LIBOR). There were no amounts outstanding under the Agreement as of September 30, 2011. The Agreement expires in June 2012.

Derivatives Partners HealthCare uses derivative financial instruments principally to manage interest rate risk and has entered into derivatives to lock in fixed rates for anticipated issuances and refundings of debt. By using derivative financial instruments to manage the risk of changes in interest rates, Partners HealthCare exposes itself to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contracts. When the fair value of a derivative contract is positive, the counterparty has a liability to Partners HealthCare, which creates credit risk Partners HealthCare minimizes its credit risk by entering into derivative agreements with several counterparties and requiring the counterparty to post collateral for the benefit of Partners HealthCare based on the credit rating of the counterparty and the fair value of the derivative contract When the fair value of a derivative contract is negative, Partners HealthCare has a liability to the counterparty and, therefore, it does not possess credit risk. Under certain circumstances Partners HealthCare may be required to post collateral for the benefit of the counterparty. Market risk is the adverse effect on the value of a financial instrument that results from a change in interest rates The market risk associated with interest rate changes is managed by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken.

28 Partners Healthcare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Partners HealthCare maintains interest rate swap programs on certain of its variable rate revenue bonds. These bonds expose Partners HealthCare to variability in interest payments due to changes in interest rates. Management believes that it is prudent to limit the variability of its interest payments. To meet this objective and to take advantage of low interest rates, Partners HealthCare entered into various interest rate swap agreements to manage fluctuations in cash flows resulting from interest rate risk. These agreements involve the exchange of fixed rate payments by Partners HealthCare for variable rate payments from several counterparties that are based on a percentage of LIBOR.

In 2010, PHS terminated an $80,000 interest rate swap associated with the Series G-6 Bonds because the bond owner exercised an interest rate conversion option. Partners HealthCare received a termination payment of $4,096, and the interest rate on the Series G-6 Bonds was converted from the Securities Industry and Financial Markets Association (SIFMA) index plus 11 basis points to SIFMA plus 88.25 basis points until June 2017.

The following is a summary of the outstanding positions under these interest rate swap agreements at September 30, 2011:

Notional Maturity Date Rate Bond Series Amount (July) Paid Rate Received Hedging Status

1997 P1,P2 $ 150,000 2035 4.40% 67% 1-month LIBOR Nonhedging 2003 D5,D6 27,200 2015 5.11% 67% 6-month LIBOR Hedging 2005 F1,F2 150,000 2040 3.63% 67% 1-month LIBOR Nonhedging 2005 F3,F4 53,000 2025 5.11% 67% 6-month LIBOR Hedging 2007 G2 75,000 2042 3.46% 67% 1-month LIBOR Nonhedging 2008 H1 75,000 2042 3.46% 67% 1-month LIBOR Nonhedging 2009 11,12 100,000 2044 3.71% 67% 1-month LIBOR Hedging 2011 K1,K2 100,000 2046 3.74% 67% 1-month LIBOR Hedging 2013 100,000 2048 3.80% 67% 1-month LIBOR Hedging 2015 100,000 2050 3.80% 67% 1-month LIBOR Hedging 2017 100,000 2052 3.74% 67% 1-month LIBOR Hedging

Partners HealthCare designates its interest rate swaps that are used to minimize the variability in cash flows of interest-bearing liabilities or forecasted transactions caused by changes in interest rates as hedging instruments at the inception of each contract, with the intention of maintaining hedge accounting treatment over the term of the agreement. However, circumstances may arise whereby the variability in cash flows exceeds the threshold for hedging qualification or the structure of the bonds is changed, resulting in de-designation of the hedge. In 2008, Partners HealthCare de-designated $450,000 of its interest rate swaps as they ceased to qualify for hedge accounting.

Hedging swaps are designated as cash flow hedges; accordingly, the change in fair value of the effective portion of the hedge is reflected as a change in unrestricted net assets and the ineffective portion of the hedge is reflected as a component of nonoperating gains (expenses) in the consolidated statements of operations. Nonhedging swaps are either swaps that have been de- designated as hedges or not designated as hedging instruments at the inception of the agreement, accordingly, the change in fair value is recorded as a component of nonoperating gains (expenses) in the consolidated statements of operations

29 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

The fair value of interest rate swaps is as follows.

September 30, Balance Sheet Location 2011 2010

Derivatives designated as hedging instruments Interest rate swaps liability $ 210,354 $ 143,621 Derivatives not designated as hedging instruments Interest rate swaps liability 164,848 127,781 $ 375,202 $ 271,402

The effects of interest rate swaps on the consolidated statements of operations are as follows:

Amount of Gain (Loss) Amount of Gain (Loss) Recognized in Recognized in Excess Changes in Unrestricted of Revenues Net Assets Over Expenses Years Ended Years Ended September 30, September 30, Statement of Operations Location 2011 2010 2011 2010

Derivatives designated as hedging instruments Change in fair value of hedging interest rate swaps $ (68,750) $ (46,638) $ - $ Amortization of swaption premiums 1,483 1,486 Hedge ineffectiveness 534 (3,939) Derivatives not designated as hedging instruments Change in fair value of non hedging interest rate swaps (37,067) (37,419) Reclassification of net asset balance upon hedge de-designation 818 818 (818) (818) $ (67,932) $ (45,820) $ (35,868 ) $ (40,690)

Partners HealthCare's derivative contracts contain provisions that require collateral to be posted under certain circumstances. The collateral thresholds reflect the current credit ratings issued by major credit rating agencies on Partners HealthCare's and the counterparty's debt. Declines in Partners HealthCare's or the counterparty's credit ratings would result in decreases in the collateral thresholds and consequently, the potential for additional collateral postings by Partners HealthCare or the counterparty. As of September 30, 2011 and 2010, the aggregate fair value of all derivative instruments was a liability of $375,202 and $271,402, respectively, for which Partners HealthCare had posted collateral of $115,777 and $48,948, respectively. Partners HealthCare has established procedures to ensure that liquidity is available to meet collateral posting requirements

30 Partners HealthCare System, inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Upon the occurrence of certain events of default or termination events identified in the derivative contracts, either Partners HealthCare or the counterparty could terminate the contracts in accordance with their terms. Termination results in the payment of a termination amount by one party that attempts to compensate the other party for its economic losses. If interest rates at the time of termination are lower than those specified in the derivatives contract, Partners HealthCare will make a payment to the counterparty. Conversely, if interest rates at such time are higher, the counterparty will make a payment to Partners HealthCare.

Partners HealthCare also enters into foreign currency options and futures primarily as hedges on securities and indices. Forward contracts are used as currency hedges. These agreements are limited in use and generally do not exceed one year.

8. Commitments

Leases Partners HealthCare has capital and noncancelable operating leases for certain buildings and equipment. Minimum future lease commitments under noncancelable leases for the next five years and thereafter are as follows.

Capital Operating Leases Leases

2012 $ 1,455 $ 169,753 2013 995 154,506 2014 748 144,653 2015 252 131,744 2016 - 117,580 Thereafter - 565,324 Total lease payments 3,450 $ 1,283,560 Less amount representing interest 282 Capital lease obligations at September 30, 2011 $ 3,168

Rental expense under operating leases approximated $162,895 in 2011 and $209,785 in 2010.

Construction Projects BWH is constructing a building (the Brigham Building for the Future or BBF) and a parking garage (the Brigham Patient Parking project or BPP). The BBF will expand research and clinical space on the BWH campus, with a focus on the Neuroscience and Musculoskeletal programs, and increase flexibility for future campus redevelopment while allowing for lease consolidation. Phase 1 of the project, which involves preparing the site and constructing two smaller facilities to be used by the Commonwealth, is underway with accumulated costs of approximately $57,484 as of September 30, 2011. Outstanding construction contracts for Phase 1 approximate $9,802, with completion expected in November 2011. The associated land is leased to BWH by the Commonwealth through 2105 Planning for Phase 2 (construction of the BBF) has begun and will continue into 2012 with construction to begin in 2013. Phase 2 cost is expected to be approximately $499,000 with occupancy scheduled for late 2017.

31 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

BPP locates a 400 space parking facility under BWH's 15 Francis Street entrance BPP eliminates a parking shortage on campus and also satisfies commitments to the community and regulators. BPP includes a "greening" landscaped park over the garage as required by the City of Boston. BPP's total project cost is expected to be approximately $63,500 with construction scheduled to begin in 2012 and the garage opening scheduled for late 2013.

In October 2005, PHS paid $4,750 in exchange for the development rights to certain parcels of land in Charlestown, Massachusetts (Yards End), the planned site of a new facility for Spaulding Rehabilitation Hospital Corporation (Spaulding). Spaulding's share of the purchase price was $2,048. Ground breaking for the 132-bed hospital at Yards End was held in October 2010. As of September 30, 2011, costs incurred in connection with the new facility approximated $98,938 with approximately $90,739 in outstanding construction contracts. The total project cost is expected to be approximately $225,000 with occupancy scheduled for 2013.

9. Pension and Postretirement Healthcare Benefit Plans

Substantially all employees of Partners HealthCare are covered under various noncontributory defined benefit pension plans and various defined contribution pension plans. In addition, certain affiliates provide subsidized healthcare benefits for retired employees on a self-insured basis, with the benefit obligation being partially funded. These retiree healthcare benefits are administered through an insurance company and are accounted for on the accrual basis, which includes an estimate of future payments for claims incurred.

Total expense for these plans consists of the following:

Years Ended September 30, 2011 2010

Defined benefit plans $ 174,282 $ 151,573 Defined contribution plans 125,449 118,237 Postretirement healthcare benefit plans 8,297 7,852 $ 308,028 $ 277,662

32 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 a nd 2010

(dollars in thousands)

Information regarding benefit obligations, plan assets, funded status, expected cash flows and net periodic benefit cost follows within this footnote.

Benefit Obligations Postretirement Defined Benefit Pension Plans Healthcare Benefit Plans Change in Benefit Obligations 2011 2010 2011 2010

Benefit obligations at beginning of year $ 2,999,341 $ 2,819,575 $ 101,267 $ 87,880 Service cost 180,806 162,594 4,365 3,879 Interest cost 171,716 168,154 5,083 4,772 Plan amendments 3,202 (1,380) - - Actuarial loss 71,026 42,947 1,762 3,671 Benefits paid (72,526) (185,167) (4,577) (4,144) Expenses paid (6,629) (7,382) - - Employee contributions - - 5,782 5,209 Benefit obligations at end of year $ 3,346,936 $ 2,999,341 $ 113,682 $ 101,267

The accumulated benefit obligation for all defined benefit pension plans at the end of 2011 and 2010 was $3,129,352 and $2,768,122, respectively

Defined Benefit Postretirement Healthcare Weighted -Average Assumptions Used to Pensio n Plans Benefit Plans Determine End of Year Benefit Obligation 2011 2010 2011 2010

Discount rate 530% 550% 4.15% - 5.30% 4 00% - 5 50% Rate of compensation increase Professional staff 445% 4.95% N/A N/A Other than professional staff 3.00% - 3.50% 3 00% - 4.00% NIA N/A Healthcare cost trend rate for next year N/A N/A 7.50% 8 00% Rate to which the cost trend rate is to decline N/A NIA 5.00% 5 00% Year that rate reaches the ultimate trend rate N/A N/A 2017 2017

Assumed healthcare cost trend rates have a significant effect on the amounts reported for the healthcare plans. A one-percentage-point change in assumed healthcare cost trend rates would have the following effect:

One-Percentage-Point One-Percentage-Point Increase Decrease

Effect on postretirement benefit obligation $ 1,361 $ (1,254)

33 Partners HealthCare System, inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Plan Assets Postretirement Defined Benefit Pension Plans Healthcare Benefit Plans Change in Plan Assets 2011 2010 2011 2010

Fair value of plan assets at beginning of year $ 2,261,997 $ 2,052,797 $ 27,302 $ 20,479 Actual return on plan assets 10,667 213,136 250 1,614 Employer contributions 175,482 188,613 4,577 4,144 Employee contributions 5,782 5,209 Benefits paid (72,526) (185,167) (4,577) (4,144) Expenses paid (6,629) (7,382) Fair value of plan assets at end of year $ 2,368,991 $ 2,261,997 $ 33,334 $ 27,302

The assets of the defined benefit pension plans are aggregated in a single master trust (Master Trust) and managed as one asset pool. The investment objective for the Master Trust is to achieve the highest reasonable total return after considering (i) plan liabilities, (ii) funding status and projected cash flows, (iii) projected market returns, valuations and correlations for various asset classes and (iv) Partners HealthCare's ability and willingness to incur market risk.

Oversight of the management of Partners HealthCare's investable assets, including the Master Trust, is provided by the Investment Committee of the Board of Directors. The Committee seeks to add incremental returns by manager selection and asset allocation (increasing/decreasing allocations within allowable ranges based on current and projected valuations). The Committee is supported by a professional staff, an outside investment consultant and a pension actuarial consultant.

Partners HealthCare utilizes a policy benchmark allocation that balances projected returns, correlations and volatility of various asset classes within the overall risk tolerance. The allocations are actively managed based on relative valuations among and within asset classes and the perceived ability of managers to outperform passive benchmarks. Exposure by asset class is the sum of the net exposures reported by each manager. Asset performance is monitored monthly and the portfolio is rebalanced if asset classes exceed explicit ranges.

34 Partners HealthCare System, inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousanzds)

The following table presents the policy benchmark allocation components (and allowable ranges) and the reported exposures of the Master Trust.

September 30, 20 1 1 September 30, 2010 Policy Reported Policy Reported Benchmarks Exposures Benchmarks Status

Domestic equity 22 % 17 % 22 % 20 % Foreign developed equity 22 18 23 21 Emerging markets equity 6 10 7 10 Private equity 10 10 8 8 Total equity (+1- 15%) 60 % 55 % 60 % 59 % Fixed income (+1- 10%) 20 20 20 23 Inflation defensive (+/- 10%) 10 7 10 5 Cash and other (+1- 10%) 10 18 10 13 100% 100% 100% 100 %

Inflation defensive strategies include investments in real estate assets, commodities, timber and inflation protection bonds. Other exposures include currency and volatility based strategies.

Within the Master Trust, assets are allocated to managers with investment mandates that may range from a single sub-asset class to very broad mandates; with restrictions that range from long- only to unconstrained; and with management structures ranging from separately managed funds to mutual/commingled funds to private partnerships. Less market sensitive managers employ absolute return, long/short equity and diversified strategies, which in the aggregate are expected to generate positive returns on a consistent basis. Investment risks (concentration, correlation, valuation, liquidity, leverage, mandate compliance, etc.) are measured at the manager level as well as the pool level. The active risk of the Master Trust is determined by a statistical regression of the most recent two (2) year return series to that of the policy benchmark

The following table presents the capital allocations by manager mandate within the Master Trust. Some managers, particularly Real assets and Less market sensitive managers, invest allocated capital among multiple policy benchmark asset classes.

September 30, 2011 September 30, 2010 Dollars Percentage Dollars Percentage

Traditional U.S. equity $ 277,916 12 % $ 288,142 13 % Traditional foreign developed equity 354,587 15 364,556 16 Traditional emerging markets equity 197,301 8 203,951 9 Private equity 179,604 8 131,721 6 Real assets 273,148 11 217,880 10 Less market sensitive managers 737,876 31 685,508 30 Fixed income managers 348,559 15 370,239 16 $ 2,368,991 100 % $ 2,261,997 100%

35 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

The postretirement healthcare benefit plans assets are commingled funds, with the objective of achieving returns to satisfy plan obligations and with a level of volatility commensurate with Partners HealthCare's overall financial profile.

The following table presents plan assets, by form of ownership, as of September 30, 2011 and 2010 measured at fair value on a recurring basis using the fair value hierarchy defined in Note 4.

Fair Value Measurements Using Quoted Prices Significant Fair Value in Active Other Significant at Markets for Observable Unobservable September 30, Identical Items Inputs Inputs 2011 ( Level1) (Level2) ( Level3)

Defined Benefit Pension Plans Invested cash equivalents $ 38,976 $ 38,976 $ - $ - Separately managed investments 475,085 324,664 150,421 - Mutual funds 157,353 157,353 - - Commingled funds 240,171 - 240,171 - Private partnerships 1,457,406 - 842,368 615,038 2,368,991 520,993 1,232,960 615,038 Postretirement Healthcare Benefit Plans Commingled funds 33,334 1,670 28,361 3,303 Total plan assets $ 2,402,325 $ 522,663 $ 1,261,321 $ 618,341

Fair Value Measurements Using Quoted Prices Significant Fair Value in Active Other Significant at Markets for Observable Unobservable September 30, Identical Items Inputs Inputs 2010 ( Level1) (Level 2) (Level3)

Defined Benefit Pension Plans Invested cash equivalents $ 10,419 $ 10,419 $ - $ - Separately managed investments 589,289 296,607 292,682 - Mutual funds 133,238 133,238 - - Commingled funds 199,159 - 199,159 - Private partnerships 1,329,892 - 786,432 543,460 2,261,997 440,264 1,278,273 543,460 Postretirement Healthcare Benefit Plans Mutual funds 27,302 24,020 3,282 - Total plan assets $ 2,289,299 $ 4 64,284 $ 1,281,555 $ 543,460

In evaluating the level at which Partners HealthCare's private partnerships have been classified within the fair value hierarchy, management has assessed factors including, but not limited to price transparency, the ability to redeem these investments at net asset value at the measurement date, and the existence or absence of certain restrictions at the measurement date. Investments in private partnerships generally have limited redemption options for investors and, subsequent to final closing, may or may not permit subscriptions by new or existing investors These entities may

36 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

also have the ability to impose gates, lockups, and other restrictions on an investor's ability to readily redeem out of their investment interest in the fund. At September 30, 2011 and 2010, certain private partnerships where Partners HealthCare has the ability and the right to redeem interests within the next twelve months have been classified as Level 2 investments in the plan assets' fair value table

During the years ended September 30, 2011 and 2010, the change in the fair value of the plan assets measured using significant unobservable inputs (Level 3) is comprised of the following:

2011 2010

Balance at beginning of year $ 543,460 $ 488,320 Total gains (losses) Dividends and interest income 2,965 446 Net realized gains on investments 6,972 12,536 Change in net unrealized appreciation on investments 37,011 39,604 Purchases and sales, net 29,895 16,359 Transfers out of Level 3 (1,962) (13,805) Balance at end of year $ 618,341 $ 543,460

37 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Funded Status The funded status of the plans recognized in the balance sheet and the amounts recognized in unrestricted net assets, follows.

Defined Benefit Postretirement Pension Plans Healthcare Benefit Plans End of Year 2011 2010 2011 2010

Fair value of plan assets at measurement date $ 2,368,991 $ 2,261,997 $ 33,334 $ 27,302 Benefit obligations at measurement date (3,346,936) (2,999,341) (113,682) (101,267) Funded status $ (977,945) $ (737,344) $ (80,348) $ (73,965) Amounts recognized in the balance sheet consist of Noncurrent assets $ - $ - $ 543 $ - Current liabilities (718) (3,904) (3,715) (3,575) Long-term liabilities (977,227) (733,440) (77,176) (70,390) $ (977,945) $ (737,344) $ (80,348) $ (73,965) Amounts not yet recognized in net periodic benefit cost and included in unrestricted net assets consist of Actuarial net loss (gain) $ 946,565 $ 706,713 $ 20,571 $ 17,929 Prior service cost (credit) 12,760 11,135 (62) (82) $ 959,325 $ 717,8 48 $ 20,509 $ 17,847

Amounts recognized in unrestricted net assets consist of Current year actuarial (gain) loss $ 262,448 $ 23,066 $ 3,544 $ 3,579 Amortization of actuarial gain (loss) (22,597) (16,308) (903) (743) Current year prior service cost (credit) 3,203 (1,380) - - Amortization of prior service (cost) credit (1,577) 2,226 21 20 $ 241,477 $ 7,604 $ 2,662 $ 2,856

At the end of 2011 and 2010, the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for pension plans with an accumulated benefit obligation in excess of plan assets were as follows:

Accumulated Benefit Obligation in Excess of Plan Assets 2011 2010

Projected benefit obligation $ 3,346,936 $ 2,999,341 Accumulated benefit obligation 3,129,352 2,768,122 Fair value of plan assets 2,368,991 2,261,997

38 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Expected Cash Flows Information about the expected cash flows for the defined benefit and postretirement healthcare benefit plans is as follows:

Defined Benefit Pension Postretirement Plans Healthcare Benefit Plans

Expected employer contributions 2012 $ 257,918 $ 5,463

Medicare Subsidy Expected benefit payments (receipts) 2012 $ 127,311 $ 5,781 $ (318) 2013 136,206 6,195 (307) 2014 153,095 6,579 (294) 2015 165,093 6,944 (278) 2016 176,075 7,299 (261) 2017-2021 1,137,797 32,237 (1,001)

Net Periodic Benefit Cost Defined Benefit Postretirement Pension Plans Healthcare Benefit Plans 2011 2010 2011 2010

Service cost $ 180,806 $ 162,594 $ 4,365 $ 3,879 Interest cost 171,716 168,154 5,083 4,772 Expected return on plan assets (202,414) (193,257) (2,033) (1,522) Amortization of Prior service cost (credit) 1,577 (2,226) (21) (20) Actuarial net (gain ) loss 22,597 16,308 903 743 Net periodic benefit cost $ 174,282 $ 151,573 $ 8,297 $ 7,852

Amounts expected to be amortized from unrestricted net assets into net periodic benefit cost during the year ending September 30, 2012 are as follows:

Postretirement Healthcare Defined Benefit Pension Plans Benefit Plans

Actuarial net loss $ 33,442 $ 1,091 Prior service cost (credit) 1,847 (21)

39 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Weighted-Average Assumptions Used Defined Benefit Postretirement Healthcare to Determine Net Periodic Pension and Pension Plans Benefit Plans Postretirement Cost 2011 2010 2011 2010

Discount rate 5.50% 5 75% 400%-5.50% 455%-5.75% Expected return on plan assets 8.25% 8 25% 7 50% 7.50% Rate of compensation increase Professional staff 4.95% 6.02% N/A N/A Other than professional staff 3.00%-400% 500%-5.10% N/A N/A Healthcare cost trend rate for this year N/A N/A 8 00% 8.50% Rate to which the cost trend rate is to decline NIA N/A 5.00% 5.00% Year that rate reaches the ultimate trend rate N/A N/A 2017 2017

Partners HealthCare uses a long term return assumption which is validated annually by obtaining long term asset return, volatility and correlation projections for relevant asset class indexes; modifying volatility and correlations to reflect the actual historical experience of the active managers; calculating the expected return using benchmark weights and indexes; and comparing the return assumption to the sum of the expected return and the historical outperformance of the actual return versus the benchmark. Partners HealthCare regularly monitors the active risk of the Master Trust by a statistical regression of the return series of the actual portfolio to that of the policy benchmark.

Assumed healthcare cost trend rates have a significant effect on the amounts reported for the healthcare plans. A one-percentage-point change in assumed healthcare cost trend rates would have the following effect:

One-Percentage-Point One-Percentage-Point Increase Decrease

Effect on service and interest cost 80 (73)

10. Professional Liability Insurance

Partners HealthCare insures substantially all of its professional and general liability risk on a claims-made basis in cooperation with other healthcare organizations in the Greater Boston area through a captive insurance company, Controlled Risk Insurance Company Ltd. (CRICO). The policies cover claims made during their respective terms, but not those occurrences for which claims may be made after expiration of the policy, except for certain tail liabilities which CRICO has assumed on an occurrence basis through December 31, 2011. Management intends to renew its coverage on a claims-made basis and has no reason to believe that it will be prevented from such renewal.

PHS owns 10% of CRICO. The investment is accounted for on the cost basis of accounting. In addition, Partners HealthCare follows the accounting policy of establishing reserves to cover all professional liability claims incurred but not reported to the insurance company as of the end of the year (tail liability), excluding the tail liability that has been assumed by CRICO. These reserves have been recorded on a discounted basis using an interest rate of 3.75% and 4.75% at September 30, 2011 and 2010, respectively.

40 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Management is not aware of any claims against Partners HealthCare or factors affecting CRICO that would cause the expense for professional liability risks to vary materially from the amount provided.

11. Concentration of Credit Risk

Financial instruments that potentially subject Partners HealthCare to concentration of credit risk consist of patient accounts receivable, research grants receivable, pledges receivable, certain investments and interest rate swaps.

Partners HealthCare receives a significant portion of its payments for services rendered from a limited number of government and commercial third-party payers, including Medicare, Medicaid, Blue Cross and Blue Shield of Massachusetts, Harvard Pilgrim Health Care and Tufts Health Plan. Research funding is provided through many government and private sponsors. Pledges receivable are due from multiple donors. Partners HealthCare assesses the credit risk for pledges based on history and the financial wherewithal of donors, most of which are individuals or organizations well known to Partners HealthCare.

Investments, which include government and agency securities, stocks and corporate bonds, and private partnerships and other investments are not concentrated in any corporation or industry or with any single counterparty. Alternative investments are less liquid than Partners HealthCare's other investments. The reported values of the alternative investments may differ significantly from the values that would have been used had a ready market for those securities existed These instruments may contain elements of both credit and market risk. Such risks include, but are not limited to, limited liquidity, absence of oversight, dependence upon key individuals, emphasis on speculative investments and nondisclosure of portfolio composition.

Partners HealthCare minimizes its credit risk by entering into interest rate swap agreements with several counterparties and requiring the counterparties to post collateral for the benefit of Partners HealthCare when the fair value of the swap is positive. Partners HealthCare minimizes its counterparty risk by contracting with six counterparties, none of which accounts for more than 30% of the aggregate notional amount of the swap contracts

41 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

12. Restricted Net Assets

Restricted net assets are available for the following purposes:

September 30, 2011 2010

Temporarily restricted Charity care $ 91,123 $ 100,626 Buildings and equipment 131,300 191,370 Clinical care, research and academic 561,375 532,430 $ 783,798 $ 824,426 Permanently restricted Charity care $ 19,101 $ 19,134 Buildings and equipment 2,433 2,433 Clinical care, research and academic 316,379 289,324 $ 337,913 $ 310,891

Endowment Partners HealthCare's endowment consists of over 1,000 individual funds established for a variety of purposes. The endowment includes both donor-restricted endowment funds and funds designated by the boards to function as endowments. As required by generally accepted accounting principles, net assets associated with endowment funds, including funds designated by the boards to function as endowments, are classified and reported as restricted or unrestricted based on the existence or absence of donor-imposed restrictions.

Partners HealthCare has interpreted UPMIFA as requiring the preservation of the value of the original gift of the donor-restricted endowment funds absent explicit donor stipulations to the contrary. As a result of this interpretation, Partners HealthCare classifies as permanently restricted net assets (a) the original value of gifts donated to the permanent endowment, (b) the original value of subsequent gifts donated to the permanent endowment, and (c) accumulations to the permanent endowment made in accordance with the direction of the applicable donor gift instrument at the time the accumulation is added to the fund. The remaining portion of the donor-restricted endowment that is not classified in permanently restricted net assets is classified as temporarily restricted net assets until those amounts are appropriated for expenditure by Partners HealthCare in a manner consistent with the standard of prudence prescribed by UPMIFA. In accordance with UPMIFA, Partners HealthCare considers several factors in making a determination to appropriate or accumulate donor-restricted endowment funds. These factors include: the duration and preservation of the fund; the purposes of the organization and the donor-restricted endowment fund; general economic conditions; the possible effect of inflation and deflation, the expected total return from income and the appreciation of investments; other resources of the organization; and the investment policies of the organization.

42 Partners HealthCare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Endowment Funds with Deficits From time to time, the value of assets associated with individual donor-restricted endowment funds may fall below the value of the initial and subsequent donor gift amounts. When such endowment deficits exist, they are classified as a reduction to unrestricted net assets. Deficits of this nature reported in unrestricted net assets were $3,556 and $1,699 at September 30, 2011 and 2010, respectively These deficits resulted from unfavorable market fluctuations that occurred after the investment of new permanently restricted contributions or subsequent endowment additions

The following presents the endowment net asset composition by type of fund as of September 30, 2011 and 2010 and the changes in endowment assets for the years ended September 30, 2011 and 2010-

Endowment Net Asset Composition by Type of Fund as of Temporarily Permanently September 30, 2011 Unrestricted Restricted Restricted Total

Donor-restricted endowment funds $ (3,556) $ 404,753 $ 323,736 $ 724,933 Board-designated endowment funds 797,707 - - 797,707 Total funds $ 794,151 $ 404,753 $ 323,736 $ 1,522,640

Changes in Endowment Net Assets for the Year Ended Temporarily Permanently September 30, 2011 Unrestricted Restricted Restricted Total

Endowment net assets at September 30, 2010 $ 805,480 $ 431,757 $ 298,168 $ 1,535,405 Investment return Investment income 3,262 3,667 13 6,942 Net realized and unrealized appreciation (depreciation) 6,344 2,955 (208) 9,091 Total investment return 9,606 6,622 (195) 16,033 Contributions 5,384 - 24,082 29,466 Appropriation of endowment assets for expenditure (34,715) (33,431) - (68,146) Other changes 8,396 (195) 1,681 9,882 Total changes (11,329) (27,004) 25,568 (12,765) Endowment net assets at September 30, 2011 $ 794,151 $ 404,753 $ 323,736 $ 1,522,640

Endowment Net Asset Composition by Type of Fund as of Temporarily Permanently September 30, 2010 Unrestricted Restricted Restricted Total

Donor-restricted endowment funds $ (1,699) $ 431,757 $ 298,168 $ 728,226 Board-designated endowment funds 807,179 - - 807,179 Total funds $ 805,480 $ 431,757 $ 298,1 68 $ 1,535,405

43 Partners HealthCare System, inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Changes in Endowment Net Assets for the Year Ended Temporarily Permanently September 30, 2010 Unrestricted Restricted Restricted Total

Endowment net assets at October 1, 2009 $ 715,764 $ 423,331 $ 286,522 $ 1,425,617 Investment return Investment income 4,746 3,903 15 8,664 Net realized and unrealized appreciation 69,830 37,631 270 107,731 Total investment return 74,576 41,534 285 116,395 Contributions 3,869 - 14,910 18,779 Appropriation of endowment assets for expenditure (31,071) (33,199) - (64,270) Other changes 42,342 91 (3,549) 38,884 Total changes 89,716 8,426 11,646 109,788 Endowment net assets at September 30, 2010 $ 805,480 $ 431,757 $ 298,168 $ 1,535,405

Conditional Pledge During 2009, the General signed an agreement (Ragon Agreement) with The Massachusetts Institute of Technology (MIT), The President and Fellows of Harvard College (Harvard) and The Phillip T. and Susan M. Ragon Foundation (Ragon Foundation) to establish the Phillip T. and Susan M Ragon Institute (Ragon Institute) as a joint research center of the General, MIT and Harvard with the purpose of harnessing the potential of the immune response to combat and conquer human diseases, integrating biomedical research with emerging engineering technologies (with the main initial focus being the development of an AIDS vaccine) and educating and training scientists. The Ragon Foundation committed to provide funding for the Ragon Institute of $100,000 over ten years through the General (as the administrative home for the Ragon Institute), beginning retroactively on January 1, 2008. The Ragon Foundation has the ability to slow, suspend or eliminate funding based on restrictions described in the Ragon Agreement. Additionally, any funding not paid by December 31, 2017 will no longer be due by the Ragon Foundation Due to the conditions within the Ragon Agreement, funding is recognized when received, with no pledge receivable recorded for the balance of the commitment.

Through September 30, 2011, total funding of $44,000 was received, with $10,000 received for the year ended September 30, 2011, and total net expenses of $28,351 were incurred, including $9,356 for the year ended September 30, 2011. As of September 30, 2011, unspent funding of $15,649 has been recorded as temporarily restricted net assets, to be released to unrestricted net assets after qualifying expenses have been incurred.

44 Partners Healthcare System, Inc. and Affiliates Notes to Consolidated Financial Statements September 30, 2011 and 2010

(dollars in thousands)

Unconditional Pledge During 2011, a pledge was made by the Ragon Foundation to support a new facility for the Ragon Institute. The gift proceeds will be used to fund space fit out and associated lab equipment and was recorded at $26,300, based on the estimate of capital costs The final gift amount will be adjusted to reflect the actual expenses and will only cover capital costs incurred within 18 months of the lease signing. Additionally, the gift may be reduced by any grant that pays for some or all of these expenses. If the amount of the gift received exceeds the actual costs, the excess amount will be applied to the Ragon Agreement obligation.

13. Functional Expenses

Total operating expenses by function are as follows:

Years Ended September 30, 2011 2010

Healthcare services $ 5,926,833 $ 5 , 680,532 Research and academic 1,531,501 1,370,372 General and administrative 789,961 762,587 $ 8,248 ,295 $ 7,813,491

14. Contingencies

Partners HealthCare is subject to complaints, claims and litigation which have risen in the normal course of business. In addition, Partners HealthCare is subject to reviews and investigations by various federal and state government agencies to assure compliance with applicable laws, some of which are subject to different interpretations. Governmental review of compliance by healthcare institutions, including Partners HealthCare, has increased.

15. Subsequent Events

Partners HealthCare has assessed the impact of subsequent events through December 2, 2011, the date the audited financial statements were issued, and has concluded that there were no such events, other than the pending acquisition described below, that require adjustment to the audited financial statements or disclosure in the notes to the audited financial statements.

On October 28, 2011 PHS signed an agreement to acquire Neighborhood Health Plan, Inc. (NHP). NHP is a licensed, not-for-profit Managed Care Organization (MCO) founded in 1986 that provides health insurance products to the Medicaid, Commonwealth Care (a health insurance program for uninsured adults who meet income and other eligibility requirements) and commercial populations. The transaction is contingent upon NHP's meeting certain conditions The acquisition is also subject to regulatory approval by the Massachusetts Division of Insurance and review by federal and state antitrust agencies.

45 JL pwc

Report of Independent Auditors on Accompanying Consolidating Information

To the Board of Directors of Partners HealthCare System, Inc. and Affiliates

The report on our audits of the consolidated financial statements of Partners HealthCare System, Inc and Affiliates as of September 30, 2011 and 2010 and for the years then ended appears on page one of this document. Those audits were conducted for the purpose of forming an opinion on the consolidated financial statements taken as a whole. The consolidating information is presented for purposes of additional analysis of the consolidated financial statements rather than to present the financial position, results of operations and changes in net assets of the individual affiliates. Accordingly, we do not express an opinion on the financial position, results of operations and changes in net assets of the individual affiliates However, the consolidating information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and, in our opinion, is fairly stated in all material respects in relation to the consolidated financial statements taken as a whole.

December 2, 2011

...... PricewaterhouseCoopers LLP,125 High Street, Boston, MA o21ro T: (617) 530 5000, F: (617) 530 5001, www.pwc.com/us Partners HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2011

BWIF MGH NSMC NWHCS PCC and and and and and PHS Eliminations Consolidated (doffars in thousands) Affiliates Affiliates Affiliates Affiliates Affiliates PCHI

Assets Current assets 37,824 $ 16 070 35,716 S 38,086 $ - $ 439 537 Cash and equivalents 3 156 236 $ 136,002 5 19 600 $ 6 116,645 20011 (11071) 168,907 (233,544) 1,256257 Investments 387440 607,790 79 - - - - - 157,872 157 672 Collateral held under seountles lending arrangements 91,805 12309 67,214 451,161 - 1309628 Current pertlor of investments hmlted as to use 244,960 417,324 24,855 37,484 4,915 - - 729 076 Patient accounts receivable, net 265 652 326,574 46,979 45.472 133,700 (133,850) - Due from affiliates - - - 160 - - 127210 Research grants receivable 56236 69,837 - - 1,137 - - (27,334) 276449 Other current assets 99,768 122,021 8976 9,989 4,774 8262 50,013 - (2561 33.379 Receivable for settlements with third-party payers 6 068 19 289 4,774 1 732 1,774 - (14$,634) Current portion of notes receivable from affiliates 144 ft 143474 4,329,408 Total current assets 1 216 507 1,900,853 105,253 295 619 101,547 105,036 1 143 213 1538,630) 191923 (205430) 2,077,403 Investments limited as to use, less current portion 523,738 1516377 16,315 19827 13,727 925 1100 463) 833,815 Long-term investments 155,232 686,547 37,574 51 015 1,978 - 1932 15,413 - 209,257 Pledges receivable net end contrbuhons receivable from trusts, less current portion 32,999 155,210 1,507 3074 1,054 - 14,371 338,299 - 3,944,757 Property and equipment, net 1,067,312 2036,275 130,888 180,677 176,935 9,496 78,839 - 110,503 Other assets 8,398 5,512 4,956 2,141 1,161 1.814.593 (1816556) - Notes receivable from aR4ates less current portion 1,406 457 129,629 $ (2661,0791 $ 11,505,143 Total assets 0 3.005.59 2 $ 5,301,231 $ 296,503 5 552,353 $ 296,402 $ $ 3584,3 12

Liabilities and Net Assets

Current habtldies 5 293 ,578 $ (651) 5 294,829 Current portion of long-term obligations $ 283 5 1,138 5 - $ - $ (81) 5 562 (143,623) - Current porter of notes payable to affiliates 36,606 45,062 45,074 9,431 7450 - - 257,317 (26,353) 548829 Accounts payable and accrued expenses 110,681 93,104 8,790 18,452 10,057 76,781 75,935 555536 Accrued compensation and benefits 173,127 213,076 37,104 23,079 26842 5773 ------157,872 - 157872 Collateral due under secunties lending arrangements - 93,990 Current portion of accrual for settlements with third-party payers 33,684 43,260 11,717 6 098 4,895 - (5,665) - 161,777 Unexpended funds on research grants 68122 91,629 - 346 845 - 635 - (134,858) Due to affiliates 52091 54,443 2703 8437 10,706 6478 779,672 (305,4851 1 812,833 Total current liabilities 474,594 542,712 105 388 65,843 60,515 89,594

Other liabilities 6,382 Accrual for settlements with third-party payers less current portion 2,290 2114 557 1249 162 - - - 80,908 Accrued professional llabillty 31,362 37,807 6,460 5279 - - - - 33844 - 1,241,502 Accrued employee benefits 321,988 853,768 26,784 1623 2,649 926 - 375,202 Interest rate swaps liability - - - - - 375202 155,847 195,881 Accrued other 5,704 29,641 2,433 1057 1,189 361,324 923,330 36,244 9218 4,000 926 564,893 1,899,935 164 2363231 (29,349) 2,338,788 Long-term obligations, less current portion 751 921 3070 (1818351) - Notes payable to affiliates less current portion 676,545 793,758 152,774 157,438 -37,836 ------3,707,796 6,051,556 Total habill[les 1,513,214 2,250,721 294,406 232,499 105 421 90,684 (2153,185)

Net assets 39,145 (139,090) 1407,4311 4331876 Unrestricted 1282,282 3,141,558 (36840) 274,719 177523 - 14,456 (100,463) 783,798 Temporarily restricted 146,556 657,367 21,798 31,791 12293 1,150 337,913 Permanenlly restricted 63,540 241,575 17,139 13,344 1,165 39145 (123,484) (507,894) 5,453587 Total net assets 1492,378 4,040,510 2097 319,854 190,981 3,584,312 $ (2,551,079) $ 11,505,143 Total liabilities and net assets $ 3,005 592 $ 6,301,231 $ 296503 $ 552,353 1 296432 $ 129,829 $

47 Partners HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2010

EWIF MGH NSMC NWHCS FCC and and and and and (dollars in thousands) Affiliates Affiliates Affiliates Affiliates Affiliates PCHI PHS Eliminations Consolidated

Assets Current assets Cash and equivalents $ 226240 $ 199,783 $ 2,630 3 45,906 $ 36739 S 37,590 8 78,031 $ - $ 626919 Investments 289,512 662,176 17,420 119,922 (2021) (6500) 163,666 (193,426) 1050,749 Collateral held under securities lending arrangements ------129,183 - 129183 Current portion of investments limited as to use 211,604 410,461 21,586 64,749 25,039 59 226 292,251 (39) 1,084,877 Patient accounts receivable, net 259,972 296,759 47 522 44 881 44,272 4 874 - - 698 390 Due from affiliates ------178,136 (178,1361 Research grants receivable 57 349 74,189 - - 974 - - - 132.512 Other current assets 84 890 114,039 7,546 12 691 4,943 6 128 22,363 - 252,620 Receivable for settlements with third-party payers 8202 18,754 7,605 2,016 3,701 - - (806) 39,472 Current portion of notes receivable from affiliates 144 15 127,658 (127,817) Total current assets 1,137,913 1,776,176 104309 290 265 113,547 101,318 901,308 (500,224) 4,014712 Investments limited as to use less current portion 500,450 1,501,029 12 644 14 637 15,389 868 243 851 (182,825) 2 108 023 Long-term investments 144,586 693,692 37,531 45,835 9 755 - 1 150 (93,636) 838 913 Pledges receivable, net and contributions receivable from trusts, less current portion 35,890 120,236 1,603 4,002 1,103 - - - 162839 Property and equipment, net 1.075.246 1,838,837 135,984 189184 112,649 16726 279,506 - 3749,234 Other assets 8,474 7071 5,119 6940 1,185 10,208 79,617 118,514 Notes receivable from affiliates, less current portion 1,406 474 1 753,319 (1,755,199) Total assets $ 2,9 0 3,99 5 $ 6038,6 15 $ 297,195 S 550,863 5 253,728 $ 129,120 $ 3 345,733 $ (2,53 1, 884) $ 10,990,335

Liabilities and Net Assets

Current liablu8es Current portion of long-term obligations $ 267 $ 1,131 S - S - $ (77) $ 513 $ 488,693 $ (614) $ 489,913 Current portion or notes payable to affiliates 33,276 38,414 37,946 8789 9,483 - - (127,808) - Accounts payable and accrued expenses 92,802 129216 8,213 24320 10,062 80341 252,150 (166) 598,916 Accrued compensation and benefits 170,805 193442 33,532 24916 27,104 5601 77,009 - 532,410 Collateral due under securities lending arrangements ------129183 - 129,183 Current portion of accrual for settlements with third-party payers 8,772 17,348 8,133 4,930 1,555 - (6594) - 34,144 Unexpended funds on research grants 66,627 84,567 196 366 - 737 - 152,513 Due to affiliates 71,279 76,799 7,755 7,927 9,715 5087 (178,561} Total current liabilities 443,828 540917 95,479 71078 58,228 91,542 941,178 (307,171) 1,935,079

Other liabilities Accrual for settlements with third-party payers less current portion 7,988 3635 2,520 1352 58 - - - 15,453 Accrued professional liability 26,556 33509 5,873 4,322 - - - - 70,260 Accrued employee benefits 234,259 689918 21,995 1,211 2,489 868 27096 977,836 Interest rate swaps liability - - - - - 271402 271,402 Accrued other 8,953 48169 2,422 1,117 1,170 154,933 216,764 277,855 775231 32,810 8,002 3,717 868 453431 1,551,715

Long-term obIgahons, less current portion 1,033 2093 2,996 685 1,999,611 (29386) 1,977,033 Notes payable to aflliales, less current portion 673,339 729,569 147,337 161,593 45,145 (1756983) Total liabilities 1,395,855 2047810 275,626 240.673 110,086 93,095 3,394220 (2093540) 5,463,827 Net assets Unrestricted 1,306,096 3,060,968 (17,115) 265,412 131,237 36,024 (46,723) (344,708) 4,391,191 Tempcranly restricted 149,106 700147 22,706 34767 11,250 - 86 (93636) 824.426 Permanently restricted 52,907 229690 15,978 10,011 1,155 1,150 310,891 Total net assets 1,508,109 3990,805 21.569 310.190 143,842 36,024 (45467) (438344) 5,526,508 Total Ilabilitles and net assets $ 2,903,985 $ 6038,615 $ 297,195 $ 550363 $ 263,728 5 1 29, 1 20 $ 3348,733 $ (2531884) $ 1 0,990,335

48 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Operations Year Ended September 30, 2011

BW/F MGH NSMC NWHCS PCC and and and and and (dollars in thousands) Affiliates Affiliates Affiliates Affiliates Affiliates PCHI PHS Eliminations Consolidated

Operating revenue Net patient service revenue, net of provision for bad debts $ 2,203,589 $ 2,845,069 $ 481,208 $ 399,960 $ 351,065 $ 53,470 $ 27,839 $ (19,927) $ 6,342,273 Direct academic and research revenue 510,270 654,537 1,404 1,288 4,959 - 3,490 - 1,175,548 Indirect academic and research revenue 148,649 205,214 - 120 1,463 - 507 - 355,953 Other revenue 128,828 247,164 20,731 15,272 4,731 171,423 672,247 (653,056) 607,338 Total operating revenue 2,991,336 3951,984 503,343 416,640 362,218 224,893 703,683 (672,985) 8,481,112 Operating expenses Employee compensation and benefits 1,394,708 1,928,165 314,772 233,931 261,207 123,331 367,538 6,623 4,629,275 Supplies and other expenses 806.402 935,484 177,715 128,740 90,619 92,972 178,659 (446,511) 1,964,080 Direct academic and research expenses 510,270 654,537 1,404 1,288 4,959 - 3,090 1,175 548 Depreciation and amortization 123,965 175,435 20,508 25,724 6,917 5,439 39,211 - 397,199 Interest 27,591 22,378 8,457 6,494 1,764 127 81,843 (66,461) 82,193 Total operating expenses 2,862,936 3,715,999 522,856 396,177 365,466 221,869 670,341 (507,349) 8,248,295 Income (loss) from operations 128,400 235,985 (19,513) 20,463 (3,248) 3,024 33,342 (165,636) 232,817 Nonoperating gains (expenses) Income (loss) from investments (13,159) (38,562) 1,639 2,438 375 97 5,700 74,964 33,512 Change in fair value of nonhedging interest rate swaps - - - (35,868) - (35,868) Gifts and other, net of fundraising and other expenses (14,303) (12,378) (718) (2,797) (2,219) - (8,838) 1,708 (39,545) Academic and research gifts, net of expenses 23,451 62,205 3,772 3,300 679 - 336 (20,873) 72,872 System development funding (53,038) (65,762) (11 166) (10,215) (8,520) - (14,000) 162,701 Total nonoperating gains (expenses), net (57,049) (54,497) (6,473) (7,274) (9,685) 97 (52,666) 218,520 30,971 Excess (deficit) of revenues over expenses 71,351 181,488 (25,986) 13,189 (12,933) 3,121 (19,326) 52,884 263,788 Other changes in net assets Change in net unrealized appreciation on marketable investments - 265 (342) - 63 - (342) (115 607) (115,943) Change in fair value of hedging interest rate swaps (67,932) - (67,932) Funds utilized for property and equipment 9,842 93,003 77 1,423 303 - - 104,648 Transfers from (to) affiliates (23079) (40,389) 10,979 (5,032) 55,821 - (1,300) - - Other (1,429) 1,696 - - - - (4) 263 Change in funded status of defined benefit plans (80,499) (155,483) (4,453) (273) 32 - (3,463) - (244,139) Increase (decrease) in unrestricted net assets $ (23,814) $ 80,600 $ (19,725) $ 9,307 $ 46, 286 $ 3,121 $ (92,367) $ (62,723) $ (59,315)

49 Partners HealthCare System, Inc. and Affiliates Consolidating Statement of Operations Year Ended September 30. 2010

BWIF MGH NSMC NWHCS PCC and and and and and (dollars in thousands) Affiliates Affiliates Affiliates Affiliates Affiliates PCHI PHS Eliminations Consolidated

Operating revenue Net patient service revenue, net of provision for bad debts $ 2,147,268 $ 2,689,617 $ 473,692 $ 382,624 $ 332,326 $ 52,313 $ 6,594 $ (19,123) $ 6,065,311 Direct academic and research revenue 436,220 599,214 1,118 1,717 4,359 - 3,161 - 1,045,789 Indirect academic and research revenue 133,571 189 057 - 134 1,360 - 461 - 324,583 Other revenue 118,108 233,562 17,394 14,802 4,183 165,166 618,279 (599006) 572,488 Total operating revenue 2,835,167 3,711,450 492,204 399,277 342,228 217,479 628,495 (618,129) 8008171 Operating expenses Employee compensation and benefits 1,354,276 1,816,118 309,640 228,426 247,716 117,284 347,957 5,883 4,427,300 Supplies and other expenses 773,082 936,277 166,273 121,388 87,142 92,036 150,983 (419,300) 1,907,881 Direct academic and research expenses 436,220 599,214 1,118 1,717 4,359 - 3,161 - 1 045,789 Depreciation and amortization 119,563 146,637 19,586 22,036 7,093 5,561 36,368 - 356,844 Interest 26,355 21,897 8,167 6,515 2,232 187 73,579 (63,255) 75,677 Total operating expenses 2,709,496 3,520,143 504,784 380,082 348,542 215,068 612,048 (476,672) 7,813,491 Income (loss) from operations 125,671 191,307 (12,580) 19,195 (6,314) 2,411 16,447 (141,457) 194,680 Nonoperating gains (expenses) Income from investments 62,130 171,623 4,617 15,866 2,001 125 35,996 (182,417) 109,941 Change in fair value of nonhedging interest rate swaps ------(40,690) - (40,690) Gifts and other, net of fundraising and other expenses (12,782) (14,479) (511) (1,252) (2,582) - (2,998) (3,381) (37,985) Academic and research grfts, net of expenses 25,696 16,627 743 3,196 939 - (3,536) (1,126) 42,539 System development funding (46,661) (58,810) (10,541) (8,897) (5,828) - (14,000) 144,735 - Total nonoperating gains (expenses), net 28,383 114,961 (5,692) 8,913 (5,468) 125 (25,228) (42,189) 73,805 Excess (deficit) of revenues over expenses 154,054 306,266 (18,272) 28,108 (11,782) 2,536 (8,781) (183,646) 268,485 Other changes in net assets Change in net unrealized appreciation on marketable investments - 344 (24) - - - 1,865 56,360 58,545 Change in fair value of hedging interest rate swaps ------(45,820) - (45,820) Funds utilized for property and equipment 13,053 57,638 1,840 2,878 11 - - - 75,420 Transfers from (to) affiliates (62,262) (86,389 ) 7,448 (13,458) 82,211 74,450 - - Net assets acquired through merger - 193,818 ------193,818 Other 3,189 1,516 - - 707 - - - 5,412 Change in funded status of defined benefit plans 46,481 (60,595) (871) (55) 34 - 4,547 - (10,460) Increase (decrease) in unrestricted net assets $ 154,515 $ 410,599 $ (9,579) $ 17,473 $ 71,181 $ 2,536 $ 26,261 $ (127, 286) $ 545400

50 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year Ended September 30, 2011

BWIF MGH NSMC NWHCS PCC and and and and and (dollars in thousands) Affiliates Affiliates Affiliates Afftllates Affiliates PCHI PHS El iminations Consolidated

Unrestricted Net assets at September 30, 2010 $ 1,306,096 S 3,060,968 $ (17115) $ 265,412 $ 131,237 $ 36,024 $ (46,723) S (344,708} $ 4,391,191

Increases ( decreases) Income (loss) from operations 128,400 235 ,985 (19 ,513) 20,463 (3,248) 3,024 33,342 (165,636) 232,617 Income (loss) from Investments (13,159) (38,562) 1,639 2,438 375 97 5,700 74,984 33,512 Gifts and other, net of fundraising and other expenses (14,303) (12,378) (718) (2,797) (2,219) - (8,638) 1,708 (39,545) Academic and research gifts, net of expenses 23,451 62,205 3,772 3,300 679 - 338 (20 ,673) 72,872 System development funding (53,038) (65.762) (11,166) (10,215) (8,520) - (14,000) 162,701 - Charge in net unrealized appreciation on marketable investments - 265 (342) - 63 - (342) (115,607) (115,943) Charge in fair value of interest rate swaps Nonhedgmg ------(35,868) - (35,868) Hedging ------(67,932) - (67,932) Funds utilized for property and equipment 9,642 93,003 77 1,423 303 - - - 104,645 Other (1,429) 1,696 - - - - (4) - 263 Charge in funded status of defined benefit plans (80,499) (155 483) (4,453) (273) 32 - (3,463) - (244,139) Transfers from (to) affiliates (23,079) (40,389) 10,979 (5032) 58,621 (1,300) Change in unrestricted not assets (23,814) 60,600 (19,725) 9,307 45,285 3,121 (92,367) (62,723) (59,315) Net assets at September 30, 2011 $ 1,282,262 $ 3,141,568 $ (36,840) $ 274,719 $ 177,523 $ 39,145 $ (139,090) $ (407,431) $ 4331,876 Temporarily restricted Net assets at September 30, 2010 $ 149,106 $ 700,147 $ 22,706 $ 34,767 $ 11,250 $ $ 86 $ 193,636) $ 824,425 Increases (decreases) Income ( loss)from investments (3,550) (15,433) (399) (827) 123 - (107) 13,703 (6,490) Gifts and other 1,000 50 166 (509) (726) 920 - 14,477 - 65,326 Change in net unrealized appreciation on marketable investments - (158) - - - - - (20,530 ) (20688) Funds utilized for property and equipment - (75.406) - (1,421) - - - - (76,827) Other (1,949) (1,949) Change in temporarily restricted net assets (2,550) (42,780 ) (908) (2,976) 1 043 14,370 (6,827) (40 628) Net assets at September 30, 2011 $ 148,556 $ 657,367 $ 21,796 $ 31,791 S 12293 $ $ 14,456 $ (100,463) $ 783,798 Permanently restricted Net assets at September 30, 2010 $ 52,907 $ 229,690 S 15,978 $ 10,011 S 1,155 6 $ 1,150 $ $ 310,891 Increases (decreases) Income (loss) from investments 1 413 35 - - - - - 449 Gifts and other 9,203 11,390 105 3,333 10 - - - 24,041 Change in net unrealized appreciation on marketable investments - (170) 1 021 - - - - - 851 Other 1,429 252 1,681 Change in permanently restricted net assets 10,633 11,885 1,161 3,333 10 27,022 Net assets at September 30, 2011 $ 63,540 $ 241,575 3 17139 $ 13,344 $ 1 165 5 - $ 1,150 $ - $ 337,913

51 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year Ended September 30, 2010

EWIF MGH NSMC NWHCS PCC and and and and and (dollars rn thousands) Affiliates Affihates Affiliates Affiliates Affiliates PCHI PHS Eliminations Consolidated

Unrestricted Net assets at October 1, 2009 5 1151,581 $ 2650,369 $ (7236) $ 247939 $ 60,056 $ 33 ,488 $ (72,984) $ (217422 ) $ 3,846,791 Increases (decreases) Income (lass) from operations 125,671 191,307 (12580) 19,195 (8,314) 2,411 16,447 (141,457) 194,680 Income (loss) from investments 62,130 171,623 4,617 15 ,666 2 ,001 125 35 996 (182,417) 109 941 Gifts and other, net of fundraising and other expenses (12,782) (14,479) (511) (1,252) (2,582 ) - (2,998) (3 381) (37 985) Academic and research gifts, net of expenses 25,696 15 627 743 3,196 939 - (3,536) (1,125) 42539 System development funding (45,661 ) ( 58,810 ) (10,541) (8,897) (5,826) - (14,000) 144,735 - Change in net unrealized appreciation on marketable investments - 344 (24) - - 1 865 56 ,360 58,545 Change in fair value of interest rate swaps Nonhedgmg ------(40,690) - (40,690) Hedging ------(45,820) - (45820) Funds utilized for property and ehulpment 13,053 57638 1.840 2 ,878 11 - - - 75420 Net assets acquired through merger - 193,818 ------193,818 Other 3,189 1,515 - - 707 - - 5,412 Change in funded status of defined bereft plans 46,481 ( 60,596 ) (871) (55) 34 - 4,547 - (10,460) Transfers from (to) affiliates (52,262) (68,369 ) 7,448 (13,458) 82,211 74,450 Change in unrestrIcted not assets 154,515 410,599 (9879) 17,473 71,181 2,535 26,251 (127256) 545400 Net assets at September 30, 2010 $ 1,306,095 $ 3, 060,958 5 (17,115) $ 265,4 1 2 5 131,237 5 36,024 $ (46, 723) S (344,708) $ 4, 391,19 1 Temporarily restricted Net assets at October 1, 2009 $ 148,847 $ 576312 $ 21 ,444 $ 33,883 S 9,476 S $ 294 S (60328) $ 829.928

Increases (decreases) Income (loss) from investments 6 691 31,388 1,400 2,605 443 - - (37,727) 4,800 Gifts and other (6,708) 30,321 57 (1,721) 1,909 - ( 208) - 23,652 Change in net unrealized appreciation on marketable investments 1,953 - - - - - 4,419 6 372 Punds utllIzed for property and equipment - (38,553) (195) - - - - - (38,848) Other 274 (1 174) (578) - - (1,478) Change in temporarily restricted net assets 259 23,835 1,262 884 1,774 - (208) (33,308) (5,502) Net assets at September 30, 2010 $ 149,106 $ 700,147 $ 22,706 $ 34,767 $ 11,250 $ - 5 86 $ (93,636) 5 824,426 Permanently restricted Net assets at October 1, 2089 5 48441 $ 222,852 $ 15,816 $ 9,486 $ 1,149 $ $ 1,150 $ $ 298,894 increases (decreases) Income (loss) from investments - 348 (69 ) - - - - - 279 Gifts and other 7,279 7,041 52 525 6 - - - 14,903 Change in net unrealized appreciation on marketable investments - 185 179 - - - - - 364 Other (2,813) (736) - (3,549) Change in permanently restricted net assets 4456 6,838 162 525 6 11,997 Net assets at September 30, 2010 $ 52,9 07 $ 229,690 $ 15,978 $ 10,011 $ 1,155 $ - $ 1,150 $ - $ 31 0, 891

52 Partners Healthcare System, Inc, and Affiliates Ccnsakdating Balance Sheets Sep'- -"er 311, 2011 sands)

CONSOLIDATED PHS INVESTMENT WITH INVESTMENT BWlF MGH NSMC NWHCS PCC PCHL PHS ELMS CONSOLIDATED EUM3 EUM5

ASSETS

Current assets Cash and equivalents 155,239 136 002 19 , 600 37 824 16,070 35 , 716 38 ,086 439637 - 439,537 Investritenis 387,440 807790 79 116.645 20011 ( 11,071 ) 168.907 - 1 ,489,801 ( 233,544 ) 1,256,257, Collateral held undersecurAres lending arrangements ------157,872 - 157,872 - 157,872 Current portion of investments limited as to use 244 , 960 417 ,324 24855 91,805 12,309 67,214 451,161 - 1,309,528 - 1,309,628 Patient contorts receivable , net of allowances for bad dabls 265,652 328 ,574 46 979 37,484 45,472 4,916 - - 729 , 076 - 729,076 Due from affiliates - - 160 - - 133 , 700 (133,860) - - - Peseamh grants receivable 56236 69 , 837 - - 1 ,137 - - - 127,21C - 127,210 Other current assets 99 ,768 122,021 8,975 9 969 4 , 774 8 ,262 50,013 (27,334) 276,449 - 276,449 Peceivabiefor sel0emeritswith third-party payers 8,068 19 ,289 4 ,774 1732 1,774 - - (258) 33 ,379 - 33,379 Current portion of notes recerveble from affiliates 144 16 143 ,474 (1143,634) Total carrentassets 1,216,507 1,900 ,853 105 , 263 295 , 519 101,547 105 , 036 1,143,213 (305,086 ) 4,562,952 (233,544) 4,329,408 investments limited as to use, less current portion 523 , 738 1,516,377 16 315 19,027 13 ,727 926 191 ,923 - 2 ,282,533 (205,430 ) 2,077,463 Lang-term investments 155232 685 ,547 37574 51,015 1 ,978 - 1 , 932 - 934 ,278 (100,463) 833815 Pledges receivable, net and contributions receivable from trusts, less current portion 32999 155,210 1,507 3074 1 ,054 15 , 413 - 209,257 - 209,257 Interest in the net assets of affiliate ------Property and equipment, net - 1,067 ,312 2,036 275 130,568 160 677 176,935 14 ,371 338,299 - 3,944,757 - 3,944,757 Other assets 8,398 5 , 512 4,956 2 141 1,161 9 ,496 78,639 - 110, 503 - 110,503 Notes receivable from affiliates, less current portion 1 , 405 457 1 ,614,693 ( 1,816,556)

Total assets 3,005,592 6 301 231 296 563 552 353 296402 129,828 3 ,584,3 12 (2,121,642 ) 12 044 580 (539 ,437) 11 505 143

LIABILITIES AND NET ASSETS

Current Liabilities Current porbcn of lcng-firm obligations 283 1,128 - - (81) 562 293 , 578 (651 ) 294,829 - 294,629 Current portion of notes payable to affiliates 36 .606 45,062 45 , 074 9 431 7 ,450 - - (143,623) - - - Accounts payable and accrued expenses 110,681 93 , 104 8,790 18 452 10,057 76,781 257,317 (25,353) 548,829 - 548,829 Accrued compensation and benefits 173,127 213 ,876 37 104 23 079 26,642 5,773 75, 935 - 555,536 - 555,536 Collateral due under securities lending arrangements ------157,872 - 157, 872 - 157,872 Current portion of accrual for settlements with third-party payers 33,684 43 ,250 11 ,717 6 098 4896 - (5565) - 93,990 - 93,990 Unexpended funds on research grants 66 , 122 91 , 929 - 346 845 - 635 - 161 ,777 - 161,777 Due to affillales 52,09' 54 , 443 2 703 8 437 10 706 6 , 478 (134,858) Total current liabilWes 474594 542 , 712 105 388 65 843 60 515 69 594 779.672 ( 305 485) 1 ,812 ,533 1 812 , 833

Other liabilities Accrual for settlements with third- party payers , less current parties 2 .290 2 , 114 557 1 249 162 - - - 5,382 - 6 382 Accrued professional liability 31,362 37,807 6,460 5279 - - - - 80 , 908 - 80,906 Accrued employee benefits 321 , 968 853 ,768 26 784 1 623 2,649 926 33 , 844 - 1,241,562 - 1,241,562 i merest rateswepsllabiiity - - - - - 375,202 - 375,202 - 375,202 Accrued other 5,704 29 ,641 2433 1,067 1 1 189 155, 847 195 , 681 195881 361 324 923 , 330 3624.4 9 218 4 , 000 926 564, 893 1,699 935 1,899 935 Long-terns obligations , less current portion 751 921 - - 3070 164 2,363 , 231 651 2368 , 788 (30000) 2338788 Notes payable to affiliates , less current portion 676 545 793 , 758 1S2 774 1 57 ,436 57 ,836 - (1 , 8r8,351y Total liabilities 1 513,214 2,260,721 294 406 232 499 105 421 90 , 684 3,707,796 (2, 123,185 ) 6,081,556 00 (m) 6 .051 .556

Net assets Unrestricted 1,282,262 3,141,568 ( 35,840 ) 274719 177, 523 39 , 145 (139,090) 1,543 4,740,850 (408,974 ) 4,331,876 Temporarily restricted 146556 657 , 367 21,796 31791 12,293 - 14 , 456 - 884 ,261 (100 ,453) 783,798 Permanentlyrestncted 63,540 241575 17139 13,344 1,165 - 1,150 337 , 913 337 , 913

Total net assets 1,492 378 4 ,040 , 510 2 097 319,854 190 981 39 145 (123,484) 1,543 5 , 953,024 ( 509,437 ) 5 ,453 , 597

Total liabilities and net assets 3,005 , 592 6301 , 231 296 503 5 52 , 35 3 296 ,4 0 2 1 2 9,629 3594. 312 (2 , 121,642) 12,044 , 580 539437) 11,506,143

Note Certain amounts have been rounded to the nearest thousand

Page Partners HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2011 ((n Thousands)

TOTAL BWF? BW1F BWPO BRF BSC SLIMS BRIGHAM

ASSETS

Current assets Cash and eq,etvalents 75,687 10 ,394 66,357 - 21 - 152,459 Investments - 180,109 207,102 - - - 387,211 Collateral held under securities lending arrangements Current portion of investments limited as to use 68,871 139 , 164 36 , 925 - - - 244,960 Patient accounts receivable, net of allowances for bad debts 207,756 - 40 ,470 - - - 248,226 Due from affiliates Research grants receivable 58,238 - (2,002) - - - 56,236 Other current assets 75,919 - 18, 412 - - - 94,331 Receivable for settlements wdh third-party payers 2,846 - 2, 749 - - - 5,595 Current portion of notes receivable from affiliates 12 (12) Total current assets 489,329 329 , 667 370,013 - 21 (12) 1.189,018

Investments limited as to use, less current portion 19,577 459,689 44,472 - - - 523,738 Long-term investments 147,714 5,259 83 - - - 153,056 Pledges receivable, net and contributions receivable from trusts, less current portion 32,820 - - - - - 32,820 Interest in the net assets of affiliate Property and equipment, net 986,665 6 , 150 8,187 5 , 250 - - 1,006,252 Other assets 4,690 - 3,686 - - - 8,376 Notes receivable from affiliates, less current portion 404 - - 404 -

Total assets 1,681,199 800,765 426,441 5,250 21 (416) 2,913,260

LIABILITIES AND NET ASSETS

Current liabilities Current portion of long-term obligations Current portion of notes payable to affiliates 34,040 - 12 - - (12) 34,040 Accounts payable and accrued expenses 77,822 9,018 16,886 - - - 103,726 Accrued compensation and benefits 111,113 640 50,885 - 15 - 162,653 Collateral due under securities lending arrangements Current portion of accrual for settlements with third-party payers 25,080 - 5,645 - - - 30,725 Unexpended funds on research grants 68,122 - - - - - 68,122 Due to affiliates 32.784 6,468 8,686 5 47,943 Total current liab(iNies 348,961 16,126 82,114 20 (12) 447.209

Other liabilities Accrual for settlements with third-party payers, less current portion 118 - - - - - 118 Accrued professional liability 17,158 - 13,312 - - - 30,470 Accrued employee benefits 276,746 - 42,655 - - - 321,401 Interest rate swaps Lability Accrued other 3,149 1,120 4,269 299,171 1,120 55,967 356,258 Long-term obligations, less current portion Notes payable to affiliates, less current portion 656,946 531 (404) 657,073 Total liabilities 1,305,078 17,246 138,612 20 (416) 1,460,540

Net assets Unrestricted 172,780 779,759 287,829 5,250 1 - 1,245,619 Temporarily restricted 141,543 3,760 - - - 145,303 Permanently restricted 61.798 - - - - - 61.798

Total net assets 376,121 783,519 287,829 5,250 1 1,452,720

Total liabilities and net assets 1,681,199 800,765 426,44 1 5,250 21 (416) 2,913,260

Note Certain amounts have been rounded to the nearest thousand Page 2 Partners HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2011 (In Thousands)

WEST ROX BREAST Total TOTAL TOTAL FH MED GRP CTR FCMC FCP SLIMS FH BWfF

ASSETS

Current assets Cash and equivalents 3718 - 62 - 62 - 3,780 156,239 Investments 229 - - - - - 229 367,440 Collateral held under securities lending arrangements Current portion of investments limited as to use ------244,960 Patient accounts receivable , net of allowances for bad debts 17,390 - 36 - 36 - 17,426 265,652 Due from affiliates Research grants receivable - - - 56,236 Other current assets 5,437 - - - - - 5,437 99,768 Receivable for settlements with third-party payers 473 - - - - - 473 6,068 Current portion of notes receivable from affiliates 144 - 144 144 Total current assets 27,391 - 98 - 98 - 27,489 1,216,507

Investments limited as to use, less current portion - 523,738 Long-term investments 2,176 - - - - - 2,176 155,232 Pledges receivable, net and contributions receivable from trusts, less current portion 179 - - - - - 179 32,999 Interest in the net assets of affiliate Property and equipment, net 61,060 - - - - 61,060 1,067,312 Other assets 22 - - - - - 22 8,398 Notes receivable from affiliates, less current portion 1,406 1,406 1,406

Total assets 92,234 98 98 92,332 3,005,592

LIABILITIES AND NET ASSETS

Current liabilities Current portion of long-term obligations 283 - - - - 283 283 Current portion of notes payable to affiliates 2,566 - - - - - 2,566 36,606 Accounts payaole and accrued expenses 6,935 20 - 20 - 6,955 110,681 Accrued compensation and benefits 10,382 - 92 - 92 - 10,474 173,127 Collateral due under securities lending arrangements Current portion of accrual for settlements with third-party payers 2,959 - - - - - 2,959 33,684 Unexpended funds on research grants 68,122 Due to affiliates 4,082 66 66 4,148 52,091 Total current liabilities 27,207 176 178 27 ,385 474,594

Other liabilities Accrual for settlements with third-party payers, less current portion 2,172 - - - - - 2 ,172 2,290 Accrued professional liability 892 - - - - - 892 31,362 Accrued employee benefits 567 - - - - - 567 321,968 Interest rate swaps liability Accrued other

Long-term obligations, less current portion Notes payable to affiliates, less current portion Total liabilities

Net assets Unrestncted 36,743 - (80) - (80) - 36,663 1,282,282 Temporarily restricted 1,253 - - - - - 1,253 146,556 Permanently restricted 1,742 1,742 63,540

Total net assets 39 , 738 - (80) (80) 39,658 1,492,378

Total liabilities and net assets 92,234 98 98 92,332 3,005,592

Note: Certain amounts have been rounded to the nearest thousand Page 3 Partners HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2011 (in Thousands)

TOTAL GH MVH NKT MCLEAN MGPO MGH MHC [HP HSC ELIMS MGH

ASSETS

Current assets 1,251 1,075 - 136,002 Cash and equivalents 66,602 8,182 (3,275) 5,824 51,370 4,265 708 2,242 - 807,790 Investments 200 - - - 288,911 497,746 4,870 13,821 Collateral held under securities lending arrangements 615 - - 417,324 Current portion of investments limited as to use 86,267 - - 3,505 28,798 288,418 7,721 Patient accounts receivable, net of allowances for bad debts 252,366 10,106 3,438 9,652 53,012 - - - - - 328,574 Due from affiliates - - - 5,272 403 - - 574 - (6,249) - Research grants receivable 68,697 - - 1,248 - (108) - - - - 69,837 Other current assets 68,193 2,948 1,898 2,756 14,756 30,474 - 1,211 35 (250) 122,021 - 19,289 Receivable for settlements with third-party payers 10,506 - - 2,324 6,459 - - - - (2,118) 16 Current portion of notes receivable from affiliates - - 2,134 17,472 3,352 (8,617) 1,900,853 Total current assets 554,831 21,236 2,061 30,581 443,709 822,929 13,299 (688) 1,516,377 Investments limited as to use, less current portion 70,626 15,127 5,977 1,067 38,707 1,354,643 29,842 1,076 - 4,124 - (3,612) 686,547 Long-term investments 10,927 7,031 24,496 499 - 640,150 2,932 Pledges receivable, net and contributions receivable from trusts, 155,210 less current portion 42,815 148 667 315 - 103,415 - 7,650 - - 19,014 - (737,960) - Interest in the net assets of affiliate 649,660 - 69,286 - - - 22,254 - - 2,036.275 Property and equipment, net 1,613,391 64,114 18,152 57,631 15,784 244,949 - Other assets 40 189 - 684 1,138 - 299 3,461 (299) 5,512 (5,356) 457 Notes receivable from affiliates, less current portion 127 5 . 686

Total assets 2,942,250 107,696 51,742 159.379 499,011 3,172,910 46,073 71,889 6,813 56,532 6,301,231

LIABILITIES AND NET ASSETS

Current liabilities - 1,138 Current portion of long-term obligations 774 98 64 202 - - - - - 969 - (2,118) 45,062 Current portion of notes payable to affiliates 24,652 240 5,878 3,348 - 12,093 - (1) (818) 93,104 Accounts payable and accrued expenses 36,724 5,168 4,238 2,800 5,975 31,525 461 7,032 - 213,876 Accrued compensation and benefits 157,052 1,905 1,937 6,611 43,476 895 - - - Collateral due under securities lending arrangements 43,260 Current portion of accrual for settlements with thtrd-party payers 21,995 4,485 237 1.247 15,296 - - - - - 91,829 Unexpended funds on research grants 88,267 - •• 3,490 - - - 72 - - 484 (5.431) 54,443 Due to affiliates 36 , 504 16 . 032 6,854 - 483 8,367 542,712 Total current liabilities 365,968 11,896 12.354 19,698 64,747 60,545 7,315 8.073

Other liabilities 2,114 Accrual for settlements with third-party payers, less current portion 2,114 ------37,807 Accrued professional liability 21,427 - - 660 15,520 - - - - - 853,768 Accrued employee benefits 122,217 1 ,023 - 696 47 , 847 681,985 - - - - Interest rate swaps liability Accrued other

Long-term obligations, less current portion Notes payable to affiliates, less current portion Total liabilities

Net assets 23,660 6,330 (18,107) 3,141,568 Unrestricted 1,165,072 85,161 8,958 65,980 370,823 1,377,665 35,826 - (514,155) 657,367 Temporarily restricted 567,991 1,005 4,671 30,964 - 553,262 2,932 10,697 (210,423) 241,575 Permanently restricted 173,613 6,371 21,341 30 127 - 210 , 029 - 10.517

38,758 45,074 6,330 742,685 4,040,510 Total net assets 1,926,676 92,537 34,970 127,071 370,823 2,140,956 6.813 6,301,231 Total liabilities and net assets 2,942,250 107 , 696 51,742 159,379 499,011 3,172,910 46,073 71,889 (756,532)

Note: Certain amounts have been rounded to the nearest thousand Page 4 Partners HealthCare System, Inc and Affiliates Consolidating Balance Sheets September 30, 2011 (In Thousands)

Total NSMC NSPG NSFND Films NSIVIC

ASSETS

Current assets Cash and equivalents 9,535 5,229 4,836 - 19,600 Investments - (788) 867 - 79 Collateral held under securities lending arrangements Current portion of investments limited as to use - 958 23,897 - 24,855 Patient accounts receivable , net of allowances for bad debts 39,187 7.792 - 46,979 Due from affiliates 65,185 - - (65,185) - Research grants receivable Other current assets 5,863 3,113 - - 8,976 Receivable for settlements with third-party payers 4,248 526 - - 4,774 Current portion of notes receivable from affiliates Total current assets 124,018 16,830 29,600 (65,185) 105,263

Investments limited as to use, less current portion 1,030 1, 569 13,716 - 16,315 Long-term investments 37,574 - - - 37,574 Pledges receivable, net and contributions receivable from trusts, less current portion 1,507 - - - 1,507 Interest in the net assets of affiliate Property and equipment, net 126,461 4,427 - - 130,888 Other assets 4,812 144 - - 4,956 Notes receivable from affiliates, less current portion

Total assets 295,402 22,970 43 ,316 (65 ,185) 296,503

LIABILITIES AND NET ASSETS

Current liabilities Current portion of long-term obligations Current portion of notes payable to affiliates 45,074 - - - 45,074 Accounts payable and accrued expenses 5,762 1,509 1,519 - 8,790 Accrued compensation and benefits 31,060 6,044 - - 37,104 Collateral due under securities lending arrangements Current portion of accrual for settlements with third-party payers 9,891 1,826 - 11,717 Unexpended funds on research grants Due to affiliates - 2 , 513 65,375 (65,185) 2,703 Total current liabilities 91,787 11,892 66.894 65,185 105,388

Other liabilities Accrual for settlements with third-party payers, less current portion 567 - - - 567 Accrued professional liability 2,055 4,405 - - 6,460 Accrued employee benefits 25,215 1,569 - - 26,784 Interest rate swaps liability Accrued other 2,433 2,433 30,270 5,974 - 36,244 Lang-term obligations , less current portion Notes payable to affiliates , less current portion 152,774 152,774 Total liabilities 274,831 17,8676 66,894 (65,165) 294,406

Net assets Unrestricted (18,366) 5,104 (23,578) - (36,840) Temporarily restricted 21,798 - - - 21,798 Permanently restricted 17,139 17,139

Total net assets 20.571 5,104 (23,578) - 2,097

296,503 Total liabilities and net assets 295,402 22,970 43, 316 65,185

Note. Certain amounts have been rounded to the nearest thousand. Page 5 Partner; HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2011 (in Thousands)

Total TOTAL NWH 'VMDO NWAS Network NWHCS NWCF ELIMS NWHCS

ASSETS

Current assets Cash and equivalents 25,744 9,200 1,185 10,385 - 1,695 - 37,824 Investments 5,858 - - - 110,787 - - 116,645 Collateral held under seventies lending arrangements Current portion of investments limited as to use 346 - - 91,459 - - 91,805 Patient accounts receivable, net of allowances for bad debts 34,506 - 2,978 2,978 - - - 37,484 Due from affiliates - - - - 3,361 - (3,201) 160 Research grants receivable Other current assets 7,656 286 231 517 - 1,796 - 9,969 Receivable for settlements with third-party payers 1,191 - 541 541 - - - 1,732 Current portion of notes receivable from affiliates Total current assets 75,301 9,486 4,935 14,421 205,607 3,491 (3,201) 295,619

Investments limited as to use, less current portion (192) - - - 10,104 9,915 - 19,827 Long-term Investments 44,061 - - - - 6,954 - 51,015 Pledges receivable, net and contributions receivable from trusts, less current portion - - - - - 3,074 - 3,074 Interest in the net assets of affiliate 23,322 - - - - - (23,322) - Property and equipment, net 180,612 - - - - 65 - 180,677 Other assets 2,141 ------2,141 Notes receivable from affiliates, less current portion

Total assets 325,245 9,486 4,935 14,421 215,711 23 ,499 (26,523) 552,353

LIABILITIES AND NET ASSETS

Current liabilities Current portion of long-term obligations Current portion of notes payable to affiliates 9,431 - - - - - 9,431 Accounts payable and accrued expenses 9,378 6,858 746 7,604 1,400 70 - 18,452 Accrued compensation and benefits 22,605 16 432 448 - 26 - 23,079 Collateral due under securities lending arrangements Current portion of accrual for settlements with third-party payers 5,992 - 106 106 - - - 6,098 Unexpended funds on research grants 346 ------346 Due to affiliates 7, 869 480 2, 990 3,430 339 (3,201) 8,437 Total current liabilities 55,621 7,354 4,234 11,588 1,400 435 (3,201) 65,843

Other liabilities Accrual for settlements with third-party payers, less current portion 1,249 ------1,249 Accrued professional liability 5,279 ------5,279 Accrued employee benefits 1,623 ------1,623 Interest rate swaps liability Accrued other 1,054 13 13 - - - 1,067 9,205 is - 13 9,218 Long-term obligations, less current portion Notes payable to affiliates, less current portion 157,438 - 157,438 Total liabilities 222,264 7 , 367 4,234 11,601 1,400 435 (3,201) 232,499

Net assets Unrestricted 58,079 2,119 701 2,820 214,311 10,319 (10,810) 274,719 Temporarily restricted 31,559 - - - 7,399 (7,167) 31,791 Permanently restricted 13,343 5,346 5,345 13,344

Total net assets 102 . 981 2 . 119 701 2,820 214,311 23,064 (23.322) 319,854

Total liabilities and net assets 325,245 9,486 4,935 14,421 215,711 23,499 (26,523) 552,353

Note Certain amounts have been rounded to the nearest thousand. Page 6 Partners HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2011 (In Thousands)

TOTAL PCC SRF I SCC SNS SHC PHH SNF ELIMS PCC

ASSETS

Current assets Cash and equivalents 1,453 6,964 1,159 736 2,439 1,307 2,012 16,070 Investments 2C,943 2 - - - (66) (868) - 20,011 Collateral held under securities lending arrangements Current portion of investments limited as to use 10,599 845 - - - - 865 12,309 Patient accounts receivable, net of allowances for bad debts - 13,980 4,434 6,289 8,040 8,443 4,286 - 45,472 Due from affiliates 437 ------(437) - Research grants receivable - 1,137 ------1,137 Other current assets 2,745 345 171 925 468 120 - 4,774 Receivable for settlements with third-party payers 1,350 - 330 - 94 - - 1,774 Current portion of notes receivable from affiliates Total current assets 33,432 27,023 5,938 7,526 11,404 10,246 6,415 (437) 101,547

Investments limited as to use, less current portion 12,328 528 818 - (19) 68 4 - 13,727 Long-term investments 1,095 37 36 810 - - 1,975 Pledges receivable, net and contributions receivable from trusts, less current portion 1,019 26 - - 9 - - 1,054 Interest in the net assets of affiliate Property and equipment, net 414 125,417 6,636 5,447 30,389 1,878 6,754 - 176,935 Other assets 1,237 - - - - 1,147 14 (1,237) 1,161 Notes receivable from affiliates, less current portion

Total assets 47,411 153,987 14,51 3 13,010 4 1,810 14, 156 1 3,187 (1,674) 296,402

LIABILITIES AND NET ASSETS

Current liabilities Current portion of long-term obligations (81) ------(81) Current portion of notes payable to affiliates 1,070 4,408 644 463 - 75 790 - 7,450 Accounts payable and accrued expenses 1,264 5,008 350 423 1 ,685 616 650 61 10,057 Accrued compensation and benefits 884 13,494 1,575 2 ,878 923 5 ,237 1, 651 - 26,642 Collateral due under securities lending arrangements Current portion of accrual for settlements with third-party payers 664 1,162 372 1,613 807 - 278 - 4,896 Unexpended funds on research grants - 845 ------845 Due to affiliates 4041 637 1,010 3, 128 1,378 1,010 (498) 10,706 Total current liabilities 3,882 28 ,877 3 578 6,387 6,543 7,306 41379 (437) 60,515

Other liabilities Accrual for settlements with third-party payers, less current portion 162 - - - - 162 Accrued professional liability Accrued employee benefits 1,831 818 2,649 Interest rate swaps liability Accrued other

Long-term obligations, less current portion Notes payable to affiliates, less current portion Total liabilities

Net assets Unrestricted 41,309 92 ,938 (1 ,489) 4,702 34,441 5,948 911 (1,237) 177,523 Temporarily restncted - 10,992 1,070 14 84 133 - - 12,293 Permanently restricted - 316 62 25 762 1,165

Total net assets 41,309 104,246 (357) 4,741 34,525 6,843 911 (1,237) 190,981

Total liabilities and net assets 47,411 153,987 14,513 13,010 41 ,810 14 ,158 13, 187 (1,674) 296,402

Note Certain amounts have been rounded to the nearest thousand, Page 7 Partners HealthCare System, Inc. and Affiliates Consolidating Balance Sheets September 30, 2011 (In Thousands) PHS CONSOLIDATED PHS INVESTMENT WITH INVESTMENT PCHI PHS ELIMS CONSOLIDATED ELIMS ELIMS

ASSETS

Current assets 439,537 equivalents 35,716 38,086 - 439,537 - Cash and 1,256,257 Investments (11,071) 168,907 - 1,489,801 (233,544) 157,872 Collateral held under securities lending arrangements - 157,872 - 157,872 - 1,309,628 Current portion of investments limited as to use 67,214 451,161 - 1,309,628 - 729,076 Patient accounts receivable , net of allowances for bad debts 4,915 - - 729,076 - Due from affiliates - 133,700 (133,860) - - - 127,210 Research grants receivable - - - 127,210 - 276,449 Other current assets 8,262 50,013 (27,334) 276,449 - 33,379 Receivable for settlements with third-party payers - - (258) 33,379 - Current portion of notes receivable from affiliates 143,474 143,634 - - 4,329,408 Total current assets 105,036 1,143,213 (305,086) 4,562,952 (233,544)

Investments limited as to use, less current portion 926 191,923 - 2,282,833 (205,430) 2,077,403 833,815 Long-term investments - 1,932 - 934,278 (100,463) Pledges receivable, net and contributions receivable from trusts, 209,257 less current portion 15,413 - 209,257 - Interest in the net assets of affiliate 3,944,757 Property and equipment, net 14,371 338,299 - 3,944,757 - 110,503 Other assets 9,496 78,839 - 110,503 Notes receivable from affiliates, less current portion 1,814,693 (1,816,556 -

Total assets 129,829 3,584,312 (2,121,642) 12,044,58 0 (539,437) 11,505,143

LIABILITIES AND NET ASSETS

Current liabilities 294,829 Current portion of long-term obligations 562 293,578 (651) 294, 829 - Current portion of notes payable to affiliates - - (143,623) - - - 548,829 Accounts payable and accrued expenses 76,781 257,317 (26,353) 548, 829 - Accrued compensation and benefits 5,773 75, 935 - 555 , 536 - 555,536 Collateral due under securities lending arrangements - 157,872 - 157,872 - 157,872 Current portion of accrual for settlements with third-party payers (5,665) - 93,990 - 93,990 Unexpended funds on research grants 635 - 161,777 - 161,777 Due to affiliates 6478 (134,858) - - Total current liabilities 89,594 779,672 (305,465) 1,812.833 1,812,833

Other liabilities Accrual for settlements with third-party payers, less current portion 6,382 - 6,382 80,908 Accrued professional liability - - 80,908 - 1,241,562 Accrued employee benefits 926 33,844 - 1,241,562 - Interest rate swaps liability - 375,202 - 375,202 - 375,202 Accrued other

Long-term obligations , less current portion Notes payable to affiliates, less current portion Total liabilities

Net assets 4,331,876 Unrestricted 39,145 ( 139,090) 1,543 4,740 ,850 (408,974) 783,798 Temporarily restricted 14,456 - $84,261 (100,463 ) 337,913 Permanently restricted 1.150 337,913

Total net assets 39,145 (123,484) 1543 5963, 024 (509 ,437) 51 453,587

(539,437) 11,505, 143 Total liabilities and net assets 129,829 3 , 584 312 (2,121 , 642) 12 , 044,580

Note Certain amounts have been rounded to the nearest thousand Page 8 Partners HeatthCare System Inc and Affiliates Consolidating `. "• ents of OperatIOns Sep (0, 2011 {I v nds) PH5 CONSOUDATED PHS INVESTMENT WITH INVESTMENT £LIM SW1F hLGH NSMC NWHCS PCC PCHi PHS ELIMS CONSOLIDAIEQ ELIMS

Operating revenue 27,839 (19,927) 6,342273 _ 6,342,273 Net patient service revenue , net of provision for bad debts 2,203 589 2,845,069 481 206 399,950 351,065 53,470 3 ,090 - 1 ,175,648 1,175,648 Direct academic and research reven4e 510,270 654,537 1 404 1,288 4,959 - 463 507 - 355,953 - 355,953 Indirect academic and research revenue 148,649 205 214 - 120 1 4,731 171,423 672,247 (552,5701 607,826 (488) 507,338 Other revenue 128 828 247 , 1154 20 731 15 272 224893 703,583 (672497) 8,481,600 (488) 8481112 Total operating revenue 2991336 3,961 904 503343 418,540 352,278

Operating expenses 261,207 123,331 367 538 5,623 4629,275 4629275 Employee Compensation and benefits 1,394,708 1,928 165 314,772 233 931 90619 92,972 178,659 (445,511) 1,964,080 1564000 Supplies and other expensesi 806,402 935484 17-1,715 126,740 3,090 - 1,175,648 - 1,176 548 Direct academic and research expenses 510,270 654,537 1 404 1 .288 4.959 5,439 39,211 - 397,199 - 397 199 Depreciation and amortization 123,965 175435 20 508 25 ,724 6 917 764 127 81 843 (66461 ) 82,193 821193 Interest 27,591 22,378 8 457 1 507349 8.2482S.5 - 8 ,248 , 295 Total operating expenses 2 862 936 3 , 715 , 999 522 , 856 396,7778'494 365 466 221 869 670 , 341

P .248) 3 024 33 342 ( 165 , 14-8) 233 , 305 488 232 617 Income ( loss) from operations 128 400 235 985 1 19,513 j 20 463

Nonoperating gains (expenses} 97 5,700 8,013 (33,459) 66,971 33,512 Income (foss) from inveatmenla (13,159) (38,562) 1,639 2438 375 (35.568) - (35,868) (35,858) Change in tairvaiue of nonhedging interest rate swaps ------219) - (8 ,838) 1 , 706 (39 ,545) - (39.545) Gifts and other, not of f4ndraising and other expenses (74,303) (12378) (718) (2. 797) (2, - 338 (7, 274) 86 ,471 (13 , 599) 72,872 Academic and research gifts net of expenses 23,451 62,205 3 772 3,3 00 679 - (14000) 162,701 - - System development funding 53036) (65,7621 (11165) (10215) (8520) 57 (52668) 165,148 (22,401) 53,372 30,971 Total nunaperatmggains (expenses ), net (57.049) (54,49 (6473) ('274) (9685)

(12,933) 3121 (19,326) - 210,904 52,884 263,788 Excess ( deficit) of revenues over expenses 71 351 161 488 .25986) 13 169

Other changes in net assets - (342) - (336) (115,607) (115,943) Change in net unrealized appreciator or marletahle investments - 285 (342) - 63 (67 932) - (67.932) (67,932) Change in fair value of hedging interest rate saps ------104 648 104 648 Funds ut[Ilzed for property and equipment 9,642 93.003 77 1 423 303 (1,300) - - - Transfers (to) from affiliates (23,079) (40359) 10,979 (5,032) 58 821 - (4) - 263 - 263 Other (1429) 1696 - - - (3463) (244,139) - (244,1391 Change in funded status of defined benefit plans (80 499) (155,483) 14 453} 273) 32 46 286 3 127 {92,357) 3,408 (62 72.i) (59,315) Increase (decrease) in unrestricted net assets (23614) 80 600 (19 725) 9,307

Note Certain amounts have been rounded to the nearestthousand

page 9 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Operations September 30, 2011 (In Thousands)

TOTAL BWH BW(F BWPO BRF BSC ELIMS BRIGHAM

Operating revenue Net patient service revenue, net of provision for bad debts 1,606,417 - 431,898 - - - 2,038,315 D rect academic and research revenue 509,817 - - - - - 509,817 Indirect academic and research revenue 148,591 - - - - - 148,591 Other revenue 54.474 849 147,812 - 259 (83,710) 119,684 Total operating revenue 2 ,319,299 849 579,710 - 259 (83,710) 2,816,407

Operating expenses Employee compensation and benefits 827,300 - 461,632 - 227 - 1,289,159 Supplies and other expenses 720,068 58 103,951 - 64 (83,701) 740,440 Direct academic and research expenses 509,817 - - - - - 509,817 Depreciation and amortization 111,104 879 2,578 750 - - 115,311 Interest 26,508 - 8 - (9) 26,507 Total operating expenses 2,194,797 937 568,169 750 291 (83,710) 2,681,234

Income ( loss) from operations 124,502 (88) 11,541 (750) (32) 135,173

Nonoperating gains (expenses) Income (loss) from investments (1,401) (16,116) 4,324 - - - (13,193) Change in fair value of nonhedging interest rate swaps ------Gifts and other, net of fundraising and other expenses (1,140) (10,587) (2,571) - - - (14,298) Academic and research gifts, net of expenses - 23,549 - - - - 23,549 System development funding - (53,038) - - - (53,038) Total nonoperating gains ( expenses), net (2,541) (56,192) 1,753 - - (56,980)

Excess (deficit) of revenues over expenses 121,961 (55,280) 13,294 (750) (32) - 78,193

Other changes in net assets: Change in net unrealized appreciation on marketable investments ------Change in fair value of hedging interest rate swaps ------Funds utilized for property and equipment 11,789 (3,038) 23 - - - 8,774 Transfers (to) from affiliates (172,154) 178,273 (22,868) - - - (16,749) Other - (1,429) - - - - (1,429) Change in funded status of defined benefit plans 80,459 - - - - (80,459)

Increase ( decrease ) in unrestricted net assets (118,863) 117,526 (9,551) (750) (32) - ( 1 1 ,670)

Note, Certain amounts have been rounded to the nearest thousand.

Page 10 Partners HealthCare System, Inc and Affiliates Consolidating Statements of Operations September 30, 2011 (In Thousands)

WEST ROX BREAST Total TOTAL TOTAL FH MED -GRP CTR FCMC FCP ELIMS FH BWIF

Operating revenue Net patient service revenue, net of provision for bad debts 164,282 - 992 - 992 165,274 2,203,589 Direct academic and research revenue 453 - - - - 453 510,270 Indirect academic and research revenue 58 - - - - 58 148,649 Other revenue 9,144 - - 9,144 128,828 Total operating revenue 173,937 - 992 - 992 - 174,929 2,991,336

Operating expenses Employee compensation and benefits 104,373 - 1,176 - 1,176 - 105,549 1,394,708 Supplies and other expenses 63,450 1,249 187 1,076 2,512 - 65,962 806,402 Direct academic and research expenses 453 - - - - - 453 510,270 Depreciation and amortization 8,654 - - - - - 8,654 123,965 Interest 1,083 1 1 - 1,084 27,591 Total operating expenses 178,013 11250 1,363 1,076 3,689 - 181,702 2,862,936 income ( loss) from operations (4,076) (1,250) (371) (1,076) (2,697) - (6,773) 128,400

Nonoperating gains (expenses) Income (loss) from investments 34 - - - - 34 (13,159) Change in fair value of nonhedging interest rate swaps ------Gifts and other, net of fundraising and other expenses (5) - - - - - (5) (14,303) Academic and research gifts, net of expenses (98) - - - - - (98) 23,451 System development funding ------(53,038) Total nonoperating gains (expenses ), net 69 - - - (69) 57.049

Excess (deficit) of revenues over expenses (4,145) (1,250) (371) (1,076) (2,697) - (6,842) 71,351

Other changes in net assets: Change in net unrealized appreciation on marketable investments ------Change in fair value of hedging interest rate swaps ------Funds utilized for property and equipment 1,068 - - - - 1,068 9,842 Transfers (to) from affiliates (9,271) 1,469 396 1,076 2,941 - (6,330) (23,079) Other ------(1,429) Change in funded status of defined benefit plans (40) - - - - - (40) X0,499

Increase (decrease ) in unrestricted net assets (12,388) 219 25 - 244 - (12,144) (23,814)

Note Certain amounts have been rounded to the nearest thousand

Page 11 Partners HealthCare System , Inc. and Affiliates Consolidating Statements of Operations September 30, 2011 (In Thousands)

TOTAL GH MVH NKT MCLEAN MGPO MGH MHC [HP HSC ELMS MGH

Operating revenue Net patient service revenue, net of provision for bad debts 2,071,630 59.056 24,399 114,047 575,945 15 - - - (23) 2,845,069 Direct academic and research revenue 617,616 - - 36,921 ------654,537 Indirect academic and research revenue 193,719 - - 11,495 ------205,214 Otherrevenue 96,554 2,445 565 11,624 168,118 44,431 - 27,961 1,006 (105,540) 247,164 Total operating revenue 2 , 979 , 519 61,501 24,964 174,087 744,063 44,446 - 27,961 1,006 (105,563) 3,961,984

Operating expenses Employee compensation and benefits 1,152,704 37,186 16,732 85,699 609,287 8,409 - 18,148 - - 1,928,165 Supplies and other expenses 838,951 19,892 13,645 35,286 111,708 15,530 - 5,628 21 (105,177) 935,484 Direct academic and research expenses 617,616 - - 36,921 - - - - - 654,537 Depreciation and amortization 148,832 4,792 1,622 7,400 3,289 7,828 - 1,672 - - 175,435 Interest 10448 96 519 673 10,888 140 (386) 22,378 Total operating expenses 2 , 768 , 551 61 . 966 32,518 165,979 724,284 42,655 - 25,588 21 (105,563) 3,715,999

Income (loss) from operations 210 , 968 (465) (7,554) 8,108 19,779 1,791 - 2,373 985 - 235,985

Nonoperating gains (expenses) Income (loss) from investments (1,921) 136 (27) (260) 3,741 (41,938) (1,040) 2,959 5 (217) (38,562) Change in fair value of nonhedging interest rate swaps ------Gifts and other, net of fundraising and other expenses 14,866 848 (2,366) (933) (667) (22,427) (1,349) (3501 - (12,378) Academic and research gifts, net of expenses - 3,725 - - 54,257 4,223 - - - 62,205 System development funding - - - - - (62.234) (3,502) (26) - - (65,762) Total nonoperating gains (expenses), net 12,945 984 1,332 (1,193) 3,074 (72,342) (1,668) 2,583 5 (217) (54,497)

Excess (deficit) of revenues over expenses 223,913 519 (6,222) 8,915 22,853 (70,551) (1,666) 4,956 990 (217) 181,488

Other changes in net assets: Change in net unrealizec appreciation on marketaole investments - - - - 208 77 - - - 265 Change in fair value of hedging interest rate swaps ------Funds utilized for property and equipment 28,243 3,004 74 1,109 - 60,859 (286) - - - 93,003 Transfers (to) from affiliates (217,349) - 2 131 (6,786) (1,013) 175,522 6,786 - 320 (40,389) Other (1,384) - - - - 3,080 - - - - 1,696 Change in funded status of defined benefit plans (993) - (435) 250 (148) (154,157) - - - - (155,483)

Increase (decrease) in unrestricted net assets 32,430 3,523 (4452) 1,488 21,900 14,830 4,832 4,956 1,310 (217) 84,600

Note Certain amounts have been rounded to the nearest thousand

Page 12 Partners HealttiCare System, Inc. and Affiliates Consolidating Statements of Operations September 30, 2011 (In Thousands)

Total NSMC NSPG NSFND Elims NSMC

Operating revenue Net patient service revenue, net of provision for bad debts 399,618 81,590 - - 481,208 Direct academic and research revenue 1,404 - - - 1,404 Indirect academic and research revenue Other revenue 7,679 28,045 - (14,993) 20,731 Total operating revenue 408,701 109,635 - (14, 993) 503,343

Operating expenses Employee compensation and benefits 247,479 67,293 - - 314,772 Supplies and other expenses 146,020 46,664 24 (14,993) 177,715 Direct academic and research expenses 1,404 - - - 1,404 Depreciation and amortization 19,816 692 - - 20,508 Interest 8,457 - - 8,457 Total operating expenses 423,176 114,649 24 (14, 993) 522,856

Income (loss) from operations (14,475) (5,014) (24) - (19,513)

Nonoperating gains (expenses) Income (loss) from investments 71 13 1,555 - 1,639 Change in fair value of nonhedging interest rate swaps Gifts and other, net of fundraising and other expenses 243 - (961) - (718) Academic and research gifts, net of expenses 30 - 3,742 - 3,772 System development funding (11,166) - ( 11,166) Total nonoperating gains (expenses), net 344 13 (6,830)_ - (6,473)

Excess (deficit) of revenues over expenses (14,131) (5,001 ) (6,854) - (25,986)

Other changes in net assets Change in net unrealized appreciation on marketable investments 44 (386) - (342) Change in fair value of hedging interest rate swaps Funds utilized for property and equipment 140 - (63) - 77 Transfers (to) from affiliates 16,673 6,306 ( 12,000 ) - 10,979 Other Change in funded status of defined benefit plans 4,453} (4,453)

Increase (decrease) in unrestricted net assets (1, 7 7 1) 1 ,349 (19 1 303) - (19,725)

Note. Certain amounts have been rounded to the nearest thousand-

Page 13 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Operations September30, 2011 (In Thousands)

Total TOTAL NWH NMDO NWAS Network NWHCS NWCF ELUMS NWHCS

Operating revenue Net patient service revenue, net of provision for bad debts 374,266 - 25,697 25,697 - (3) - 399,960 Direct academic and research revenue 961 - - - - 327 - 1,288 Indirect academic and research revenue 120 ------120 Other revenue 10,529 2,292 9,947 12,239 - 804 (8,400) 15,272 Total operating revenue 385,976 2,292 35,644 37,936 - 1,128 (8,400) 416,640

Operating expenses Employee compensation and benefits 205,743 1,539 25,951 27,490 - 698 - 233,931 Supplies and other expenses 126,569 776 9,701 10,477 - 94 (8,400) 128,740 Direct academic and research expenses 961 - - - - 327 - 1,288 Depreciation and amortization 25,711 - - - - 13 - 25,724 Interest 6,494 - - - 6,494 Total operating expenses 365,478 2,315 35,652 37,967 - 1,132 (8,400) 396,177

Income ( loss) from operations 20,498 (23) (8) (31) - (4) 20,463

Nonoperating gains (expenses) Income (loss) from investments 81 6 - 6 2,579 (280) 52 2,438 Change in fair value of nonhedging interest rate swaps ------Gifts and other, net of fundraising and other expenses (1,109) (102) - (102) - (1,537) (49) (2,797) Academic and research gifts, net of expenses - 35 - 35 9,975 3,135 (9,845) 3,300 System development funding 163 - - - (10,297) (81) - (10,215) Total nonoperating gains (expenses), net (865) (61) - (61) 2,257 1,237 (9,842) (7,274)

Excess (deficit) of revenues over expenses 19,633 (84) (8) (92) 2,257 1,233 (9,842) 13,189

Other changes in net assets. Change in net unrealized appreciation on marketable investments ------Change in fair value of hedging interest rate swaps ------Funds utilized for property and equipment 1,655 - - - (74) (158) - 1,423 Transfers (to) from affiliates (31,474) - - - 26,404 38 (5,032) Other - - - - (25) 25 - - Change in funded status of defined benefit plans (273) ------(273)

Increase (decrease) in unrestricted net assets (10,459) ( 84) ( 8) ( 92) 28 , 562 1,138 (9,842) 9,307

Note' Certain amounts have been rounded to the nearest thousand

Page 14 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Operations September 30, 2011 (In Thousands)

TOTAL PCC SRH SCC SNS SHC PHH SNF SLIMS PCC

Operating revenue Net patient service revenue, net of provision for bad debts (664) 96,440 30,230 45,172 65,805 80,915 33,167 - 351,065 Direct academic and research revenue 6 4,530 75 18 31 299 - - 4,959 Indirect academic and research revenue - 1,463 ------1,463 Other revenue 13,250 4,600 359 110 499 341 135 (14,563) 4,731 Total operating revenue 12,592 107,033 30,664 45,300 66,335 81,555 33,302 (14,563) 362,218

Operating expenses Employee compensation and benefits 10,283 67,757 20,072 31,536 40,226 68,918 22,415 - 261,207 Supplies and other expenses 2,851 28,157 91391 16,818 24,531 13,760 9,674 (14,563) 90,619 Direct academic and research expenses 6 4,530 75 18 31 299 - - 4,959 Depreciation and amortization 46 2,904 920 954 703 650 740 - 6,917 Interest 166 716 499 125 5 253 - 1,764 Total operating expenses 13,352 104,064 30,957 49,451 65,491 83 632 33,082 (14,563) 365,466

Income ( loss) from operations (760) 2,969 (293) (4,151) 844 (2,077) 220 - (3,248)

Nonoperating gains (expenses) Income (loss) from investments 313 6 11 3 - 37 5 - 375 Change in fair value of nonhedging interest rate swaps ------Gifts and other, net of fundraising and other expenses (2,567) 47 - - - 303 (2) - (2,219) Academic and research gifts, net of expenses 773 - - - (31) (65) 2 - 679 System development funding (8,520) ------(8,520) Total nonoperating gains (expenses), net (10,001) 53 11 3 (31) 275 5 - (9,685)

Excess (deficit) of revenues over expenses (10,761) 3,022 (282) (4,148) 813 (1,802) 225 - (12,933)

Other changes in net assets: Change in net unrealized appreciation on marketable investments - - - - - 63 - - 63 Change in fair value of hedging interest rate swaps ------Funds utilized for property and equipment (1,832) 1,616 12 507 - - - - 303 Transfers (to) from affiliates 2,694 51,215 (1,200) 6,075 (1,500) 2,467 (930) 58,821 Other ------Change in funded status of defined benefit plans - 32 - - 32

Increase (decrease) in unrestricted net assets (9, 899) 55, 8 85 (1,470) 2,434 (6 87) 728 (705) - 46, 286

Note Certain amounts have been rounded to the nearest thousand

Page 15 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Operations September 30, 2011 (in Thousands) PHS CONSOLIDATED PHS INVESTMENT WITH INVESTMENT PCHI PHS SLIMS CONSOLIDATED ELIMS ELIMS

Operating revenue Net patient service revenue, net of provision for bad debts 53,470 27,839 (19,927) 6,342,273 - 6,342,273 Direct academic and research revenue - 3,090 - 1,175,548 - 1,175,548 Indirect academic and research revenue - 507 - 355,953 - 355,953 Other revenue 171,423 672,247 (652,570) 607,826 (488) 607,338 Total operating revenue 224,893 703,683 (672,497) 8,481,600 (488) 8,481,112

Operating expenses Employee compensation and benefits 123,331 367,538 5,623 4,629,275 - 4,629,275 Supplies and other expenses 92,972 178,659 (446,511) 1,964,080 - 1,964,080 Direct academic and research expenses - 3,090 - 1,175,548 - 1,175,548 Depreciation and amorttzation 5,439 39,211 - 397,199 - 397,199 Interest 127 81,843 (66,461) 82,193 82,193 Total operating expenses 221,869 670,341 (507,349) 8,248,295 - 8,248,295

Income ( loss) from operations 3,024 33,342 (165,148) 233,305 (488) 232,817

Nonoperating gains ( expenses) Income (loss) from investments 97 5,700 8,013 (33,459) 66,971 33,512 Change in fair value of nonhedging interest rate swaps - (35,868 ) - (35,868 ) - (35,868) Gifts and other, net of fundraising and other expenses - (8,838) 1,708 (39,545) - (39,545) Academic and research gifts, net of expenses 338 (7,274) 86,471 (13,599) 72,872 System development funding (14,000) 162,701 - Total nonoperating gains (expenses), net 97 (52,668) 165,148 (22,401) 53,372 30,971

Excess (deficit) of revenues over expenses 3,121 (19,326) - 210,904 52,884 263,788

Other changes in net assets: Change in net unrealized appreciation on marketable investments - (342) - (336) (115,607) (115,943) Change in fair value of hedging interest rate swaps - (67,932) - (67,932) - (67,932) Funds utilized for property and equipment - - - 104,648 - 104,648 Transfers (to) from affiliates - (1,300) - - - - Other - (4) - 263 - 263 Change in funded status of defined benefit plans - (3,463) - (244,139) - (244,139)

Increase ( decrease) in unrestricted net assets 3,121 (92,367) - 3,408 (62,723) (59, 315)

Note Certain amounts have been rounded to the nearest thousand

P ayc iL, Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year ended September 30, 2411 fin Thousands) CONS fED PHS INVESTMENT WITH INV-iMENT BWIF MGH NSMC -' NWHCS PCC PCHI PHS ELIMS CONSOLIDATED ELLMS ELIMS

Unrestri cted

Net assets at October 1, 2010 1,306,096 3,060,968 (17,115) 265,412 131,237 36,024 (46,723) 1,543 4,737,442 (346,261) 4,391,191

Increases ( decreases) Income ( loss) from operations 128 400 235,985 (19,513) 20,463 (3,248) 3.024 33,342 (165,148) 233,305 (488) 232,617 Income ( loss) from investments (13,159) (38,562) 1,839 2,438 375 97 5,700 8,013 (33,459) 66,971 33,512 Change in fair value of nonhedging interest rate swaps - - - (35,868) - (35,868) - (35,868) Gifts and other, net of expenses (14,303) (12,378) (718) (2,797) (2,219) - (8,838) 1,708 (39,545) - (39,545) Academic and research gifts, net of expenses 23,451 62,205 3,772 3,300 679 - 338 (7,274) 86,471 (13,599) 72,872 System development funding (53,038) (65,762) (11,166) (10,215) (6,520) - (14,000) 162,701 - - - Change in net unrealized appreciation on marketable investments 285 (342) - 63 - (342) - (338) (115,607) (115,943) Change in fair value cf hedg ng 'nte est rate swaps ------(67,932) - (67,932) - (67,932) Funds utilized for property and equipment 9,842 93,003 77 1,423 303 - - - 104,648 - 104,648 Transfers (to) from affiliates (23,079) (40,389) 10,979 (5,032) 58,821 - (1,300) - - - - Other (1,429) 1,696 - - - - (4) - 263 - 263 Change in funded status of defined benefit plans (80 499) (155,483) (4,453) (273) 32 - (3,463) - (244,139) - (244,139)

Change in unrestricted net assets (23,814) 80,600 (19,725) 9.307 46,286 3,121 (92,367) 3,408 (62 ,723) (59,315)

Net assets at September 30, 2011 1,282 , 282 3 , 141,568 136,840) 274 ,719 177, 523 39,145 ( 139,090 ) 1,543 4,740 , 850 (408,974) 4,331,876

Temporarily restricted

Net assets at October 1,2010 149,106 700,147 22,706 34,767 11,250 86 918,062 (93,636) 824,426

Increases (decreases)

Income (loss) from investments (3,550) (15,433) (399) (627) 123 - (107) - (20,193) 13,703 (6,490) Gifts and other 1,000 50,166 (509) (728) 920 - 14,477 - 65,326 - 65,326 Change in net unrealized appreciation on marketable investments - (158) - - - - - (158) (20,530) (20,688) Funds utilized for property and equipment - (75,406) - (1,4211 - - - (76,827) (76,827) Other (1,949) - (1,949) (1,949)

Change in temporarily restricted net assets (2,550) (42,780) (908) (2,976) 1,043 14,370 - (33,801) (6,827) (40,628)

Net assets at September 30, 2011 146 556 697,367 21,798 31,791 12,293 14,456 884,261 (100,463) 783,798

Permanently restricted `

Net assets at October 1, 2019 52,907 229,690 15,978 10,011 1,155 1,150 310,891 310,891

Increases (decreases)

Income (loss) from investments 1 413 35 - - - - - 449 - 449 Gifts and other 9,203 11,390 105 3,333 10 - - - 24,041 - 24,041 Change in net unrealized appreciation on marketable investments - (170) 1,021 - - - - - 851 - 851 Other 1 429 252 1,681 1.681

Change in permanently restricted net assets 10,533 11,885 1,161 3,333 10 27,022 27,022

Net assets at September 30, 2011 63,540 241 575 17,139 13,344 1,165 1.150 337,913 337,913

Page 17 Partners Healthcare System, Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year ended September 30, 2011 (in Thousands)

TOTAL WEST ROX BREAST TOTAL TOTAL BWH SW/F BWPO BRF BSC E IMS BRIGIMAM FH MEP GRP CTR FCMC ELI FH BW/F Unrestricted

Net assets at October 1, 2010 291,643 062 .233 2g7 ,380 6,000 33 - 1,257,289 49,131 (220) (104) - - 48,807 1,306,096

Increases (decreases) Income (loss) from operations 124,502 (88) 11,541 (750) (32) 135,173 (4,076) (1,250) (371) (1,076) - (6,773) 128,400 Income (loss) from investments (1.401) (16 116) 4,324 - - - (13,193) 34 - - - - 34 (13.159) Gifls and other, net of expenses (1,140) (IC 587) (2,571) - - - (14,298) (5) - - - - (5) (14,303) Academic and research gifts net of expenses - 23,549 - - - - 23,549 (98) - - - - (98 ) 23,451 System development funding - (53,038) - - - - (53,038) - • - - - - (53,038) Funds utilized for property and equipment 11,789 (3,038) 23 - - - 8 774 1,068 - - - - 1,068 9,842 Transfers (to) from affiliates (172,154) 178,273 (22,868) - - - (16,749) (9,271) 1,469 396 1,076 - (6,330) (23,079) Other - (1,429) - - - (1429) - - - - - (1,429) Change in funded status of defined benefit plans (80.459) - (80,459) (40) - - - (40) (80,499)

Change in unrestricted net assets (118 863) 117,526 (9,551) (750) (32) - (11,670) (12,388) 219 25 - - (12,144) (23,814)

Net assets at September 30, 2011 172,780 779,759 287,829 5,250 1 - 1,245,619 36,743 (1) (79) - - 36,663 1.282,282

Temporarily restricted

Net assets at October 1, 2010 144,332 3760 - - 148,092 1,014 - - 1,014 149,106

Increases ( decreases)

Income (loss) from investments (3,501) - - - - - (3501) (49) - - - - (49) (3.550) Gifts and other 712 712 288 288 1,000

Change in temporarily restricted net assets (2,789) - - - - - (2,789) 239 - - - - 239 (2,550)

Net assets at September 30, 2011 141,543 3,760 145,303 1,253 - 1,253 146,556

Permanently restricted

Net assets at October 1, 2010 51,282 - 51 282 1,625 - 1,625 52.907

Increases ( decreases)

Income (Gss) from investments 1 - - - - - 1 ------1 Gifts and other 9,086 - - - - - 9,086 117 - - - 117 9,203 Other 1,429 1,425 1,429

Change in permanently restricted net assets 10,516 - - 10 516 117 - - - - 117 10,633

Net assets at September 30, 2011 61 ,798 - - - 61,798 1,742 - - - - 1,742 63,540

Page 18 Partners HealthCare System , Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year ended September 30, 2011 (in Thousands)

TOTAL GH MVH INKY MCLEAN MGPO MGH MHC IHP HSC ELIMS MGH LJnrestncted

Net assets at October 1, 2010 1 ,152,642 81,638 13,410 64,492 348,923 1,362,835 30 , 994 18,904 5 ,020 (17, 890) 3 .060,968

Increases ( decreases) Income floss) from operations 210,968 (465) (7,554) 8,108 19,779 1,791 - 2,373 985 - 235,985 I ncame (loss) from investments (1,921) 136 (27) (260) 3.741 (41,938) (1 040) 2,959 5 (217) (38,562) Gifts and other, net of expenses 14,866 848 (2r366) (933) (667) (22.427) (1,349) (350) - (12,376) Academic and research gifts, net of expenses - - 3,725 - - 54,257 4,223 - - - 62 205 System developmentfundtng - - - - - (62,234) (3,502) (26) - - (65,762) Change in net unrealized appreciation on marketable investments - - - - 208 77 - - - - 285 Funds utilized for property and equipment 26,243 3,004 74 1 109 - 60,859 (286) - - - 93,003 Transfers (lo) from affiliates (217,349) - 2 131 (6,786) (1 013) 175,522 6,786 320 - (40,389) Other (1,384) - - - - 3,080 - - - - 1,696 Change in funded status of defined benefit plans (993) - (435) 250 (148) (154,157) - (155483)

Change in unrestricted net assets 32,430 3,523 (4452) 1,468 21,900 14,830 4 832 4,956 1,310 (217) 80,600

Net assets at September 30, 2011 1,185,072 86,161 6,958 651980 370,823 1,377,665 35,826 23,860 6,330 (18,107) 3,141,568

Temporarily restricted

Net assets at October 1, 2010 600 389 2,1341 3,834 33,544 602,495 3,543 9,512 (556,021) 700,147 increases ( decreases)

Income (loss) from investments (14,992) 191 (639) (1,577) (15,526) 1 2,142 - 14,967 (15,433) Gifts and other (16,406) 759 1,575 (1 003) - 39,911 (612) (957) - 26.899 50,166 Change in net unrealized appreciation on marketable investments - (147) - - - (11) - - - - (158) Funds utilized for property and equipment - (2,649) (99) - - (72,658) - - - - (75 406) Other (1,000) (949) (1,949)

Change in temporarily restricted net assets (32395) (1,846) 837 (2,580) - (49,233) (611) 1,185 - 41,866 (42,780)

Net assets at September 30, 2011 567,991 1,005 4,671 30 964 553,262 2,932 10,697 (514,155) 657,367

Permanently restricted

Net assets at October 1, 2010 165,167 6,539 21,383 26,867 198,346 10,043 (198,655) 229,6W

Increases ( decreases)

Income (loss) from investments ------413 - - 413 Gifts and other 8 446 (4) (36) 3 260 - 11,431 - 61 - (11,768) 11,390 Change in net unrealized appreciation on marketable Investments - (164) (6) ------(170) Other 252 252

Change in permanently restricted net assets 8,446 (168) (42) 3.260 11,683 474 (11,768) 11,885

Net assets at September 30, 2011 173,613 6,371 21 341 30,127 210,029 - 10,517 (210,423) 241,575

Page 19 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year ended September 30, 2011 (in Thousands)

TOTAL NSMC NSPG NS FIND ELIMS NSMC Unrestricted

Net assets at October 1, 2010 (16,595 ) 3,755 (4,275) - (17,115)

Increases (decreases) Income (loss) from operations (14,475) (5,014) (24) - (19,513) Income (loss) from investments 71 13 1,555 - 1,639 Gifts and other, net of expenses 243 - (961) - (718) Academic and research gifts, net of expenses 30 - 3,742 - 3,772 System development funding (11,166) - (11,166) Change in net unrealized appreciation on marketable investments - 44 (386) - (342) Funds utilized for property and equipment 140 - (63) - 77 Transfers (to) from affiliates 16,673 6,306 (12,000) - 10,979 Change in funded status of defined benefit plans (4,453) - - (4,453)

Change in unrestricted net assets (1,771) 1,349 (19,303) - (19,725}

Net assets at September 30, 2011 (18 366) 5,104 (23,578) - (36,840)

Temporarily restricted

Net assets at October 1, 2010 22,706 - - -

Increases ( decreases)

Income (loss) from investments (399) - - - (399) Gifts and other (509) - (509)

Change in temporarily restricted net assets (908) - - - (908)

Net assets at September 30, 2011 21,798 - - - 21,798

Permanently restricted

Net assets at October 1, 2010 15978 - - -

Increases ( decreases)

Income (loss) from investments 35 - - - 35 Gifts and other 105 - - - 105 Change in net unrealized appreciation on marketable investments 1,021 - - 1,021

Change in permanently restricted net assets 1,161 - 1,161

Net assets at September 30, 2011 17,139 - - - 17,139

Page 20 Partners HealthCare System, Inc , and Affiliates Consolidating Statements of Changes in Net Assets Year ended September 30, 2011 (in Thousands)

TOTAL NWH NMDO NWAS NWHCS NWCF ELIMS NWHCS Unrestricted

Net assets at October 1, 2010 66 ,538 2,203 709 185,749 9, 181 (968 ) 265,412

Increases (decreases) Income (loss) from operations 20,498 (23) (8) - (4) - 20,463 Income (loss) from investments 81 6 - 2,579 1280) 52 2,438 Gifts and other, net of expenses (1,109) (102) - - (1,537) (49) (2,797) Academic and research gifts, net of expenses - 35 - 9,975 3 ,135 (9,845) 3,300 System development funding 163 - - (10,297) (81) - (10,215) Funds utilized for property and equipment 1,655 - - (74) (158) - 1,423 Transfers (to) from affiliates (31,474) - - 26,404 38 - (5,032) Other - - - (25) 25 - - Change in funded status of defined benefit plans (273) - - - (273)

Change in unrestricted net assets (10,459) ( B4) {8) 28 ,582 1,138 (9,842) 9,307

Net assets at September 30, 2011 58,079 2,119 701 214,311 10,319 ( 10,810 ) 274,719

Temporarily restricted

Net assets at October 1, 2010 35,537 - - - 9,589 (10,359) 34,767

Increases ( decreases)

Income (loss) from investments (1,056) - - - (108) 337 (827) Gifts and other (2,782) - - (801) 2,855 (728) Funds utilized for property and equipment - - - - (11421) - (1,421) Other (140) - 140

Change in temporarily restricted net assets (3,978) - - (2,190) 3.192 12,976)

Net assets at September 30, 2011 31,559 - - 7,399 (7,167) 31,791

Permanently restricted

Net assets at October 1, 2010 10 013 1,971 (1,973) 10,011

Increases (decreases)

Gifts and other 3,373 - - 3,332 (3,372) 3,333 Other (43) 43 -

Change in permanently restricted net assets 3,330 - - 3,375 (3,372) 3.333

Net assets at September 30, 2911 13,343 - - - 5,346 (5,345) 13,344

Page 21 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year ended September 30, 2011 (in Thousands)

TOTAL PCC SRH SCC SNS SHC PHH SNF ELIMS PCC Unrestricted

Net assets at October 1, 2010 51,208 37,053 (19) 2,268 __35, 126 5,220 1,616 (1,237) 131,237

Increases ( decreases) Income (loss) from operations (760) 2 , 969 (293 ) (4,151) 844 (2,077) 220 - (3,248) Income (loss) from investments 313 6 11 3 - 37 5 - 375 Gifts and other, net of expenses (2,567 ) 47 - - - 303 (2) - (2,219) Academic and research gifts, net of expenses 773 - - - (31 ) (65) 2 - 679 System development funding (8,520) ------(8,520) Change in net unrealized appreciation on marketable investments 63 - - 63 Funds utilized for property and equipment (1,832) 1,616 12 507 - - - - 303 Transfers (to) from affiliates 2,694 51,215 ( 1,200 ) 6,075 (1,500) 2,467 (930) - 58,821 Change in funded status of defined benefit plans - 32 - - 32

Change in unrestricted net assets (9 ' 899) 55,885 (1,470) 2, 434 (687) 728 (705) - 46,286

Net assets at September 30, 2011 41,309 92 , 938 (1 ,489) 4 ,702 34,441 5,948 911 (1,237) 177,523

Temporarily restricted

Net assets at October 1, 2010 9 704 930 318 16 282 - - 11

Increases ( decreases)

Income (loss) from investments 132 (2) - - (7) - - 123 Gifts and other 1,156 142 (304) 68 (142) - - 920

Change in temporarily restricted net assets 1,288 140 ( 304) 68 (149) - - 1,043

Net assets at September 30, 2011 10,992 1 ,070 14 84 133 - - 12,293

Permanently restricted

Net assets at October 1, 2010 316 57 25 757 - - 1,155

Increases ( decreases)

Gifts and other 5 - 5 - 10

Change in permanently restricted net assets 5 - 5 10

Net assets at September 30, 2011 316 62 25 762 - - 1,165

Page 22 Partners HealthCare System, Inc. and Affiliates Consolidating Statements of Changes in Net Assets Year ended September 30, 2011 (in Thousands) PHS CONSOLIDATED PHS INVESTMENT WITH INVESTMENT PCHI PHS ELIMS CONSOLIDATED ELIMS ELIMS Unrestricted

Net assets at October 1, 2010 36,024 (46,723) 1,543 4,737442 {346,251) 4,391,191

Increases ( decreases) Income (loss) from operations 3,024 33,342 (165 148) 233,305 (488) 232,817 Income (loss) from investments 97 5,700 81013 (33,459 ) 66,971 33,512 Change in fair value of nonhedging interest rate swaps (351868) - (35,868 ) - (35,868) Gifts and other, net of expenses - (8838) 1,708 (39,545) - (39,545) Academic and research gifts , net of expenses 338 (7,274) 86,471 ( 13,599 ) 72,872 System development funding - (14,000) 162,701 - - - Change in net unrealized appreciation on marketable investments (342) (336) (115,607) (115,943) Change in fair value of hedging interest rate swaps (67,932) - (67,932) - (67,932) Funds utilized for property and equipment - - - 104,648 - 104,648 Transfers (to) from affiliates (1.300) - - - Other (4) - 263 - 263 Change in funded status of defined benefit plans (3,463) (244,139) (244,139)

Change in unrestricted net assets 3,121 (92,367) 3,408 (62.723 ) (59,315)

Net assets at September 30, 2011 39,145 (139,090) 1,543 4,740, 850 (408 .974) 4 ,331,876

Temporarily restricted

Net assets at October 1, 2010 - 86 918,062 (91 824,426

Income (loss) from investments (107) - (20,193) 13,703 (6,490) Gifts and other - 14,477 - 65,326 65,326 Change in net unrealized appreciation on marketable investments - - - (158) (20 , 530) (20,688) Funds utilized for property and equipment - - - (76,827) - (76,827) Other (1,949 ) (1 949)

Change in temporarily restricted net assets 14,370 533,801 ) (6,827 ) (40,628)

Net assets at September 30, 2011 14 456 884 , 261 (100,463) 783,798

Permanently restricted

Net assets at October 1, 2010 1150 310, 891 310,891

Increases ( decreases)

Income (loss) from investments 449 - 449 Grits and other 24,041 - 24,041 Change in net unrealized appreciation on marketable investments 851 - 851 Other 1681 - 1,681

Change in permanently restricted net assets 27,022 27,022

Net assets at September 30, 2011 1,150 - 337 913 337,913

Page 23 Additional Data

Software ID: Software Version: EIN: 90 -0656139 Name : Partners HealthCare System Inc & Affiliates Group Return

Form 990, Schedule A, Part I, Line 11h - Provide the following information about the organizations the organization supports.

(i) (...) Is(iv)the (v) (vi) Did you notify Is the Type of organization organization in Name of the organization organization in (Vii) (ii) (described on lines 1- (1) listed in your Supported EIN in (i) of your ( i) organized in Amount of support? 9 above or IRC governing Organization support? the U S ? section document? Yes No Yes No Yes No (A)PARTNERS HEALTHCARE SYSTEM INC 043230035 0 Yes Yes Yes 0

(B) THE MASSACHUSETTS GENERAL HOSPITAL 041564655 0 Yes Yes Yes 0

(C) NANTUCKET COTTAGE HOSPITAL INC 042103823 0 Yes Yes Yes 0

(D) THE MCLEAN HOSPITAL CORPORATION 042697981 0 Yes Yes Yes 0

(E) THE BRIGHAM AND WOMEN'SFAULKNER 042312909 0 Yes Yes Yes 0 HOSPITALS INC

(F) BRIGHAM AND WOMEN'S PHYSICIANS 043466314 0 Yes Yes Yes 0 ORGANIZATION INC

(G) THE BRIGHAM AND WOMEN'S HOSPITAL INC 042312909 0 Yes Yes Yes 0

(H) FAULKNER HOSPITALINC 042768256 0 Yes Yes Yes 0

(I) PARTNERS HOME CARE INC 042918280 0 Yes Yes Yes 0

(J) THE SPAULDING REHABILITATION HOSPITAL 042551124 0 Yes Yes Yes 0 CORPORATION INC

(K) REHABILITATION HOSPITAL OF THE CAPE AND ISLANDS 043071419 0 Yes Yes Yes 0 INC

(L) SHAUGHNESSY- KAPLAN REHABILITATION 043067082 0 Yes Yes Yes 0 HOSPITAL INC

(M) FRC INC 222632121 0 Yes Yes Yes 0

(N) THE NORTH SHORE MEDICAL CENTERINC 043399616 0 Yes Yes Yes 0

(O)NEWTON- HOSPITALLEY HOSPITAL INC 042103611 0 Yes Yes Yes 0