##### Table of Contents





UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
      FORM 10-K
  (Mark One)þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    December 31,
    2010oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934   Commission file number
    001-32559
      Medical Properties Trust,
    Inc.
 (Exact Name of Registrant as
    Specified in Its Charter)
  Maryland(State or Other Jurisdiction
    of Incorporation or Organization)

20-0191742(IRS Employer Identification
    No.)1000 Urban Center Drive, Suite 501
    Birmingham, AL(Address of Principal
    Executive Offices)

35242(Zip
    Code)  (205) 969-3755
 (Registrants telephone
    number, including area code)
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Stock, par value $0.001 per share

New York Stock Exchange   Securities registered pursuant to Section 12(g) of the
    Act:
 None
      þ o
  o þ
  þ o
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
  Large accelerated filer
    þ

Accelerated filer
    o

Non-accelerated filer
    o

Smaller reporting company
    o(Do not check if a smaller
    reporting company)   Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE
  Form 10-K.




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TABLE OF CONTENTS  A WARNING ABOUT FORWARD LOOKING STATEMENTSPART IITEM 1. BusinessITEM 1A. Risk FactorsITEM 1B. Unresolved Staff CommentsITEM 2. PropertiesITEM 3. Legal ProceedingsITEM 4. (Removed and Reserved.)PART IIITEM 5. Market for Registrants Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity SecuritiesITEM 6. Selected Financial DataITEM 7. Managements Discussion and Analysis of Financial Condition and Results of OperationITEM 7A. Quantitative and Qualitative Disclosures about Market RiskITEM 8. Financial Statements and Supplementary DataITEM 9. Changes in and Disagreements With Accountants on Accounting and Financial DisclosureITEM 9A. Controls and ProceduresITEM 9B. Other InformationPART IIIITEM 10. Directors, Executive Officers and Corporate GovernanceITEM 11. Executive CompensationITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersITEM 13. Certain Relationships and Related Transactions, and Director IndependenceITEM 14. Principal Accountant Fees and ServicesPART IVITEM 15. Exhibits and Financial Statement SchedulesSIGNATURESINDEX TO EXHIBITSEX-12.1EX-21.1EX-23.1EX-23.2EX-31.1EX-31.2EX-32    Table of Contents  
  A WARNING
    ABOUT FORWARD LOOKING STATEMENTS
  Form 10-K
  
    our business strategy;
    our projected operating results;
    our ability to acquire or develop net-leased facilities;
    availability of suitable facilities to acquire or develop;
    our ability to enter into, and the terms of, our prospective
    leases and loans;
    our ability to raise additional funds through offerings of our
    debt and equity securities;
    our ability to obtain future financing arrangements;
    estimates relating to, and our ability to pay, future
    distributions;
    our ability to compete in the marketplace;
    lease rates and interest rates;
    market trends;
    projected capital expenditures; and
    the impact of technology on our facilities, operations and
    business.    
    the factors referenced in this Annual Report on
    Form 10-K,
    including those set forth under the sections captioned
    Risk Factors, Managements Discussion and
    Analysis of Financial Condition and Results of Operations,
    and Business;
    national and local economic, business, real estate, and other
    market conditions;
    the competitive environment in which we operate;
    the execution of our business plan;
    financing risks;
    acquisition and development risks;
    potential environmental contingencies, and other liabilities;
    other factors affecting the real estate industry generally or
    the healthcare real estate industry in particular;
    our ability to maintain our status as a REIT for federal and
    state income tax purposes;
    our ability to attract and retain qualified personnel;
    federal and state healthcare and other regulatory
    requirements; and (i)




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
    the continuing impact of the recent economic recession, which
    may have a negative effect on the following, among other things:  
    the financial condition of our tenants, our lenders,
    counterparties to our capped call transactions and institutions
    that hold our cash balances, which may expose us to increased
    risks of default by these parties;
    our ability to obtain debt financing on attractive terms or at
    all, which may adversely impact our ability to pursue
    acquisition and development opportunities and refinance existing
    debt and our future interest expense; and
    the value of our real estate assets, which may limit our ability
    dispose of assets at attractive prices or obtain or maintain
    debt financing secured by our properties or on an unsecured
    basis.   (ii)




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PART I
 
  ITEM 1.
    Business  Overview
    Form 10-K
  Form 10-K.
  non-U.S. markets
  Revenue
    by property type:
  2010





2009





2008General Acute Care Hospitals

$
77,773



63.8
%

$
80,637



67.9
%

$
71,946



67.3
%Long-term Acute Care Hospitals


26,605



21.8
%


25,031



21.1
%


25,200



23.5
%Rehabilitation Hospitals


14,448



11.9
%


10,032



8.4
%


7,418



6.9
%Wellness Centers


1,315



1.1
%


1,449



1.2
%


1,612



1.5
%Medical Office Buildings


1,706



1.4
%


1,660



1.4
%


894



0.8
%Total revenue

$
121,847



100.0
%

$
118,809



100.0
%


107,070



100
%   Form 10-K
  Portfolio
    of Properties
    Outlook
    and Strategy
   1




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
    compelling demographics driving the demand for healthcare
    services;
    specialized nature of healthcare real estate investing; and
    consolidation of the fragmented healthcare real estate sector.      
    admission levels and surgery/procedure volumes by type;
    the current, historical and prospective operating margins
    (measured by a tenants earnings before interest, taxes,
    depreciation, amortization and facility rent) of each tenant or
    borrower and at each facility;
    the ratio of our tenants and borrowers operating
    earnings both to facility rent and to facility rent plus other
    fixed costs, including debt costs;
    trends in the source of our tenants or borrowers
    revenue, including the relative mix of Medicare,
    Medicaid/MediCal, managed care, commercial insurance, and
    private pay patients;
    the effect of evolving healthcare legislation and other
    regulations on our tenants and borrowers
    profitability and liquidity; and
    the competition and demographics of the local and surrounding
    areas in which the tenants and borrowers operate.  Our
    Leases and Loans
   2




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Significant
    Tenants
          Environmental
    Matters
      California
    Seismic Standards
   3




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Competition
    
    we may have less knowledge than our competitors of certain
    markets in which we seek to invest in or develop facilities;
    many of our competitors have greater financial and operational
    resources than we have; 4




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
    our competitors or other entities may pursue a strategy similar
    to ours; and
    some of our competitors may have existing relationships with our
    potential customers.    Insurance
    Employees
    Available
    Information
  Form 10-K, Form 10-Q, Form 8-K, (205) 969-3755.
 
  ITEM 1A.
    Risk
    Factors  The risks and uncertainties described herein are not the only
    ones facing us and there may be additional risks that we do not
    presently know of or that we currently consider not likely to
    have a significant impact on us. All of these risks could
    adversely affect our business, results of operations and
    financial condition.
  RISKS
    RELATED TO OUR BUSINESS AND GROWTH STRATEGY
  Adverse
    economic and geopolitical conditions and dislocations in the
    credit markets could have a material adverse effect on our
    results of operations, financial condition and ability to pay
    distributions to stockholders.
    
    our ability to borrow on terms and conditions that we find
    acceptable, or at all, which could reduce our ability to pursue
    acquisition and development opportunities and refinance existing
    debt, reduce our returns from our acquisition and development
    activities and increase our future interest expense;
    the financial condition of our borrowers, tenants and operators,
    which may result in defaults under loans or leases due to
    bankruptcy, lack of liquidity, operational failures or for other
    reasons; 5




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
    the values of our properties and our ability to dispose of
    assets at attractive prices or to obtain debt financing
    collateralized by our properties; and
    the value and liquidity of our short-term investments and cash
    deposits, including as a result of a deterioration of the
    financial condition of the institutions that hold our cash
    deposits or the institutions or assets in which we have made
    short-term investments, the dislocation of the markets for our
    short-term investments, increased volatility in market rates for
    such investment or other factors.  Limited
    access to capital may restrict our growth.
    Our
    indebtedness could adversely affect our financial condition and
    may otherwise adversely impact our business operations and our
    ability to make distributions to stockholders.
      
    require us to use a substantial portion of our cash flow from
    operations to service our indebtedness, which would reduce the
    available cash flow to fund working capital, development
    projects and other general corporate purposes and reduce cash
    for distributions;
    require payments of principal and interest that may be greater
    than our cash flow from operations;
    force us to dispose of one or more of our properties, possibly
    on disadvantageous terms, to make payments on our debt;
    increase our vulnerability to general adverse economic and
    industry conditions; limit our flexibility in planning for, or
    reacting to, changes in our business and the industry in which
    we operate;
    restrict us from making strategic acquisitions or exploiting
    other business opportunities;
    make it more difficult for us to satisfy our
    obligations; and
    place us at a competitive disadvantage compared to our
    competitors that have less debt.    Our
    use of debt financing will subject us to significant risks,
    including refinancing risk and the risk of insufficient cash
    available for distribution to our stockholders.
  non-amortizing
 6




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Covenants
    in our debt instruments limit our operational flexibility, and a
    breach of these covenants could materially affect our financial
    condition and results of operations.
    Failure
    to hedge effectively against interest rate changes may adversely
    affect our results of operations and our ability to make
    distributions to our stockholders.
    Dependence
    on our tenants for payments of rent and interest may adversely
    impact our ability to make distributions to our
    stockholders.
     7




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It may
    be costly to replace defaulting tenants and we may not be able
    to replace defaulting tenants with suitable replacements on
    suitable terms.
    Our
    revenues are dependent upon our relationship with, and success
    of, Prime and Vibra.
      The
    bankruptcy or insolvency of our tenants under our leases could
    harm our operating results and financial
    condition.
   8




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Our
    business is highly competitive and we may be unable to compete
    successfully.
    
    private investors;
    healthcare providers, including physicians;
    other REITs;
    real estate developers;
    financial institutions; and
    other lenders.    Most
    of our current tenants have, and prospective tenants may have,
    an option to purchase the facilities we lease to them which
    could disrupt our operations.
        Form 10-K.
 9




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We may
    not be able to adapt our management and operational systems to
    manage the net-leased facilities we have acquired and are
    developing or those that we may acquire or develop in the future
    without unanticipated disruption or expense.
    RISKS
    RELATING TO REAL ESTATE INVESTMENTS
  Our
    real estate and mortgage investments are and will continue to be
    concentrated in a single industry segment, making us more
    vulnerable economically than if our investments were more
    diversified.
    Our
    facilities may not have efficient alternative uses, which could
    impede our ability to find replacement tenants in the event of
    termination or default under our leases.
    Illiquidity
    of real estate investments could significantly impede our
    ability to respond to adverse changes in the performance of our
    facilities and harm our financial condition.
    Development
    and construction risks could adversely affect our ability to
    make distributions to our stockholders.
    
    we may have to compete for suitable development sites;
    our ability to complete construction is dependent on there being
    no title, environmental or other legal proceedings arising
    during construction; 10




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
    we may be subject to delays due to weather conditions, strikes
    and other contingencies beyond our control;
    we may be unable to obtain, or suffer delays in obtaining,
    necessary zoning, land-use, building, occupancy healthcare
    regulatory and other required governmental permits and
    authorizations, which could result in increased costs, delays in
    construction, or our abandonment of these projects;
    we may incur construction costs for a facility which exceed our
    original estimates due to increased costs for materials or labor
    or other costs that we did not anticipate; and
    we may not be able to obtain financing on favorable terms, which
    may render us unable to proceed with our development activities.    We may
    be subject to risks arising from future acquisitions of
    healthcare properties.
    
    we may have no previous business experience with the tenants at
    the facilities acquired, and we may face difficulties in
    managing them;
    underperformance of the acquired facilities due to various
    factors, including unfavorable terms and conditions of the
    existing lease agreements relating to the facilities,
    disruptions caused by the management of our tenants or changes
    in economic conditions;
    diversion of our managements attention away from other
    business concerns;
    exposure to any undisclosed or unknown potential liabilities
    relating to the acquired facilities; and
    potential underinsured losses on the acquired facilities.    Our
    facilities may not achieve expected results or we may be limited
    in our ability to finance future acquisitions, which may harm
    our financial condition and operating results and our ability to
    make the distributions to our stockholders required to maintain
    our REIT status.
       11




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If we
    suffer losses that are not covered by insurance or that are in
    excess of our insurance coverage limits, we could lose
    investment capital and anticipated profits.
    Our
    capital expenditures for facility renovation may be greater than
    anticipated and may adversely impact rent payments by our
    tenants and our ability to make distributions to
    stockholders.
    All of
    our healthcare facilities are subject to property taxes that may
    increase in the future and adversely affect our
    business.
    As the
    owner and lessor of real estate, we are subject to risks under
    environmental laws, the cost of compliance with which and any
    violation of which could materially adversely affect
    us.
   12




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Our
    interests in facilities through ground leases expose us to the
    loss of the facility upon breach or termination of the ground
    lease and may limit our use of the facility.
    Healthcare
    Matters
      Applicable
    Laws
  Anti-Kickback Statute. § 1320a-7b(b))
 13




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Physician Self-Referral Statute (Stark
    Law).
      False Claims Act. qui
    tam
  The Civil Monetary Penalties Law.
  Licensure.
 14




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EMTALA.
  Regulatory and Legislative
    Developments.
  Health Reform Measures.
      RISKS
    RELATING TO THE HEALTHCARE INDUSTRY
  Reductions
    in reimbursement from third-party payors, including Medicare and
    Medicaid, could adversely affect the profitability of our
    tenants and hinder their ability to make rent payments to
    us.
   15




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The
    healthcare industry is heavily regulated and loss of licensure
    or certification or failure to obtain licensure or certification
    could result in the inability of our tenants to make lease
    payments to us.
       16




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Our
    tenants are subject to fraud and abuse laws, the violation of
    which by a tenant may jeopardize the tenants ability to
    make lease and loan payments to us.
   17




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Certain
    of our lease arrangements may be subject to fraud and abuse or
    physician self-referral laws.
      State
    certificate of need laws may adversely affect our development of
    facilities and the operations of our tenants.
      RISKS
    RELATING TO OUR ORGANIZATION AND STRUCTURE
  Maryland
    law and Medical Properties charter and bylaws contain
    provisions which may prevent or deter changes in management and
    third-party acquisition proposals that you may believe to be in
    your best interest, depress the price of Medical Properties
    common stock or cause dilution.
   18




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We
    depend on key personnel, the loss of any one of whom may
    threaten our ability to operate our business
    successfully.
    Our
    UPREIT structure may result in conflicts of interest between
    Medical Properties stockholders and the holders of our
    operating partnership units.
    TAX RISKS
    ASSOCIATED WITH OUR STATUS AS A REIT
  Loss
    of our tax status as a REIT would have significant adverse
    consequences to us and the value of Medical Properties
    common stock.
   19




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
    we would not be allowed a deduction for distributions to
    stockholders in computing our taxable income; therefore we would
    be subject to federal income tax at regular corporate rates and
    we might need to borrow money or sell assets in order to pay any
    such tax;
    we also could be subject to the federal alternative minimum tax
    and possibly increased state and local taxes; and
    unless we are entitled to relief under statutory provisions, we
    also would be disqualified from taxation as a REIT for the four
    taxable years following the year during which we ceased to
    qualify.    Failure
    to make required distributions would subject us to
    tax.
      Complying
    with REIT requirements may cause us to forego otherwise
    attractive opportunities.
    Loans
    to our tenants could be recharacterized as equity, in which case
    our interest income from that tenant might not be qualifying
    income under the REIT rules and we could lose our REIT
    status.
   20




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##### Table of Contents



RISKS
    RELATED TO AN INVESTMENT IN OUR COMMON STOCK
  The
    market price and trading volume of our common stock may be
    volatile.
      
    actual or anticipated variations in our quarterly operating
    results or distributions;
    changes in our funds from operations or earnings estimates or
    publication of research reports about us or the real estate
    industry;
    increases in market interest rates that lead purchasers of our
    shares of common stock to demand a higher yield;
    changes in market valuations of similar companies;
    adverse market reaction to any increased indebtedness we incur
    in the future;
    additions or departures of key management personnel;
    actions by institutional stockholders;
    local conditions such as an oversupply of, or a reduction in
    demand for, rehabilitation hospitals, long-term acute care
    hospitals, ambulatory surgery centers, medical office buildings,
    specialty hospitals, skilled nursing facilities, regional and
    community hospitals, womens and childrens hospitals
    and other single-discipline facilities;
    speculation in the press or investment community; and
    general market and economic conditions.  Future
    sales of common stock may have adverse effects on our stock
    price.
   21




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An
    increase in market interest rates may have an adverse effect on
    the market price of our securities.
   
  ITEM 1B.
    Unresolved
    Staff Comments   
  ITEM 2.
    Properties    Total 2010


Percentage of


TotalState

Revenue


Total Revenue


Investment(Dollars in thousands)Arizona

$
672



0.55
%

$
7,057Arkansas


1,745



1.43
%


19,523California


47,731



39.17
%


385,223Colorado


1,521



1.25
%


10,728Connecticut


681



0.56
%


7,838Florida


2,250



1.85
%


25,810Idaho


5,475



4.49
%


46,468Indiana


2,699



2.21
%


50,369Kansas


1,817



1.49
%


19,720Louisiana


4,529



3.72
%


40,124Massachusetts


5,818



4.77
%


46,053Michigan


1,422



1.17
%


10,743Missouri


4,164



3.42
%


41,443Oregon


3,419



2.81
%


26,588Pennsylvania


1,872



1.54
%


45,376Rhode Island


292



0.24
%


3,737South Carolina


3,938



3.23
%


37,956Texas


22,070



18.11
%


317,808
(A)Utah


6,602



5.42
%


66,355Virginia


1,072



0.88
%


10,915West Virginia


2,058



1.69
%


21,790$
121,847



100.0
%

$
1,241,624
(B)  22




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##### Table of Contents



(A)
    
    Includes our River Oaks facility that is currently under
    re-development and not being operated. Our total gross
    investment in the facility is $30.7 million.(B)
    
    Excludes construction in progress and other costs of
    $6.7 million that primarily relate to our Florence, Arizona
    development project that is expected to be completed in 2012.  Number of

Number of

Number ofType of Property

Properties

Square Feet

Licensed BedsGeneral Acute Care Hospitals


21



3,235,886



2,819Long-Term Acute Care Hospitals


15



1,090,302



1,234Medical Office Buildings


2



78,000



NARehabilitation Hospitals


9



671,781



621Wellness Centers


6



251,213



NA53



5,327,182



4,674     Total


TotalTotal


Base


% of Total


Square


LicensedTotal Portfolio(2)

Leases


Rent(1)


Base Rent


Footage


Beds2011


3


$
5,656



6.0
%


225,282



2662012


3


$
2,850



3.0
%


215,373



1732013





$












2014


2


$
4,731



5.1
%


241,580



2252015


2


$
3,789



4.0
%


137,977



1612016





$












2017





$












2018


12


$
16,939



18.0
%


867,065



5792019


2


$
8,166



8.7
%


324,922



2312020


2


$
3,208



3.4
%


183,600



193Thereafter


23


$
48,611



51.8
%


2,450,541



2,241Total


49


$
93,950



100.0
%


4,646,340



4,069     (1)
    
    The most recent monthly base rent annualized. Base rent does not
    include tenant recoveries, additional rents and other
    lease-related adjustments to revenue (i.e., straight-line rents
    and deferred revenues).(2)
    
    Excludes our River Oaks facility, as it is currently under
    re-development and not subject to lease and our Florence
    facility that is under development. 
  ITEM 3.
    Legal
    Proceedings   
  ITEM 4.
    (Removed
    and Reserved.) 23




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PART II
 
  ITEM 5.
    Market
    for Registrants Common Equity, Related Stockholder
    Matters, and Issuer Purchases of Equity Securities    High

Low

DividendsYear ended December 31, 2010First Quarter

$
11.42


$
9.15


$
0.20Second Quarter


11.10



7.98



0.20Third Quarter


10.47



8.99



0.20Fourth Quarter


11.65



10.00



0.20Year ended December 31, 2009First Quarter

$
6.61


$
2.91


$
0.20Second Quarter


6.85



3.87



0.20Third Quarter


8.06



5.78



0.20Fourth Quarter


10.47



7.62



0.20     Form 10-K
     24




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Medical
    Properties Trust, Inc.
  Total
    Return Performance
  
  Period EndingIndex

12/31/05

12/31/06

12/31/07

12/31/08

12/31/09

12/31/10Medical Properties Trust, Inc.


100.00



169.37



122.43



83.74



150.20



175.70Russell 2000


100.00



118.37



116.51



77.15



98.11



124.46NAREIT All Equity REIT Index


100.00



135.06



113.87



70.91



90.76



116.12SNL US REIT Healthcare


100.00



144.86



146.95



130.84



167.13



199.42  25




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##### Table of Contents



ITEM 6.
    Selected
    Financial Data  Form 10-K.
  Form 10-K.
    2010(1)


2009(1)


2008(1)


2007(1)


2006(1)OPERATING DATATotal revenue

$
121,847


$
118,809


$
107,070


$
77,887


$
35,521Depreciation and amortization


(24,486
)


(22,628
)


(22,385
)


(9,314
)


(4,226
)Property-related and general and administrative expenses


(32,942
)


(24,898
)


(23,757
)


(15,678
)


(10,079
)Loan impairment charge


(12,000
)














Interest and other income


1,518



43



86



364



515Debt refinancing costs


(6,716
)














Interest expense


(33,993
)


(37,656
)


(42,424
)


(29,527
)


(4,580
)Income from continuing operations


13,228



33,670



18,590



23,732



17,151Income from discontinued operations


9,784



2,697



14,143



16,518



12,983Net income


23,012



36,367



32,733



40,250



30,134Net income attributable to non-controlling interests


(99
)


(37
)


(33
)


(304
)


(136
)Net income attributable to MPT common stockholders

$
22,913


$
36,330


$
32,700


$
39,946


$
29,998Income from continuing operations attributable to MPT common
    stockholders per diluted share

$
0.12


$
0.41


$
0.27


$
0.46


$
0.42Income from discontinued operations attributable to MPT common
    stockholders per diluted share


0.10



0.04



0.23



0.34



0.32Net income, attributable to MPT common stockholders per diluted
    share

$
0.22


$
0.45


$
0.50


$
0.80


$
0.74Weighted average number of common shares  diluted


100,708



78,117



62,035



47,805



39,560OTHER DATADividends declared per common share

$
0.80


$
0.80


$
1.01


$
1.08


$
0.99   26




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##### Table of Contents



December 31,2010(1)

2009(1)

2008(1)

2007(1)

2006(1)BALANCE SHEET DATAReal estate assets  at cost

$
1,032,369


$
976,271


$
992,549


$
648,723


$
557,913Other loans and investments


215,985



311,006



293,523



265,758



150,173Cash and equivalents


98,408



15,307



11,748



94,215



4,103Total assets


1,348,814



1,309,898



1,311,373



1,051,652



744,747Debt, net


369,970



576,678



630,557



474,388



297,530Other liabilities


79,268



61,645



54,473



57,937



95,022Total Medical Properties Trust, Inc. Stockholders Equity


899,462



671,445



626,100



519,250



351,144Non-controlling interests


114



130



243



77



1,052Total equity


899,576



671,575



626,343



519,327



352,196Total liabilities and equity


1,348,814



1,309,898



1,311,373



1,051,652



744,747     (1)
    
    We invested $158.4 million, $15.6 million,
    $469.5 million, $342.0 million, and
    $303.4 million in real estate in 2010, 2009, 2008, 2007,
    and 2006, respectively. The results of operations resulting from
    these investments are reflected in our consolidated financial
    statements from the dates invested. See Note 3 in
    Item 8 of this Annual Report on
    Form 10-K
    for further information on acquisitions of real estate, new
    loans, and other investments. We funded these investments
    generally from issuing common stock, utilizing additional
    amounts of our revolving facility, incurring additional debt, or
    from the sale of facilities. See Notes 4, 9, and 11, in
    Item 8 on this Annual Report on
    Form 10-K
    for further information regarding our debt, common stock and
    discontinued operations, respectively. 
  ITEM 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operation  Overview
     27




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##### Table of Contents



Form 10-K.
  2010
    Highlights
    
    Replaced old $220 million credit facility with a new
    $480 million credit facility and completed a
    $279 million stock offering, establishing a low leverage
    platform with more than $500 million of available capital
    for acquisition growth;
    Purchased $128.8 million of our 6.125% Senior Notes,
    leaving only $9.2 million of the 2006 Exchangeable Notes
    remaining to be paid by November 2011; paid $30 million
    term loan maturing in 2010; completely paid down
    $40 million revolver;
    Committed to more than $200 million in healthcare real
    estate investments:  
    Acquired three inpatient rehabilitation hospitals in Texas with
    a new tenant for $74 million;
    Commenced $17 million redevelopment of the River Oaks
    hospital in Houston;
    Entered into $30 million agreement to develop Phoenix-area
    general acute care hospital;
    Acquired two free standing long term acute care hospitals and a
    third property in the first quarter 2011, all leased to and
    operated by RehabCare, the nations third largest operator
    of LTACHs, for $83.4 million.  
    Sold our Inglewood property for $75 million in cash
    realizing a $6.2 million gain, received $40 million in
    early payment of loans, and received $12 million in early
    receipt of rent related to transactions with Prime, lowering
    Prime concentration to 26.7% of our total assets;
    Sold our Montclair Hospital for $20 million in cash
    realizing a gain of $2.2 million;
    Sold our Sharpstown facility in Houston, Texas for
    $3 million in cash realizing a $0.7 million gain;
    Received pre-payment of our Marina mortgage loan of
    $43 million;
    Entered into interest rate swaps to fix $60 million of our
    senior notes starting October 30, 2011 (date on which the
    interest rate is scheduled to turn variable) through the
    maturity date at a rate of 5.675% and to fix $65 million of
    our senior notes, starting July 30, 2011 (date on which the
    interest rate is scheduled to turn variable) through maturity
    date, at a rate of 5.507%, which will result in a
    $2.5 million annual savings on interest expense based on
    current fixed rate; and
    Recorded a $12 million charge to recognize the estimated
    impairment of our Monroe working capital loan.  2009
    Highlights
    
    Issued 13.3 million shares of common stock resulting in net
    proceeds of $67.8 million;
    Sold an acute care facility to Prime for $15.0 million,
    realizing a gain of $0.3 million;
    Executed a $20 million mortgage loan, of which we advanced
    $15.0 million by end of year. Loan is collateralized by
    Primes Desert Valley facility. The purpose of the mortgage
    loan is to help fund a $35 million expansion and renovation
    project; 28




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##### Table of Contents




    Re-leased our Bucks County facility within six months of
    terminating the previous lease on the facility due to tenant
    defaults;
    Terminated leases on two of our Louisiana (Covington and Denham
    Springs) facilities but subsequently re-leased the Denham
    Springs facility with a new operator at similar terms within
    2 months of the prior lease termination;
    Entered into an at-the-market offering, which will allow us to
    sell up to $50 million in stock and will be used for
    general corporate purposes, which may from time to time include
    reduction of our debt balances and investments in healthcare
    real estate and other assets; and
    Settled the Stealth litigation.  2008
    Highlights
    
    Completed the acquisition of 20 properties leased to 7 unrelated
    operators for $357.2 million. Four of the 7 operators
    (HealthSouth Corporation, Community Health Systems, Inc., IASIS
    Healthcare LLC and Health Management Associates, Inc.) are
    publicly reporting companies. This acquisition significantly
    improved both our tenant and geographical concentrations.
    Acquired a long-term acute care hospital in Detroit, Michigan
    for $10.8 million and entered into an operating lease with
    Vibra.
    Acquired three Southern California hospital facilities, along
    with two medical office buildings for approximately
    $60 million and leased these facilities to Prime under
    long-term net leases.
    Completed the sale of three rehabilitation facilities to Vibra
    realizing proceeds of $105.0 million.
    Issued exchangeable notes realizing net proceeds of
    $72.8 million and issued 12.7 million shares of stock,
    realizing net proceeds of $128.3 million. These proceeds
    along with proceeds from our existing revolving credit facility
    and the sale of the three rehabilitation facilities were used to
    fund the 2008 acquisitions noted above.
    Terminated leases on two general acute care hospitals in
    Houston, Texas, and one hospital in Redding, California due to
    tenant (affiliates Hospital Partners of America, Inc.
    (HPA), a multi-hospital operating company) defaults.
    Within a few months of lease termination, we re-leased the
    Redding facility to a Prime affiliate. The new operator agreed
    to increase the lease base from $60.0 million to
    $63.0 million and to pay additional rent and profit
    participation based on the expected future profitability of the
    new lessees operations.  Critical
    Accounting Policies
   29




---



##### Table of Contents



Revenue Recognition:
            Investments in Real Estate.
   30




---



##### Table of Contents



Acquired Real Estate Purchase Price
    Allocation.
    e.g. lease-up lease-up
      Loans:
 31




---



##### Table of Contents



Losses from Rent Receivables:
  Stock-Based Compensation.
  Principles of Consolidation:
   32




---



##### Table of Contents



Disclosure
    of Contractual Obligations
    Less Than








AfterContractual Obligations

1 Year


1-3 Years


3-5 Years


5 Years


TotalSenior unsecured notes(5)

$
9,247


$
13,969


$
13,969


$
131,063


$
168,248Exchangeable senior notes


17,322



93,242











110,564Revolving credit facilities(1)


1,635



2,383











4,018Term loans(2)


24,114



17,207



16,884



137,840



196,045Operating lease commitments(3)


2,303



4,505



3,665



44,516



54,989Purchase obligations(4)


45,160



2,269



2,269



15,119



64,817Totals

$
99,781


$
133,575


$
36,787


$
328,538


$
598,681     (1)
    
    Reflects only unused credit facility fees as this assumes
    balance in effect at December 31, 2010 ($0 as of
    December 31, 2010) remains in effect through maturity.(2)
    
    Assumes interest rates in effect at December 31, 2010 based
    on terms of the debt agreements.(3)
    
    Most of our contractual obligations to make operating lease
    payments are related to ground leases for which we are
    reimbursed by our tenants along with corporate office and
    equipment leases.(4)
    
    Includes $6.2 million that we currently expect to provide
    to the lessee of one of our California facilities to renovate
    and upgrade the facility as necessary to comply with the
    applicable Seismic laws  see Item 1 of this
    Form 10-K
    for more information on current seismic laws. This additional
    investment would increase our lease base, and accordingly, the
    lessee would subsequently pay higher rent for the facility. In
    addition, this includes approximately $33 million of future
    development expenditures related to Florence and other capital
    project expenditures and our investment in Northland LTACH
    Hospital that we acquired in February 2011 which included the
    assumption of a $16 million existing mortgage loan that
    matures in January 2018.(5)
    
    The interest rates on these notes are currently fixed, but in
    2011 will be switched to variable rates. However, we have
    entered into interest rate swaps to fix these interest rates
    until maturity. For $65 million of our $125 million
    Senior Notes, the rate will be 5.507% and for $60 million
    of our $125 million Senior Notes the rate will be 5.675%.
    See Note 4 of Item 8 to this
    Form 10-K
    for more information.  Liquidity
    and Capital Resources
       33




---



##### Table of Contents



Form 10-K
  Short-term Liquidity Requirements:
  Long-term Liquidity Requirement:
 34




---



##### Table of Contents



Results
    of Operations
  Form 10-K.
  Year
    Ended December 31, 2010 Compared to the Year Ended
    December 31, 2009
      2010





2009





Change(Dollar amounts in thousands)Base rents

$
90,230



74.0
%

$
79,880



67.2
%

$
10,350Straight-line rents


2,074



1.7
%


8,221



6.9
%


(6,147
)Percentage rents


2,555



2.1
%


1,985



1.7
%


570Interest from loans


26,390



21.7
%


28,286



23.8
%


(1,896
)Fee income


598



0.5
%


437



0.4
%


161Total revenue

$
121,847



100.0
%

$
118,809



100.0
%

$
3,038          35




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##### Table of Contents



Form 10-K
  Year
    Ended December 31, 2009 Compared to the Year Ended
    December 31, 2008
      2009





2008





Change(Dollar amounts in thousands)Base rents

$
79,880



67.2
%

$
72,692



67.9
%

$
7,188Straight-line rents


8,221



6.9
%


3,742



3.5
%


4,479Percentage rents


1,985



1.7
%


1,454



1.4
%


531Interest from loans


28,286



23.8
%


27,900



26.1
%


386Fee income


437



0.4
%


1,282



1.1
%


(845
)Total revenue

$
118,809



100.0
%

$
107,070



100.0
%

$
11,739      36




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##### Table of Contents



Form 10-K
  Distribution
    Policy
      Declaration Date

Record Date

Date of Distribution

Distribution per ShareNovember 11, 2010

December 9, 2010

January 6, 2011

$
0.20August 19, 2010

September 14, 2010

October 14, 2010

$
0.20May 20, 2010

June 17, 2010

July 15, 2010

$
0.20February 18, 2010

March 18, 2010

April 14, 2010

$
0.20November 19, 2009

December 17, 2009

January 14, 2010

$
0.20August 20, 2009

September 17, 2009

October 15, 2009

$
0.20May 21, 2009

June 11, 2009

July 14, 2009

$
0.20February 24, 2009

March 19, 2009

April 9, 2009

$
0.20December 4, 2008

December 23, 2008

January 22, 2009

$
0.20August 21, 2008

September 18, 2008

October 16, 2008

$
0.27May 22, 2008

June 13, 2008

July 11, 2008

$
0.27February 28, 2008

March 13, 2008

April 11, 2008

$
0.27    37




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##### Table of Contents



Form 10-K
 
  ITEM 7A.
    Quantitative
    and Qualitative Disclosures about Market Risk      Interest
    Rate Sensitivity
        Share
    Price Sensitivity
       38




---



##### Table of Contents



39




---



##### Table of Contents



ITEM 8.
    Financial
    Statements and Supplementary Data  Report of
    Independent Registered Public Accounting Firm     Internal Control  Integrated Framework Form 10-K.
          40




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
    Consolidated Balance Sheets  December 31,2010


2009(Amounts in thousands, except for per share data)ASSETSReal estate assetsLand

$
96,894


$
87,888Buildings and improvements


893,741



774,022Construction in progress and other


6,730



291Intangible lease assets


35,004



24,097Mortgage loans


165,000



200,164Real estate held for sale






89,973Gross investment in real estate assets


1,197,369



1,176,435Accumulated depreciation


(68,662
)


(47,965
)Accumulated amortization


(7,432
)


(5,133
)Net investment in real estate assets


1,121,275



1,123,337Cash and cash equivalents


98,408



15,307Interest and rent receivables


26,176



19,845Straight-line rent receivables


28,912



27,539Other loans


50,985



110,842Other assets


23,058



13,028Total Assets

$
1,348,814


$
1,309,898LIABILITIES AND EQUITYLiabilitiesDebt, net

$
369,970


$
576,678Accounts payable and accrued expenses


35,974



29,247Deferred revenue


23,137



15,350Lease deposits and other obligations to tenants


20,157



17,048Total liabilities


449,238



638,323Commitments and ContingenciesEquityPreferred stock, $0.001 par value. Authorized
    10,000 shares; no shares outstanding






Common stock, $0.001 par value. Authorized
    150,000 shares; issued and outstanding
     110,225 shares at December 31, 2010 and
    78,725 shares at December 31, 2009


110



79Additional paid-in capital


1,051,785



759,721Distributions in excess of net income


(148,530
)


(88,093
)Accumulated other comprehensive loss


(3,641
)


Treasury shares, at cost


(262
)


(262
)Total Medical Properties Trust, Inc. stockholders equity


899,462



671,445Non-controlling interests


114



130Total Equity


899,576



671,575Total Liabilities and Equity

$
1,348,814


$
1,309,898    41




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
    Consolidated Statements of Income  For the Years Ended December 31,2010


2009


2008(Amounts in thousands, except for per share data)RevenuesRent billed

$
92,785


$
81,865


$
74,146Straight-line rent


2,074



8,221



3,742Interest and fee income


26,988



28,723



29,182Total revenues


121,847



118,809



107,070ExpensesReal estate depreciation and amortization


24,486



22,628



22,385Loan impairment charge


12,000







Property-related


4,407



3,802



4,242General and administrative


28,535



21,096



19,515Total operating expense


69,428



47,526



46,142Operating income


52,419



71,283



60,928Other income (expense)Interest and other income


1,518



43



86Debt refinancing costs


(6,716
)






Interest expense


(33,993
)


(37,656
)


(42,424
)Net other expenses


(39,191
)


(37,613
)


(42,338
)Income from continuing operations


13,228



33,670



18,590Income from discontinued operations


9,784



2,697



14,143Net income


23,012



36,367



32,733Net income attributable to non-controlling interests


(99
)


(37
)


(33
)Net income attributable to MPT common stockholders

$
22,913


$
36,330


$
32,700Earnings per share  basicIncome from continuing operations attributable to MPT common
    stockholders

$
0.12


$
0.41


$
0.27Income from discontinued operations attributable to MPT common
    stockholders


0.10



0.04



0.23Net income attributable to MPT common stockholders

$
0.22


$
0.45


$
0.50Weighted average shares outstanding  basic


100,706



78,117



62,027Earnings per share  dilutedIncome from continuing operations attributable to MPT common
    stockholders

$
0.12


$
0.41


$
0.27Income from discontinued operations attributable to MPT common
    stockholders


0.10



0.04



0.23Net income attributable to MPT common stockholders

$
0.22


$
0.45


$
0.50Weighted average shares outstanding  diluted


100,708



78,117



62,035    42




---



##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
    Consolidated Statements of EquityFor the Years Ended December 31, 2010,
    2009 and 2008
    (Amounts in thousands, except per share data)  Distributions


AccumulatedPreferred


Common


Additional


in Excess


OtherPar





Par


Paid-in


of Net


Comprehensive


Treasury


Non-Controlling


TotalShares


Value


Shares


Value


Capital


Income


Loss


Stock


Interests


EquityBalance at December 31, 2007





$




52,133


$
52


$
548,086


$
(28,626
)





$
(262
)

$
77


$
519,327Comprehensive income:Net income






















32,700











33



32,733Comprehensive income






















32,700











33



32,733Deferred stock units issued to directors


















48



(48
)














Stock vesting and amortization of stock-based compensation










273







6,386



















6,386Purchase of Wichita Partnership


































145



145Distributions to non-controlling interests


































(12
)


(12
)Proceeds from offering (net of offering costs)










12,650



13



128,318



















128,331Dividends declared ($1.01 per common share)






















(63,967
)














(63,967
)Issuance of convertible debt


















3,400



















3,400Balance at December 31, 2008





$




65,056


$
65


$
686,238


$
(59,941
)

$



$
(262
)

$
243


$
626,343Comprehensive income:Net income






















36,330











36



36,366Comprehensive income






















36,330











36



36,366Deferred stock units issued to directors










52



1



5



(4
)














2Stock vesting and amortization of stock-based compensation










246







5,488



















5,488Proceeds from offering (net of offering costs)










13,371



13



67,990



















68,003Distributions to non-controlling interests


































(149
)


(149
)Dividends declared ($0.80 per common share)






















(64,478
)














(64,478
)Balance at December 31, 2009





$




78,725


$
79


$
759,721


$
(88,093
)

$



$
(262
)

$
130


$
671,575Comprehensive income:Net income






















22,913











99



23,012Unrealized loss on interest rate swaps


























(3,641
)










(3,641
)Comprehensive income






















22,913



(3,641
)






99



19,371Stock vesting and amortization of stock-based compensation










700







6,616



















6,616Proceeds from offering (net of offering costs)










30,800



31



288,035



















288,066Extinguishment of convertible debt


















(2,587
)


















(2,587
)Distributions to non-controlling interests


































(115
)


(115
)Dividends declared ($0.80 per common share)






















(83,350
)














(83,350
)Balance at December 31, 2010





$




110,225


$
110


$
1,051,785


$
(148,530
)

$
(3,641
)

$
(262
)

$
114


$
899,576    43




---



##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
    Consolidated Statements of Cash Flows  For the Years Ended December 31,2010


2009


2008(Amounts in thousands)Operating activitiesNet income

$
23,012


$
36,367


$
32,733Adjustments to reconcile net income to net cash provided by
    operating activities:Depreciation and amortization


26,312



26,309



26,535Amortization and write-off of deferred financing costs and debt
    discount


6,110



5,824



7,961Premium paid on extinguishment of debt


3,833







Straight-line rent revenue


(4,932
)


(9,536
)


(9,402
)Share-based compensation expense


6,616



5,488



6,386(Gain) loss from sale of real estate


(10,566
)


(278
)


(9,305
)Deferred revenue and fee income


(4,393
)


(847
)


(7,583
)Provision for uncollectible receivables and loans


14,400







5,700Rent and interest income added to loans






(921
)


(5,556
)Straight-line rent write-off


3,694



1,111



14,037Payment of interest on early prepayment of debt


(7,324
)






Other adjustments


(30
)


(246
)


(57
)Decrease (increase) in:Interest and rent receivable


(5,490
)


(2,433
)


(4,392
)Other assets


(566
)


126



5,249Accounts payable and accrued expenses


(3,177
)


1,700



4,757Deferred revenue


13,138



87



2,854Net cash provided by operating activities


60,637



62,751



69,917Investing activitiesReal estate acquired


(137,808
)


(421
)


(430,710
)Proceeds from sale of real estate


97,669



15,000



89,959Principal received on loans receivable


90,486



4,305



71,941Investment in loans receivable


(11,637
)


(23,243
)


(95,567
)Construction in progress


(6,638
)






Other investments


(9,291
)


(7,777
)


(4,286
)Net cash provided by (used for) investing activities


22,781



(12,136
)


(368,663
)Financing activitiesProceeds from term debt, net of discount


148,500







119,001Payments of term debt


(216,765
)


(1,232
)


(860
)Payment of deferred financing costs


(6,796
)


232



(6,072
)Revolving credit facilities, net


(137,200
)


(55,800
)


38,014Distributions paid


(77,087
)


(61,649
)


(65,098
)Lease deposits and other obligations to tenants


3,667



3,390



2,963Proceeds from sale of common shares, net of offering costs


288,066



68,003



128,331Other


(2,702
)






Net cash provided by (used in) financing activities


(317
)


(47,056
)


216,279Increase (decrease) in cash and cash equivalents for the year


83,101



3,559



(82,467
)Cash and cash equivalents at beginning of year


15,307



11,748



94,215Cash and cash equivalents at end of year

$
98,408


$
15,307


$
11,748Interest paid, including capitalized interest of $63 in 2010,
    $ in 2009, and $ in 2008

$
29,679


$
33,272


$
31,277Supplemental schedule of non-cash financing activities:Other common stock transactions





$
5


$
48    44




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes
    To Consolidated Financial Statements
  1.
    Organization      2.
    Summary
    of Significant Accounting Policies  Use of Estimates:
  Principles of Consolidation:
    Cash and Cash Equivalents:
  Revenue Recognition:
 45




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
              Acquired Real Estate Purchase Price
    Allocation:
   46




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
    lease-up lease-up
      Real Estate and Depreciation: and/or
   47




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
    Buildings and improvements

37.8 yearsTenant lease intangibles

14.3 yearsTenant improvements

5.4 yearsFurniture, equipment and other

9.5 years   Losses from Rent Receivables: property-by-property
  Loans:
  Earnings Per Share:
    Income Taxes:
   48




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
    Stock-Based Compensation:
  Deferred Costs:
  Derivative Financial Investments and Hedging
    Activities.
    Fair
    Value Measurement
   49




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
    
    Level 1  quoted prices for identicalinstruments in active markets;
    Level 2  quoted prices for similarinstruments in active markets; quoted prices for identical
    or similar instruments in markets that are not active; and
    model-derived valuations in which significant inputs and
    significant value drivers are observable in active
    markets; and
    Level 3  fair value measurements derived
    from valuation techniques in which one or more significant
    inputs or significant value drivers are unobservable.  over-the-counter
    Reclassifications:
  3.
    Real
    Estate and Loans Receivable  Acquisitions
    2010


2009


2008(Amounts in thousands)Land

$
8,227


$
421


$
45,293Buildings


119,626







373,472Intangible lease assets-subject to amortization
    (weighted-average useful life 19.4 years in 2010 and
    10.7 years in 2008)


9,955







11,945$
137,808


$
421


$
430,710    50




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
          10-year
    2010

2009(Amounts in thousandsexcept per share amounts)Total revenues

$
130,470


$
129,454Net income attributable to MPT common stockholders


18,026



37,884Net income per share attributable to MPT common
    stockholders-diluted

$
0.17


$
0.47   Disposals
       51




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
      Intangible
    Assets
      For the Year Ended December 31:2011

$
2,9572012


2,5922013


2,5592014


2,4942015


2,305     Leasing
    Operations
    2011

$
93,7992012


90,4432013


90,9802014


89,2912015


86,392Thereafter


653,621$
1,104,526      52




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
             53




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
    Loans
    As of December 31, 2010


As of December 31, 2009Weighted Average





Weighted AverageBalance


Interest Rate


Balance


Interest RateMortgage loans

$
165,000



10.0
%

$
200,164



9.9
%Other loans


50,985



10.8
%


110,842



10.6
%$
215,985






$
311,006         Concentration
    of Credit Risks
   54




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
  4.
    Debt    As of December 31, 2010

As of December 31, 2009Balance


Interest Rate

Balance


Interest RateRevolving credit facilities

$



Variable

$
137,200


VariableSenior unsecured notes  fixed rate through July and
    October 2011 due July and October 2016


125,000


7.333%-7.871%


125,000


7.333%-7.871%Exchangeable senior notesPrincipal amount


91,175


6.125%-9.250%


220,000


6.125%-9.250%Unamortized discount


(2,585
)




(8,265
)88,590





211,735Term loans Principal amount


157,683


Various


102,743


VariousUnamortized discount


(1,303
)




156,380





102,743$
369,970




$
576,678     2011

$
25,6082012


1,5002013


83,5002014


1,5002015


1,500Thereafter


260,250Total

$
373,858     Revolving
    Credit Facilities
  3-year
 55




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
    30-day
  30-day
  Senior
    Unsecured Notes
        Exchangeable
    Senior Notes
   56




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
        Term
    Loans
  6-year
  30-day
   57




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
        5.
    Income
    Taxes       58




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
        For the Years Ended December 31,2010

2009

2008Common share distribution

$
0.800000


$
0.800000


$
1.080000Ordinary income


0.388128



0.471792



0.677940Capital gains(1)


0.027724



0.003708



0.145400Unrecaptured Sec. 1250 gain


0.022784



0.003708



0.138168Return of capital


0.384148



0.324500



0.256660Allocable to next year










     (1)
    
    Capital gains include unrecaptured Sec. 1250 gains.  6.
    Earnings
    Per Share    For the Years Ended December 31,2010


2009


2008Numerator:Income from continuing operations

$
13,228


$
33,670


$
18,590Non-controlling interests share in continuing operations


(99
)


(36
)


(29
)Participating securities share in earnings


(1,254
)


(1,506
)


(1,745
)Income from continuing operations, less participating
    securities share in earnings


11,875



32,128



16,816Income from discontinued operations


9,784



2,697



14,143Non-controlling interests share in discontinued operations






(1
)


(4
)Income from discontinued operations attributable to MPT common
    stockholders


9,784



2,696



14,139Net income, less participating securities share in earnings

$
21,659


$
34,824


$
30,955Denominator:Basic weighted-average common shares


100,706



78,117



62,027Dilutive stock options


2







8Diluted weighted-average common shares


100,708



78,117



62,035    59




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
  7.
    Stock
    Awards        (2011-2013).
 60




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
  one-for-one
    For the
    Year Ended December 31, 2010:
  Vesting Based onVesting Based

Market/Performanceon Service

ConditionsWeighted Average



Weighted AverageShares

Value at Award Date

Shares

Value at Award DateNonvested awards at beginning of the year


962,350


$
10.22



1,301,088


$
6.90Awarded


277,680


$
10.39



182,600


$
9.25Vested


(454,323
)

$
9.97



(175,279
)

$
10.64Forfeited


(2,402
)

$
8.66



(480,000
)

$
3.31Nonvested awards at end of year


783,305


$
10.43



828,409


$
8.70   For the
    Year Ended December 31, 2009:
  Vesting Based onVesting Based

Market/Performanceon Service

ConditionsWeighted Average



Weighted AverageShares

Value at Award Date

Shares

Value at Award DateNonvested awards at beginning of the year


828,106


$
12.24



1,380,375


$
7.15Awarded


441,134


$
6.30







Vested


(299,167
)

$
10.08



(79,287
)

$
11.29Forfeited


(7,723
)

$
8.16







Nonvested awards at end of year


962,350


$
10.22



1,301,088


$
6.90    61




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
  8.
    Commitments
    and Contingencies      2011

$
2,1282012


2,1352013


2,0212014


1,6572015


1,657Thereafter


38,971$
48,569         9.
    Common
    Stock    at-the-market
  at-the-market
 62




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
        10.
    Fair
    Value of Financial Instruments      December 31,

December 31,2010

2009Book

Fair

Book

FairAsset (Liability)

Value

Value

Value

ValueInterest and rent receivables

$
26,176


$
20,265


$
19,845


$
16,712Loans


215,985



209,126



311,006



299,123Debt, net


(369,970
)


(359,910
)


(576,678
)


(547,242
)   11.
    Discontinued
    Operations       63




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
        For the Years Ended December 31,2010

2009

2008Revenues

$
3,838


$
3,269


$
12,970Gain on sale


9,072



278



9,305Income from discontinued operations


9,784



2,697



14,143Income from discontinued operations attributable to MPT common
    stockholders  diluted per share

$
0.10


$
0.04


$
0.23   12.
    Quarterly
    Financial Data (unaudited)    For the Three Month Periods in 2010 EndedMarch 31

June 30

September 30

December 31Revenues

$
30,858


$
30,593


$
28,644


$
31,752Income (loss) from continuing operations


(3,439
)


(305
)


8,663



8,309Income from discontinued operations


625



6,537



301



2,321Net income (loss)


(2,814
)


6,232



8,964



10,630Net income (loss) attributable to MPT common stockholders


(2,822
)


6,223



8,919



10,593Net income (loss) attributable to MPT common stockholders per
    share  basic

$
(0.04
)

$
0.06


$
0.08


$
0.09Weighted average shares outstanding  basic


79,176



103,498



110,046



110,103Net income (loss) attributable to MPT common stockholders per
    share  diluted

$
(0.04
)

$
0.06


$
0.08


$
0.09Weighted average shares outstanding  diluted


79,176



103,498



110,046



110,108   64




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##### Table of Contents



MEDICAL
    PROPERTIES TRUST, INC. AND SUBSIDIARIES
  Notes To
    Consolidated Financial
    Statements  (Continued)
  For the Three Month Periods in 2009 EndedMarch 31

June 30

September 30

December 31Revenues

$
29,460


$
28,640


$
30,639


$
30,069Income from continuing operations


8,207



6,608



9,525



9,330Income (loss) from discontinued operations


2,511



1,251



859



(1,924
)Net income


10,718



7,859



10,384



7,406Net income attributable to MPT common stockholders


10,710



7,846



10,374



7,399Net income attributable to MPT common stockholders per
    share  basic

$
0.14


$
0.09


$
0.13


$
0.09Weighted average shares outstanding  basic


76,432



78,616



78,655



78,755Net income attributable to MPT common stockholders per share
     diluted

$
0.14


$
0.09


$
0.13


$
0.09Weighted average shares outstanding  diluted


76,432



78,616



78,655



78,755   13.
    Subsequent
    Events   65




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##### Table of Contents



ITEM 9.
    Changes
    in and Disagreements With Accountants on Accounting and
    Financial Disclosure   
  ITEM 9A.
    Controls
    and Procedures  Evaluation
    of Disclosure Controls and Procedures
    Rule 13a-15(b),
  Changes
    in Internal Controls over Financial Reporting
    Managements
    Report on Internal Control over Financial Reporting
    Rule 13a-15(f)
     66




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##### Table of Contents



ITEM 9B.
    Other
    Information   
  PART III
 
  ITEM 10.
    Directors,
    Executive Officers and Corporate Governance   
  ITEM 11.
    Executive
    Compensation   
  ITEM 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters   
  ITEM 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence   
  ITEM 14.
    Principal
    Accountant Fees and Services   67




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##### Table of Contents



PART IV
 
  ITEM 15.
    Exhibits
    and Financial Statement Schedules  (a)
    Financial
    Statements and Financial Statement Schedules  Index of Financial Statements of Medical Properties Trust,
    Inc. which are included in Part II, Item 8 of this
    Annual Report on
    Form 10-K:Report of Independent Registered Public
    Accounting Firm


39Consolidated Balance Sheets as of
    December 31, 2010 and 2009


41Consolidated Statements of Income for the Years
    Ended December 31, 2010, 2009, and 2008


42Consolidated Statements of Equity for the Years
    Ended December 31, 2010, 2009, and 2008


43Consolidated Statements of Cash Flows for the
    Years Ended December 31, 2010, 2009, and 2008


44Notes to Consolidated Financial Statements


45Index of Consolidated Financial Statement SchedulesSchedule II  Valuation and
    Qualifying Accounts


II-1Schedule III  Real Estate and
    Accumulated Depreciation


III-1Schedule IV  Mortgage Loans on
    Real Estate


IV-1  68




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##### Table of Contents



(b)
    Exhibits  ExhibitNumber

Exhibit Title3
.1(1)

Registrants Second Articles of Amendment and Restatement3
.2(2)

Registrants Second Amended and Restated Bylaws3
.3(3)

Articles of Amendment of Registrants Second Articles of
    Amendment and Restatement4
.1(1)

Form of Common Stock Certificate4
.2(4)

Indenture, dated July 14, 2006, among Registrant, MPT
    Operating Partnership, L.P. and the Wilmington
    Trust Company, as trustee4
.3(5)

Indenture, dated November 6, 2006, among Registrant, MPT
    Operating Partnership, L.P. and the Wilmington
    Trust Company, as trustee4
.4(5)

Registration Rights Agreement among Registrant, MPT Operating
    Partnership, L.P. and UBS Securities LLC and J.P. Morgan
    Securities Inc., as representatives of the initial purchasers,
    dated as of November 6, 20064
.5(13)

Indenture, dated as of March 26, 2008, among MPT Operating
    Partnership, L.P., as Issuer, Medical Properties Trust, Inc., as
    Guarantor, and Wilmington Trust Company, as Trustee.4
.6(13)

Registration Rights Agreement among MPT Operating Partnership,
    L.P., Medical Properties Trust, Inc. and UBS Securities LLC, as
    representative of the initial purchases of the notes, dated as
    of March 26, 200810
.1(11)

Second Amended and Restated Agreement of Limited Partnership of
    MPT Operating Partnership, L.P.10
.2(6)

Amended and Restated 2004 Equity Incentive Plan10
.3(7)

Form of Stock Option Award10
.4(7)

Form of Restricted Stock Award10
.5(7)

Form of Deferred Stock Unit Award10
.6(1)

Employment Agreement between Registrant and Edward K. Aldag,
    Jr., dated September 10, 200310
.7(1)

First Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated March 8, 200410
.8(1)

Employment Agreement between Registrant and R. Steven Hamner,
    dated September 10, 200310
.9

Not used10
.10(1)

Employment Agreement between Registrant and Emmett E. McLean,
    dated September 10, 200310
.11(1)

Employment Agreement between Registrant and Michael G. Stewart,
    dated April 28, 200510
.12(1)

Form of Indemnification Agreement between Registrant and
    executive officers and directors10
.13(11)

Form of Medical Properties Trust, Inc. 2007 Multi-Year Incentive
    Plan Award Agreement (LTIP Units)10
.14(11)

Form of Medical Properties Trust, Inc. 2007 Multi-Year Incentive
    Plan Award Agreement (Restricted Shares)10
.15(12)

Term Loan Credit Agreement among Medical Properties Trust, Inc.,
    MPT Operating Partnership, L.P., as Borrower, the Several
    Lenders from Time to Time Parties Thereto, KeyBank National
    Association, as Syndication Agent, and JP Morgan Chase Bank,
    N.A. as Administrative Agent, with J.P. Morgan Securities
    Inc. and KeyBank National Association, as Joint Lead Arrangers
    and Bookrunners10
.16(10)

First Amendment to Term Loan Agreement10
.17(16)

Second Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated September 29, 200610
.18(16)

First Amendment to Employment Agreement between Registrant and
    R. Steven Hamner, dated September 29, 200610
.19(16)

First Amendment to Employment Agreement between Registrant and
    Emmett E. McLean, dated September 29, 200610
.20(16)

First Amendment to Employment Agreement between Registrant and
    Michael G. Stewart, dated September 29, 200610
.21(8)

Second Amended and Restated 2004 Equity Incentive Plan 69




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##### Table of Contents



ExhibitNumber

Exhibit Title10
.22(17)

Second Amendment to Employment Agreement between Registrant and
    William G. McKenzie, dated February 27, 200910
.23(17)

Second Amendment to Employment Agreement between Registrant and
    Michael G. Stewart, dated January 1, 200810
.24(17)

Third Amendment to Employment Agreement between Registrant and
    Michael G. Stewart, dated January 1, 200910
.25(17)

Second Amendment to Employment Agreement between Registrant and
    Emmett E. McLean, dated January 1, 200810
.26(17)

Third Amendment to Employment Agreement between Registrant and
    Emmett E. McLean, dated January 1, 200910
.27(17)

Second Amendment to Employment Agreement between Registrant and
    Richard S. Hamner, dated January 1, 200810
.28(17)

Third Amendment to Employment Agreement between Registrant and
    R. Steven Hamner, dated January 1, 200910
.29(17)

Third Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated January 1, 200810
.30(17)

Fourth Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated January 1, 200910
.31(17)

Third Amendment to Employment Agreement between Registrant and
    William G. McKenzie, dated January 1, 200810
.32(17)

Fourth Amendment to Employment Agreement between Registrant and
    William G. McKenzie, dated January 1, 200910
.33(18)

Separation Agreement and General Release, dated June 11,
    2010, between Medical Properties Trust, Inc. and Michael G.
    Stewart10
.34(9)

Revolving Credit and Term Loan Agreement, dated as of
    May 17, 2010, among Medical Properties Trust, Inc., MPT
    Operating Partnership, L.P., KeyBank National Association and
    Royal Bank of Canada, as syndication agents, and JPMorgan Chase
    Bank, N.A., as administrative agent12
.1(19)

Statement re Computation of Ratios21
.1(19)

Subsidiaries of Registrant23
.1(19)

Consent of PricewaterhouseCoopers LLP23
.2(19)

Consent of Moss Adams LLP31
.1(19)

Certification of Chief Executive Officer pursuant to
    Rule 13a-14(a)
    under the Securities Exchange Act of 193431
.2(19)

Certification of Chief Financial Officer pursuant to
    Rule 13a-14(a)
    under the Securities Exchange Act of 193432
(19)

Certification of Chief Executive Officer and Chief Financial
    Officer pursuant to
    Rule 13a-14(b)
    under the Securities Exchange Act of 1934 and 18 U.S.C.
    Section 135099
.1(20)

Consolidated Financial Statements of Prime Healthcare Services,
    Inc. as of December 31, 2009 and 200899
.2(20)

Consolidated Financial Statements of Prime Healthcare Services,
    Inc. as of September 30, 2010     (1)
    
    Incorporated by reference to Registrants Registration
    Statement on
    Form S-11
    filed with the Commission on October 26, 2004, as amended
    (File
    No. 333-119957).(2)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on November 24, 2009.(3)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended September 30, 2005, filed with the
    Commission on November 10, 2005. 70




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##### Table of Contents



(4)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on July 20, 2006.(5)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on November 13, 2006.(6)
    
    Incorporated by reference to Registrants definitive proxy
    statement on Schedule 14A, filed with the Commission on
    September 13, 2005.(7)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on October 18, 2005.(8)
    
    Incorporated by reference to Registrants definitive proxy
    statement on Schedule 14A, filed with the Commission on
    April 14, 2007.(9)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on May 20, 2010.(10)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended September 30, 2007, filed with the
    Commission on November 9, 2007.(11)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on August 6, 2007.(12)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on August 15, 2007.(13)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on March 26, 2008.(14)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended March 31, 2008, filed with the
    Commission on May 9, 2008.(15)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended June 30, 2008, filed with the
    Commission on August 8, 2008.(16)
    
    Incorporated by reference to Registrants annual report on
    Form 10-K/A
    for the period ended December 31, 2007, filed with the
    Commission on July 11, 2008.(17)
    
    Incorporated by reference to Registrants annual report on
    Form 10-K
    for the period ended December 31, 2008, filed with the
    Commission on March 13, 2009.(18)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on June 11, 2010.(19)
    
    Included in this
    Form 10-K.(20)
    
    Since affiliates of Prime Healthcare Services, Inc. lease more
    than 20% of our total assets under triple net leases, the
    financial status of Prime may be considered relevant to
    investors. Primes most recently available audited
    consolidated financial statements (as of and for the years ended
    December 31, 2009 and 2008) and Primes most
    recently available financial statements (unaudited, as of and
    for the period ended September 30, 2010) are
    incorporated by reference to Registrants annual report on
    Form 10-K/A
    for the period ended December 31, 2009 filed with the
    Commission on April 9, 2010 and to Registrants
    quarterly report on
    Form 10-Q
    for the quarter ended September 30, 2010, filed with the
    Commission on November 5, 2010, respectively. We have not
    participated in the preparation of Primes financial
    statements nor do we have the right to dictate the form of any
    financial statements provided to us by Prime. 71




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##### Table of Contents



SIGNATURES
      By:
    /s/  R.
    Steven Hamner          Signature

Title

Date/s/  Edward
    K. Aldag, Jr.Edward
    K. Aldag, Jr.

Chairman of the Board, President, Chief Executive Officer and
    Director (Principal Executive Officer)

February 25, 2011/s/  Virginia
    A. ClarkeVirginia
    A. Clarke

Director

February 25, 2011/s/  Sherry
    A. KellettSherry
    A. Kellett

Director

February 25, 2011/s/  R.
    Steven HamnerR.
    Steven Hamner

Executive Vice President, Chief Financial Officer and Director
    (Principal Financial and Accounting Officer)

February 25, 2011/s/  G.
    Steven DawsonG.
    Steven Dawson

Director

February 25, 2011/s/  Robert
    E. Holmes, Ph.D.Robert
    E. Holmes, Ph.D.

Director

February 25, 2011/s/  William
    G. McKenzieWilliam
    G. McKenzie

Vice Chairman of the Board

February 25, 2011/s/  L.
    Glenn Orr, Jr.L.
    Glenn Orr, Jr.

Director

February 25, 2011  72




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##### Table of Contents



Medical
    Properties Trust, Inc.
    Schedule II: Valuation and Qualifying Accounts
    December 31, 2010  Balance at


AdditionsBeginning of


Charged Against


Net


Balance atYear Ended December 31,

Year(1)


Operations(1)


Recoveries(1)


End of Year(1)(In thousands)2010

$
4,339


$
22,245
(3)

$
2,658


$
23,9262009

$
397


$
5,107


$
1,165


$
4,3392008

$
4,202


$
397


$
4,202
(2)

$
397     (1)
    
    Includes allowance for doubtful accounts, straight-line rent
    reserves, allowance for loan losses, tax valuation allowances
    and other reserves.(2)
    
    Includes $3.2 million of write offs associated with our
    West Houston property that was sold in 2007.(3)
    
    Includes $12 million loan loss reserve related to our
    Monroe property and a $6.5 million increase in valuation
    allowances to fully reserve for the net deferred tax asset of
    one of our taxable REIT subsidiaries. II-1




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##### Table of Contents





SCHEDULE III 
    REAL ESTATE INVESTMENTS AND ACCUMULATED DEPRECIATION
    December 31, 2010 Life on whichdepreciation inlatest incomestatements isInitial Costs


Additions Subsequent to Acquisition


Cost at December 31, 2010


Accumulated


Date of

Date

computedLocation

Type of Property

Land


Buildings


Improvements


Carrying Costs


Land


Buildings


Total


Depreciation


Construction

Acquired

(Years)(Dollar amounts in thousands)Thornton, CO

Long term acute care hospital

$
2,130


$
6,013


$
2,237


$



$
2,130


$
8,250


$
10,380


$
1,068


1962

August 17, 2004

40New Bedford, MA

Long term acute care hospital


1,400



19,772



256







1,400



20,028



21,428



3,159


1942

August 17, 2004

40Covington, LA

Long term acute care hospital


821



10,238







14



821



10,252



11,073



1,431


1984

June 9, 2005

40Denham Springs, LA

Long term acute care hospital


429



5,340







49



429



5,389



5,818



686


1960

June 9, 2005

40Redding, CA

Long term acute care hospital






19,952







4,361



1,629



22,684



24,313



2,919


1991

June 30, 2005

40Sherman Oaks, CA

Acute care general hospital


5,290



13,587







31



5,290



13,618



18,908



1,706


1956

December 30, 2005

40Bloomington, IN

Acute care general hospital


2,457



31,209







408



2,576



31,498



34,074



3,435


2006

August 8, 2006

40Dallas, TX

Long term acute care hospital


1,000



13,589







368



1,421



13,536



14,957



1,466


2006

September 5, 2006

40Huntington Beach, CA

Acute care general hospital


937



10,907







3



937



10,910



11,847



1,136


1965

November 8, 2006

40La Palma, CA

Acute care general hospital


937



10,907







3



937



10,910



11,847



1,136


1971

November 8, 2006

40Anaheim, CA

Acute care general hospital


1,875



21,814







10



1,875



21,824



23,699



2,273


1964

November 8, 2006

40Luling, TX

Long term acute care hospital


811



9,345











811



9,345



10,156



954


2002

December 1, 2006

40San Antonio, TX

Rehabilitation hospital






10,198















10,198



10,198



1,041


1987

December 1, 2006

40Victoria, TX

Long term acute care hospital


625



7,197











625



7,197



7,822



735


1998

December 1, 2006

40Houston, TX

Acute care general hospital


4,757



56,238







1,259



5,464



56,790



62,254



5,742


2006

December 1, 2006

40Bensalem, PA

Acute care general hospital


6,911



38,185







(352
)


6,912



37,832



44,744



3,670


2006

March 19, 2007

40Portland, OR

Long term acute care hospital


3,085



17,859







2,559



3,071



20,432



23,503



1,815


1964

April 18, 2007

40San Diego, CA

Acute care general hospital


6,550



15,653







77



6,550



15,730



22,280



1,439


1964

May 9, 2007

40Redding, CA

Acute care general hospital


1,555



53,863







13



1,555



53,876



55,431



4,613


1974

August 10, 2007

40Houston, TX

Acute care general hospital


3,501



34,530







(7,319
)


3,274



27,438



30,712



2,312


1960

August 10, 2007

40Bennettsville, SC

Acute care general hospital


794



15,772











794



15,772



16,566



1,085


1984

April 1, 2008

40Bossier City, LA

Long term acute care hospital


900



17,818











900



17,818



18,718



1,222


1982

April 1, 2008

40Bristol, CT

Wellness Center


485



2,267











485



2,267



2,752



429


1975

April 22, 2008

10Cheraw, SC

Acute care general hospital


657



19,576











657



19,576



20,233



1,345


1982

April 1, 2008

40Detroit, MI

Long term acute care hospital


1,220



8,687







(365
)


1,220



8,322



9,542



624


1956

May 22, 2008

40Enfield, CT

Wellness Center


384



2,257











384



2,257



2,641



427


1974

April 22, 2008

10Fayetteville, AR

Rehabilitation hospital


909



18,332











909



18,332



19,241



1,146


1991

July 14, 2008

40Fort Lauderdale, FL

Rehabilitation hospital


3,499



21,939







1



3,499



21,939



25,439



1,465


1985

April 22, 2008

40Garden Grove, CA

Acute care general hospital


5,502



10,748







51



5,502



10,799



16,301



574


1982

November 25, 2008

40Garden Grove, CA

Medical Office Building


862



7,888







28



862



7,916



8,778



413


1982

November 25, 2008

40Idaho Falls, ID

Acute care general hospital


1,822



37,467







4,665



1,822



42,132



43,954



2,741


2002

April 1, 2008

40Morgantown, WV

Rehabilitation hospital






21,552















21,552



21,552



2,010


1989

May 19, 2008

40Newington, CT

Wellness Center


270



1,615











270



1,615



1,885



308


1979

April 22, 2008

10Petersburg, VA

Rehabilitation hospital


1,302



9,121











1,302



9,121



10,423



570


2006

July 1, 2008

40West Valley City, UT

Acute care general hospital


5,516



58,314











5,516



58,314



63,830



3,895


1980

April 22, 2008

40Poplar Bluff, MO

Acute care general hospital


2,659



38,694











2,659



38,694



41,353



2,584


1980

April 22, 2008

40East Providence, RI

Wellness Center


209



1,265











209



1,265



1,474



241


1979

April 22, 2008

10San Dimas, CA

Acute care general hospital


6,160



6,839







34



6,160



6,873



13,033



358


1972

November 25, 2008

40San Dimas, CA

Medical Office Building


1,915



5,085







18



1,915



5,103



7,018



266


1979

November 25, 2008

40West Springfield, MA

Wellness Center


583



3,185











583



3,185



3,768



608


1976

April 22, 2008

10Tucson, AZ

Long term acute care hospital


920



6,078











920



6,078



6,998



418


1987

April 1, 2008

40Warwick, RI

Wellness Center


1,265



759











1,265



759



2,024



144


1979

April 22, 2008

10Webster, TX

Long term acute care hospital


988



10,432







1



988



10,433



11,421



717


1986

April 1, 2008

40Wichita, KS

Rehabilitation hospital


1,019



18,373







1



1,019



18,374



19,393



1,262


1992

April 4, 2008

40Addison, TX

Rehabilitation hospital


2,013



22,531











2,013



22,531



24,544



282


2008

June 17, 2010

40Shenandoah, TX

Rehabilitation hospital


2,033



21,943











2,033



21,943



23,976



274


2008

June 17, 2010

40Richardson, TX

Rehabilitation hospital


2,219



17,419











2,219



17,419



19,638



218


2008

June 17, 2010

40Hill County, TX

Acute care general hospital


1,120



17,882











1,120



17,882



19,002



300


1980

September 17, 2010

15Webster, TX

Long term acute care hospital


664



33,751











664



33,751



34,414






2004

December 21, 2010

40Tomball, TX

Long term acute care hospital


1,298



23,982











1,298



23,982



25,280






2005

December 21, 2010

40$
94,258


$
887,967


$
2,493


$
5,918


$
96,894


$
893,741


$
990,635


$
68,662  III-1




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##### Table of Contents



December 31,


December 31,


December 31,2010


2009


2008COSTBalance at beginning of period

$
934,601


$
943,700


$
614,088Acquisitions


146,854



421



418,766Transfers from construction in progress










2,475Additions


1,709



5,550



308Dispositions


(92,529
)


(15,070
)


(85,648
)Other










(6,289
)Balance at end of period

$
990,635


$
934,601(1
)

$
943,700
(1)The changes in accumulated
    depreciation including real estate assets held for sale for the
    years ended:December 31,


December 31,


December 31,2010


2009


2008ACCUMULATED DEPRECIATIONBalance at beginning of period

$
51,638


$
30,581


$
20,214Depreciation


22,664



21,389



18,118Depreciation on disposed property


(5,640
)


(332
)


(7,751
)Balance at end of period

$
68,662


$
51,638(2
)

$
30,581(2
)     (1)
    
    Includes real estate cost included in real estate held for sale
    of $72,691 and $87,807 for 2009 and 2008, respectively. Excludes
    intangible lease assets that are included in real estate held
    for sale of $24,487 and $24,615 for 2009 and 2008, respectively.(2)
    
    Includes accumulated depreciation in real estate held for sale
    of $3,673 and $2,396 for 2009 and 2008 respectively. Excludes
    accumulated amortization related to intangible lease assets that
    are included in real estate held for sale of $3,532 and $2,020
    for 2009 and 2008, respectively. III-2




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##### Table of Contents



SCHEDULE IV 
    MORTGAGE LOAN ON REAL ESTATE
    MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES  Column A

Column B


Column C


Column D

Column E


Column F


Column G(3)


Column HPrincipalAmount ofLoansSubject toFinal


Periodic




Face


Carrying


DelinquentInterest


Maturity


Payment

Prior


Amount of


Amount of


Principal orDescription

Rate


Date


Terms

Liens


Mortgages


Mortgages


Interest(Dollar amounts in thousands)Long-term first mortgage loan:









Payable in monthly installments of interest plus principal
    payable in full at maturityDesert Valley Hospital


9.9
%


2022





(1
)


70,000



70,000



(2
)Desert Valley Hospital


10.7
%


2022





(1
)


20,000



20,000



(2
)Chino Valley Medical Center


9.9
%


2022





(1
)


50,000



50,000



(2
)Paradise Valley Hospital


9.6
%


2022





(1
)


25,000



25,000



(2
)$
165,000


$
165,000     (1)
    
    There were no prior liens on loans as of December 31, 2010.(2)
    
    The mortgage loan was not delinquent with respect to principal
    or interest.(3)
    
    The aggregate cost for Federal income tax purposes is $165,000.    Year Ended December 31,2010


2009


2008(Dollar amounts in thousands)Balance at beginning of year

$
200,164


$
185,000


$
185,000Additions during year:New mortgage loans and additional advances on existing loans


7,836



15,164



208,000



200,164



185,000Deductions during year:Collection of principal


(43,000
)






(43,000
)






Balance at end of year

$
165,000


$
200,164


$
185,000  IV-1




---



##### Table of Contents



INDEX TO
    EXHIBITS
  ExhibitNumber

Exhibit Title3
.1(1)

Registrants Second Articles of Amendment and Restatement3
.2(2)

Registrants Second Amended and Restated Bylaws3
.3(3)

Articles of Amendment of Registrants Second Articles of
    Amendment and Restatement4
.1(1)

Form of Common Stock Certificate4
.2(4)

Indenture, dated July 14, 2006, among Registrant, MPT
    Operating Partnership, L.P. and the Wilmington
    Trust Company, as trustee4
.3(5)

Indenture, dated November 6, 2006, among Registrant, MPT
    Operating Partnership, L.P. and the Wilmington
    Trust Company, as trustee4
.4(5)

Registration Rights Agreement among Registrant, MPT Operating
    Partnership, L.P. and UBS Securities LLC and J.P. Morgan
    Securities Inc., as representatives of the initial purchasers,
    dated as of November 6, 20064
.5(13)

Indenture, dated as of March 26, 2008, among MPT Operating
    Partnership, L.P., as Issuer, Medical Properties Trust, Inc., as
    Guarantor, and Wilmington Trust Company, as Trustee.4
.6(13)

Registration Rights Agreement among MPT Operating Partnership,
    L.P., Medical Properties Trust, Inc. and UBS Securities LLC, as
    representative of the initial purchases of the notes, dated as
    of March 26, 200810
.1(11)

Second Amended and Restated Agreement of Limited Partnership of
    MPT Operating Partnership, L.P.10
.2(6)

Amended and Restated 2004 Equity Incentive Plan10
.3(7)

Form of Stock Option Award10
.4(7)

Form of Restricted Stock Award10
.5(7)

Form of Deferred Stock Unit Award10
.6(1)

Employment Agreement between Registrant and Edward K. Aldag,
    Jr., dated September 10, 200310
.7(1)

First Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated March 8, 200410
.8(1)

Employment Agreement between Registrant and R. Steven Hamner,
    dated September 10, 200310
.9

Not used10
.10(1)

Employment Agreement between Registrant and Emmett E. McLean,
    dated September 10, 200310
.11(1)

Employment Agreement between Registrant and Michael G. Stewart,
    dated April 28, 200510
.12(1)

Form of Indemnification Agreement between Registrant and
    executive officers and directors10
.13(11)

Form of Medical Properties Trust, Inc. 2007 Multi-Year Incentive
    Plan Award Agreement (LTIP Units)10
.14(11)

Form of Medical Properties Trust, Inc. 2007 Multi-Year Incentive
    Plan Award Agreement (Restricted Shares)10
.15(12)

Term Loan Credit Agreement among Medical Properties Trust, Inc.,
    MPT Operating Partnership, L.P., as Borrower, the Several
    Lenders from Time to Time Parties Thereto, KeyBank National
    Association, as Syndication Agent, and JP Morgan Chase Bank,
    N.A. as Administrative Agent, with J.P. Morgan Securities
    Inc. and KeyBank National Association, as Joint Lead Arrangers
    and Bookrunners10
.16(10)

First Amendment to Term Loan Agreement10
.17(16)

Second Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated September 29, 200610
.18(16)

First Amendment to Employment Agreement between Registrant and
    R. Steven Hamner, dated September 29, 200610
.19(16)

First Amendment to Employment Agreement between Registrant and
    Emmett E. McLean, dated September 29, 200610
.20(16)

First Amendment to Employment Agreement between Registrant and
    Michael G. Stewart, dated September 29, 200610
.21(8)

Second Amended and Restated 2004 Equity Incentive Plan10
.22(17)

Second Amendment to Employment Agreement between Registrant and
    William G. McKenzie, dated February 27, 200910
.23(17)

Second Amendment to Employment Agreement between Registrant and
    Michael G. Stewart, dated January 1, 200810
.24(17)

Third Amendment to Employment Agreement between Registrant and
    Michael G. Stewart, dated January 1, 200910
.25(17)

Second Amendment to Employment Agreement between Registrant and
    Emmett E. McLean, dated January 1, 200810
.26(17)

Third Amendment to Employment Agreement between Registrant and
    Emmett E. McLean, dated January 1, 200910
.27(17)

Second Amendment to Employment Agreement between Registrant and
    Richard S. Hamner, dated January 1, 200810
.28(17)

Third Amendment to Employment Agreement between Registrant and
    R. Steven Hamner, dated January 1, 200910
.29(17)

Third Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated January 1, 2008




---



##### Table of Contents



ExhibitNumber

Exhibit Title10
.30(17)

Fourth Amendment to Employment Agreement between Registrant and
    Edward K. Aldag, Jr., dated January 1, 200910
.31(17)

Third Amendment to Employment Agreement between Registrant and
    William G. McKenzie, dated January 1, 200810
.32(17)

Fourth Amendment to Employment Agreement between Registrant and
    William G. McKenzie, dated January 1, 200910
.33(18)

Separation Agreement and General Release, dated June 11,
    2010, between Medical Properties Trust, Inc. and Michael G.
    Stewart10
.34(9)

Revolving Credit and Term Loan Agreement, dated as of
    May 17, 2010, among Medical Properties Trust, Inc., MPT
    Operating Partnership, L.P., KeyBank National Association and
    Royal Bank of Canada, as syndication agents, and JPMorgan Chase
    Bank, N.A., as administrative agent12
.1(19)

Statement re Computation of Ratios21
.1(19)

Subsidiaries of Registrant23
.1(19)

Consent of PricewaterhouseCoopers LLP23
.2(19)

Consent of Moss Adams LLP31
.1(19)

Certification of Chief Executive Officer pursuant to
    Rule 13a-14(a)
    under the Securities Exchange Act of 193431
.2(19)

Certification of Chief Financial Officer pursuant to
    Rule 13a-14(a)
    under the Securities Exchange Act of 193432
(19)

Certification of Chief Executive Officer and Chief Financial
    Officer pursuant to
    Rule 13a-14(b)
    under the Securities Exchange Act of 1934 and 18 U.S.C.
    Section 135099
.1(20)

Consolidated Financial Statements of Prime Healthcare Services,
    Inc. as of December 31, 2009 and 200899
.2(20)

Consolidated Financial Statements of Prime Healthcare Services,
    Inc. as of September 30, 2010     (1)
    
    Incorporated by reference to Registrants Registration
    Statement on
    Form S-11
    filed with the Commission on October 26, 2004, as amended
    (File
    No. 333-119957).(2)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on November 24, 2009.(3)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended September 30, 2005, filed with the
    Commission on November 10, 2005.(4)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on July 20, 2006.(5)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on November 13, 2006.(6)
    
    Incorporated by reference to Registrants definitive proxy
    statement on Schedule 14A, filed with the Commission on
    September 13, 2005.(7)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on October 18, 2005.(8)
    
    Incorporated by reference to Registrants definitive proxy
    statement on Schedule 14A, filed with the Commission on
    April 14, 2007.(9)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on May 20, 2010.(10)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended September 30, 2007, filed with the
    Commission on November 9, 2007.(11)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on August 6, 2007.(12)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on August 15, 2007.(13)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on March 26, 2008.(14)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended March 31, 2008, filed with the
    Commission on May 9, 2008.(15)
    
    Incorporated by reference to Registrants quarterly report
    on
    Form 10-Q
    for the quarter ended June 30, 2008, filed with the
    Commission on August 8, 2008.(16)
    
    Incorporated by reference to Registrants annual report on
    Form 10-K/A
    for the period ended December 31, 2007, filed with the
    Commission on July 11, 2008.(17)
    
    Incorporated by reference to Registrants annual report on
    Form 10-K
    for the period ended December 31, 2008, filed with the
    Commission on March 13, 2009.(18)
    
    Incorporated by reference to Registrants current report on
    Form 8-K,
    filed with the Commission on June 11, 2010.




---



##### Table of Contents



(19)
    
    Included in this
    Form 10-K.(20)
    
    Since affiliates of Prime Healthcare Services, Inc. lease more
    than 20% of our total assets under triple net leases, the
    financial status of Prime may be considered relevant to
    investors. Primes most recently available audited
    consolidated financial statements (as of and for the years ended
    December 31, 2009 and 2008) and Primes most
    recently available financial statements (unaudited, as of and
    for the period ended September 30, 2010) are
    incorporated by reference to Registrants annual report on
    Form 10-K/A
    for the period ended December 31, 2009 filed with the
    Commission on April 9, 2010 and to Registrants
    quarterly report on
    Form 10-Q
    for the quarter ended September 30, 2010, filed with the
    Commission on November 5, 2010, respectively. We have not
    participated in the preparation of Primes financial
    statements nor do we have the right to dictate the form of any
    financial statements provided to us by Prime.