Background/Rationale: University of Colorado implemented Integrated Behavioral Health Plus (IBH+) services (team-based care with primary care providers, psychologists, and psychiatrists; in-person and virtual care) in 7 family medicine practices beginning in summer 2020. This presentation reports findings of a baseline context evaluation. Study Design: The mixed methods evaluation is guided by RE-AIM and PRISM contextual factors frameworks, with baseline practice interviews and surveys. Description of Population Sampled: 32 clinicians, staff, and organizational leaders participated in interviews and 178 clinicians and staff completed surveys. Procedures and Data Collection: Semi-structured interviews assessed barriers and facilitators to IBH+ and change culture and processes. Self-report surveys included the Organizational Readiness to Change Assessment (ORCA), the Patient Centered Medical Home Practice Monitor (PCMH Monitor), the Practice Culture Assessment (PCA), and a burnout measure. Key Results: Qualitative content analysis of interviews revealed several themes: high perceived need for IBH+ services, patient access concerns, and need for supportive leadership, clear communication, and a sustainability plan. Descriptive statistics of surveys showed moderate to high scores overall and practice variation in ORCA strength of evidence (range 3.9-5/6), quality of context (3.2-4.8/6), and capacity for internal facilitation (3.1-4.9/6); PCMH Monitor Integration of Behavioral and Mental Health (range 60-100/100); and PCA change culture (range 65.6-73.3/100), work relationships (range 67.9-76.4/100), and practice chaos (range 27.1-54.7/100); burnout levels were moderate (range 1.9-2.7/5). Conclusions: Practices reported high demand for IBH+ services and varied in readiness to change, implementation climate, and need for internal facilitation support during implementation. Understanding baseline context informs implementation strategies and follow-up evaluation.