TY 2010 Form 990

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (check all that apply)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(1) WILLIAM W BLANTON VP, ACTUARIAL & UNDERWRITING	0.00			X		195,879	114,942	107,910
(2) WILLIAM K BUTLER II Director	1.00	X				0	100	0
(3) WILKES HUBBARD MD Director	1.00	X				600	334,949	50,101
(4) VICKY GRAY Director	1.00	X				0	736,136	114,907
(5) TONI W STRACHAN VP, CUSTOMER OPS	0.00			X		135,418	79,464	90,136
(6) TED WILLE Director	1.00	X				0	0	0
(7) STACY R FUQUA SR CLIENT EXEC.	40.00				X	159,985	93,879	44,973
(8) SAMEH A BASTA MEDICAL DIRECTOR	40.00				X	158,859	93,217	41,357
(9) ROBERT BROERMANN Dir/Asst Treas	1.00	X	X			0	1,063,115	241,687
(10) RACHEL SCHNEIDER VP, NETWORK MANAGEMENT	0.00			X		108,480	63,655	36,632
(11) MICHAEL DUDLEY EX OFFICIO DIR	40.00	X	X			0	821,526	639,581
(12) MEREDITH B ROSE MD Director	1.00	X				400	302,393	120,259
(13) MEGAN P PADDEN VP, GOVT PROGRAMS & E-BUSINESS	0.00			X		130,055	76,316	98,968
(14) MATTHEW KEATS MEDICAL DIRECTOR	40.00				X	186,574	109,482	120,203
(15) LINDA M BUTZ DIR SALES & DEVEL	40.00				X	186,514	109,446	47,418
(16) JOHN F KALAFSKY Director	1.00	X				600	0	0
(17) JOHN E DEGRUTTOLLA Sr VP MARKETING	40.00		X			247,617	145,302	44,548

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (check all that apply)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(18) JAMES E HADEN Director	1.00	X					0	0	0
(19) JAMES A HILBERT CFO/Sr. VP	40.00		X				254,925	149,589	57,645
(20) HOWARD P KERN Dir/Sec/Treas	1.00	X	X				0	1,431,118	733,973
(21) GREGORY E MERTI MEDICAL DIRECTOR	0.00				X		151,921	89,146	41,621
(22) GRACE R HINES Secretary	1.00		X				0	337,112	158,271
(23) GEORGE HEUSER VP, MEDICAL DIRECTOR	0.00			X			213,905	125,519	104,446
(24) GARY YATES Director	1.00	X					0	1,088,200	287,717
(25) GAIL HEAGEN FORMER OFFICER	0.00					X	0	170,070	81,613
(26) DIAN T CALDERONE Director	1.00	X					0	0	0
(27) DAVID PARISER MD Director	1.00	X					600	0	0
(28) DAVID LEVIN FORMER HIGHEST PAID EMPLOYEE	0.00					X	0	392,915	63,867
(29) DAVID L BERND Dir/Chairman	1.00	X	X				0	3,444,338	669,144
(30) DARLEEN A MASTIN Director/Sr VP	40.00	X	X				220,757	129,538	163,542
(31) CHARLES F LOVELL JR MD Director	1.00	X					1,600	0	0

(A) Name and business address	(B) Description of services	(C) Compensation
TPG DIRECT LLC 7 NORTH COLUMBUS BLVD PHILADELPHIA,PA19106	MARKETING SRVCS	748,020
MCKESSON HEALTH SOLUTIONS 21987 NETWORK PLACE CHICAGO,IL60673	PROFESSIONAL SVCS	397,347
LASON SYSTEMS INC 1305 STEPHENSON HWY TROY,MI48083	CLAIMS PROCESSING	432,097
HEALTH MGMT SYSTEMS PO BOX 27151 NEW YORK,NY10087	PROFESSIONAL SVCS	335,836
CONNEXTIONS INC PO BOX 403706 ATLANTA,GA30384	PROFESSIONAL SVCS	587,623
2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 in compensation from the organization 16

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.	(A) Total expenses	(B) Program service expenses	(C) Management and general expenses	(D) Fundraising expenses
1	Grants and other assistance to governments and organizations in the U.S. See Part IV, line 21	2,000,677	2,000,677
2	Grants and other assistance to individuals in the U.S. See Part IV, line 22	0
3	Grants and other assistance to governments, organizations, and individuals outside the U.S. See Part IV, lines 15 and 16	0
4	Benefits paid to or for members	0
5	Compensation of current officers, directors, trustees, and key employees ....	1,954,388	1,758,949	195,439
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	15,506	13,955	1,551
7	Other salaries and wages	26,531,345	23,878,211	2,653,134
8	Pension plan contributions (include section 401(k) and section 403(b) employer contributions) ....	1,758,360	1,582,524	175,836
9	Other employee benefits .......	2,222,342	2,000,108	222,234
10	Payroll taxes ...........	1,915,215	1,723,694	191,521
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	93,092	83,783	9,309
c	Accounting ...........	257,403	231,663	25,740
d	Lobbying ...........	0
e	Professional fundraising. See Part IV, line 17..	0
f	Investment management fees ......	0
g	Other ..........	138,927	127,972	10,955
12	Advertising and promotion ....	17,484,891	15,736,402	1,748,489
13	Office expenses .......	2,444,395	2,199,956	244,439
14	Information technology ......	1,718,131	1,546,318	171,813
15	Royalties ..	0
16	Occupancy ...........	1,292,362	1,163,126	129,236
17	Travel ............	488,931	440,038	48,893
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	17,827	16,044	1,783
20	Interest ...........	105,211	94,690	10,521
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	877,721	789,949	87,772
23	Insurance ..............	1,102,685	992,417	110,268
24	Other expenses. Itemize expenses not covered above. (Expenses grouped together and labeled miscellaneous may not exceed 5% of total expenses shown on line 25 below.)
a	SENTARA SERVICE EXP	7,698,893	6,929,004	769,889
b	PURCHASED SERVICES	3,347,084	3,012,376	334,708
c	OTHER TAXES & LICENSES	1,726,841	1,554,157	172,684
d	OTHER MEDICAL CLAIMS	467,149,429	420,434,486	46,714,943
e	HOSPITAL CLAIMS	483,658,140	435,292,326	48,365,814
f	All other expenses	894,169	804,752	89,417
25	Total functional expenses. Add lines 1 through 24f	1,026,893,965	924,407,577	102,486,388	0
26	Joint costs. Check here if following SOP 98-2 (ASC 958-720). Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation

Part X Balance Sheet
	1	Cashnon-interest-bearing ..........		1	0
2	Savings and temporary cash investments .......	80,299,206	2	98,473,605
3	Pledges and grants receivable, net .........		3	0
4	Accounts receivable, net .........	47,344,799	4	65,200,920
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........		5	0
6	Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of
	Schedule L ..........		6	0
7	Notes and loans receivable, net .............		7	0
8	Inventories for sale or use ..............		8	0
9	Prepaid expenses and deferred charges ............		9	12,353
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	7,752,858
b	Less: accumulated depreciation. .....	10b	6,307,263	1,794,019	10c	1,445,595
11	Investments—publicly traded securities ..........	111,365,161	11	153,530,417
12	Investments—other securities. See Part IV, line 11 ......		12	0
13	Investments—program-related. See Part IV, line 11 ..		13	0
14	Intangible assets .........		14	0
15	Other assets. See Part IV, line 11 ...........		15	0
16	Total assets. Add lines 1 through 15 (must equal line 34)...	240,803,185	16	318,662,890
	17	Accounts payable and accrued expenses .	108,010	17	12,926,040
18	Grants payable ..........		18
19	Deferred revenue ..........	2,478,844	19	5,923,064
20	Tax-exempt bond liabilities ..........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..		21
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ....		24
25	Other liabilities. Complete Part X of Schedule D.....	103,050,591	25	109,858,563
26	Total liabilities. Add lines 17 through 25.....	105,637,445	26	128,707,667
		Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....		27
28	Temporarily restricted net assets .....		28
29	Permanently restricted net assets .....		29
	Organizations that do not follow SFAS 117, check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds	135,165,740	32	189,955,223
33	Total net assets or fund balances .....	135,165,740	33	189,955,223
34	Total liabilities and net assets/fund balances .....	240,803,185	34	318,662,890

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SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.

Attach to Form 990 or Form 990-EZ. right arrow

See separate instructions.

OMB No. 1545-0047

2010

Open to Public
Inspection

Name of the organization

OPTIMA HEALTH PLAN

Employer identification number

54-1283337

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions

The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)

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

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E.)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in

section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in

section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross

receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of

its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses

acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. Seesection 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box that describes the type of supporting organization and complete lines 11e through 11h.

Type I

Type II

Type III - Functionally integrated

Type III - Other

By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).

If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box ..................................................

Since August 17, 2006, has the organization accepted any gift or contribution from any of the
following persons?

(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)

Yes

and (iii) below, the governing body of the the supported organization? ................

11g(i)

(ii) a family member of a person described in (i) above? ......................

11g(ii)

(iii) a 35% controlled entity of a person described in (i) or (ii) above? ................

11g(iii)

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

(i) Name of supported organization	(ii) EIN	(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))	(iv) Is the organization in col. (i) listed in your governing document?		(v) Did you notify the organization in col. (i) of your support?		(vi) Is the organization in col. (i) organized in the U.S.?		(vii) Amount of support?
(i) Name of supported organization	(ii) EIN		Yes	No	Yes	No	Yes	No	(vii) Amount of support?
(1) SENTARA HEALTHCARE	521271901	7		No					18,000,000

Total									18,000,000

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2010

Page 2

Part II

Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year(or fiscal year beginning in)		(a) 2006	(b) 2007	(c) 2008	(d) 2009	(e) 2010	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3..
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6	Public Support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year(or fiscal year beginning in)		(a) 2006	(b) 2007	(c) 2008	(d) 2009	(e) 2010	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
11	Total support (Add lines 7 through 10).

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

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

Section C. Computation of Public Support Percentage

Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f)) .........

Public Support Percentage for 2009 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2010. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ...................... right arrow

33 1/3% support test—2009. If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2010. If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization .................................................. right arrow

10%-facts-and-circumstances test—2009. If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly
supported organization .............................................. right arrow

Private Foundation If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions ................................................... right arrow

Schedule A (Form 990 or 990-EZ) 2010

Page 3

Part III

Support Schedule for Organizations Described in IRC 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

Calendar year(or fiscal year beginning in)		(a) 2006	(b) 2007	(c) 2008	(d) 2009	(e) 2010	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3	Gross receipts from activities that are not an unrelated trade or business under section 513..
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge..
6	Total. Add lines 1 through 5.
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons...
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public Support (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2006	(b) 2007	(c) 2008	(d) 2009	(e) 2010	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
13	Total support (Add lines 9, 10c, 11 and 12.).

Section C. Computation of Public Support Percentage

Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f)) .........

Public support percentage from 2009 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f)) ......

Investment income percentage from 2009 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2010. If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .......... right arrow

33 1/3% support tests—2009. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

Private Foundation If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions ..... right arrow

Schedule A (Form 990 or 990-EZ) 2010

Page 4

Part IV

Supplemental Information. Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Explanation

Schedule A (Form 990 or 990-EZ) 2010

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

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SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet

Complete if the organization is described below.
SchCMd Bullet

Attach to Form 990 or Form 990-EZ. SchCMd Bullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public
Inspection

If the organization answered “Yes,” to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet

Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet

Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet

Section 527 organizations: Complete Part I-A only.
If the organization answered “Yes,” to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet

Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)) Complete Part II-A. Do not complete Part II-B.
Round Bullet

Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered “Yes,” to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, Part V, line 35a (Proxy Tax), then
Round Bullet

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

Name of the organization

OPTIMA HEALTH PLAN

Employer identification number

54-1283337

Part I-A

Complete if the organization is exempt under section 501(c) or is a section 527 organization.

Provide a description of the organization's direct and indirect political campaign activities on behalf of or in opposition to candidates for public office in Part IV.

Political expenditures .................................... SchCMd Bullet

Volunteer hours ........................................

Part I-B

Complete if the organization is exempt under section 501(c)(3).

Enter the amount of any excise tax incurred by the organization under section 4955 ......... SchCMd Bullet

Enter the amount of any excise tax incurred by organization managers under section 4955 ...... SchCMd Bullet

If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............

Yes No

Was a correction made? .........................................

Yes No

If "Yes," describe in Part IV.

Part I-C

Complete if the organization is exempt under section 501(c) except section 501(c)(3).

Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet

Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt funtion activities .................................... SchCMd Bullet

Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b.. SchCMd Bullet

Did the filing organization file Form 1120-POL for this year? ..........................

Yes No

Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.

(a) Name	(b) Address	(c) EIN	(d) Amount paid from filing organization's funds. If none, enter -0-.	(e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.

For Privacy Act and Paperwork Reduction Act Notice, see the instructions for Form 990.

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2010

Page 2

Part II-A

Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).

A Check if the filing organization belongs to an affiliated group.
B Check if the filing organization checked box A and "limited control" provisions apply.

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(b) Affiliated Group Totals
1a	Total lobbying expenditures to influence public opinion (grass roots lobbying) ......
b	Total lobbying expenditures to influence a legislative body (direct lobbying) .......
c	Total lobbying expenditures (add lines 1a and 1b) ...................
d	Other exempt purpose expenditures ........................
e	Total exempt purpose expenditures (add lines 1c and 1d) ...............
f	Lobbying nontaxable amount. Enter the amount from the following table in both columns.
	If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
	Not over $500,00020% of the amount on line 1e.
	Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
	Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
	Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
	Over $17,000,000$1,000,000.

g	Grassroots nontaxable amount (enter 25% of line 1f) .................
h	Subtract line 1g from line 1a. If zero or less, enter -0-. ................
i	Subtract line 1f from line 1c. If zero or less, enter -0-. ................
j	If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting section 4911 tax for this year? ......................................	Yes No

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2007	(b) 2008	(c) 2009	(d) 2010	(e) Total

2a	Lobbying non-taxable amount

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

c	Total lobbying expenditures

d	Grassroots non-taxable amount

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

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2010

Page 3

Part II-B

Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).

(a)

Yes

(b)

Amount

During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:

Volunteers? .........................................

Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....

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

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

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

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

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

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

Other activities? If "Yes," describe in Part IV ..........................

Yes

11,047

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

11,047

Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....

If "Yes," enter the amount of any tax incurred under section 4912 .................

If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....

If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? .......

Part III-A

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).

Yes

Were substantially all (90% or more) dues received nondeductible by members? ................

Did the organization make only in-house lobbying expenditures of $2,000 or less? ................

Did the organization agree to carryover lobbying and political expenditures from the prior year? ..........

Part III-B

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) if BOTH Part III-A, lines 1 and 2 are answered “No” OR if Part III-A, line 3 is answered “Yes”.

Dues, assessments and similar amounts from members .....................

Section 162(e) non-deductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).

Current year .........................................

Carryover from last year ....................................

Total ...........................................

Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .

If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ................................

Taxable amount of lobbying and political expenditures (see instructions) ..............

Part IV

Supplemental Information

Complete this part to provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; and Part ll-B, line 1i.
Also, complete this part for any additional information.

Identifier	Return Reference	Explanation
Part II-B, Line 1i	Part II-B, Line 1i - Other Activities Description	THE ORGANIZATION IS INVOLVED IN INDIRECT LOBBYING ACTIVITIES THROUGH PAYMENT OF MEMBERSHIP DUES TO VIRGINIA ASSOCIATION OF HEALTH PLANS.

Schedule C (Form 990 or 990EZ) 2010

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11, or 12.
SchDMd Bullet

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public Inspection

Name of the organization

OPTIMA HEALTH PLAN

Employer identification number

54-1283337

Part I

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

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .......
2	Aggregate contributions to (during year) ...
3	Aggregate grants from (during year) ...
4	Aggregate value at end of year .......

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds may be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit. ...................................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or pleasure) Preservation of an historically importantly land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a–2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements .......................	2a
b	Total acreage restricted by conservation easements ..................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after 8/17/06 ........	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the taxable year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................

Yes No

Staff and volunteer hours devoted to monitoring, inspecting and enforcing conservation easements during the year SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year SchDMd Bullet

Does each conservation easement reported on line 2(d) above satisfy the requirements of section
170(h)(4)(B)(i) and 170(h)(4)(B)(ii)? ....................................

Yes No

In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.

If the organization elected, as permitted under SFAS 116, not to report in its revenue statement and balance sheet works of
art, historical treasures, or other similar assets held for public exhibition, education or research in furtherance of public service,
provide, in Part XIV, the text of the footnote to its financial statements that describes these items.

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

(i)

Revenues included in Form 990, Part VIII, line 1 ........................ SchDMd Bullet

(ii)

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

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 relating to these items:

Revenues included in Form 990, Part VIII, line 1 .......................... SchDMd Bullet

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

For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990

Cat. No. 52283D

Schedule D (Form 990) 2010

Page 2

Part III

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

Using the organization’s accession and other records, check any of the following that are a significant use of its collection
items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIV.

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No

If "Yes," explain the arrangement in Part XIV and complete the following table:


c	Beginning balance .................................	1c
d	Additions during the year ..............................	1d
e	Distributions during the year .............................	1e
f	Ending balance ...................................	1f

Did the organization include an amount on Form 990, Part X, line 21? .....................

Yes No

If “Yes,” explain the arrangement in Part XIV.

Part V

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

		(a)Current Year	(b)Prior Year	(c)Two Years Back	(d)Three Years Back	(e)Four Years Back
1a	Beginning of year balance ....
b	Contributions ........
c	Investment earnings or losses ...
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........
f	Administrative expenses ....
g	End of year balance ......

Provide the estimated percentage of the year end balance held as:

Board designated or quasi-endowment: SchDMd Bullet

Permanent endowment: SchDMd Bullet

Term endowment: SchDMd Bullet

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) unrelated organizations ........................

3a(i)

(ii) related organizations ........................

3a(ii)

If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........

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

Part VI

InvestmentsLand, Buildings, and Equipment. See Form 990, Part X, line 10.

Description of investment		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................
b	Buildings ................
c	Leasehold improvements ............	1,212,761	881,283	331,478
d	Equipment ................	6,540,097	5,425,980	1,114,117
e	Other .................
Total. Add lines 1a-1e. (Column (d) should equal Form 990, Part X, column (B), line 10(c).)........				1,445,595

Schedule D (Form 990) 2010

Page 3

Part VII

InvestmentsOther Securities. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)		(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
Other








Total. (Column (b) should equal Form 990, Part X, col.(B) line 12.)

Part VIII

InvestmentsProgram Related. See Form 990, Part X, line 13.

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









Total. (Column (b) should equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets. See Form 990, Part X, line 15.

(a) Description				(b) Book value









Total. (Column (b) should equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities. See Form 990, Part X, line 25.

1.(a) Description of Liability		(b) Amount
Federal Income Taxes
OTHER LIABILITIES		10,795,520
MEDICAL CLAIMS PAYABLE		96,964,263
DUE TO AFFILIATES		2,098,780






Total. (Column (b) should equal Form 990, Part X, col.(B) line 25.)		109,858,563
2. Fin 48 (ASC 740) Footnote. In Part XIV, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC740).

Schedule D (Form 990) 2010

Page 4

Part XI Reconciliation of Change in Net Assets from Form 990 to Financial Statements
1	Total revenue (Form 990, Part VIII, column (A), line 12) ....................	1
2	Total expenses (Form 990, Part IX, column (A), line 25) .....................	2
3	Excess or (deficit) for the year. Subtract line 2 from line 1 .............	3
4	Net unrealized gains (losses) on investments ..........................	4
5	Donated services and use of facilities .............................	5
6	Investment expenses ...................................	6
7	Prior period adjustments ..................................	7
8	Other (Describe in Part XIV) .................................	8
9	Total adjustments (net). Add lines 4 - 8 .............................	9
10	Excess or (deficit) for the year per financial statements. Combine lines 3 and 9 .........	10

Part XII Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1	Total revenue, gains, and other support per audited financial statements .......		1
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIV): ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIV): ...........	4b
c	Add lines 4a and 4b.......................		4c
5	Total Revenue. Add lines 3 and 4c. (This should equal Form 990, Part I, line 12.) ......		5

Part XIII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements .............		1
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIV): ............	2d
e	Add lines 2a through 2d......................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIV): ............	4b
c	Add lines 4a and 4b.......................		4c
5	Total expenses. Add lines 3 and 4c. (This should equal Form 990, Part I, line 18.) ......		5

Part XIV

Supplemental Information

Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X; Part XI, line 8; Part XII, lines 2d and 4b; and Part XIII, lines 2d and 4b. Also complete this part to provide any additional information.

Identifier	Return Reference	Explanation
Part X	Part X : FIN48 Footnote	Schedule D, Part XIVA reconciliation of the organization's beginning and ending liabilities for unrecognized tax benefits, which is included in other long-term liabilities in the organization's balance sheet, is as follows:Liability at beginning of year $8,586,564Additions based on current year tax positions 867,224Additions for tax positions of prior years 472,404Reductions for tax positions of prior years (30,672) ___________ $9,895,520As of December 31, 2010, the tax years ending December 31, 2004 through December 31, 2010 remain subject to examination by federal and state authorities.
Part XI, Line 8	Part XI, Line 8: Other Changes in Net Assets or Fund Balances	CAPITAL DISTRIBUTION TO PARENT $ -18000000

Schedule D (Form 990) 2010

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990

OMB No. 1545-0047

2010

Open to Public
Inspection

Name of the organization
OPTIMA HEALTH PLAN

Employer identification number
54-1283337

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21 for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Use
Part IV and Schedule I-1 (Form 990) if additional space is needed ......................... lBullet

(a) Name and address of organization or government	(b) EIN	(c) IRC Code section if applicable	(d) Amount of cash grant	(e) Amount of non-cash assistance	(h) Purpose of grant or assistance
(1) EVMSPO BOX 1980 NORFOLK,VA23501	23-7053208	501(C)(3)	2,000,000	0	SUPPORT MEDICAL EDUCATION

Enter total number of section 501(c)(3) and government organizations ......................... Bullet Image

Enter total number of other organizations ................................ . Bullet Image

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

Cat. No. 50055P

Schedule I (Form 990) 2010

Page 2

Part III

Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Use Schedule I-1 (Form 990) if additional space is needed.

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

Part IV

Supplemental Information. Complete this part to provide the information required in Part I, line 2, and any other additional information.

Identifier	Return Reference	Explanation
Grantmaker's Description of How Grants are Used		AS PART OF A FIVE-YEAR FUNDING AGREEMENT WHICH COMMENCED IN 2006, THE ORGANIZATION DONATES FUNDS TO EASTERN VIRGINIA MEDICAL SCHOOL (EVMS), A 501(C)(3) ORGANIZATION, IN FURTHERANCE OF SENTARA HEALTHCARE'S MISSION OF PROMOTING MEDICAL EDUCATION. SPECIALLY FORMED JOINT ADVISORY COMMITTEES PROVIDE MONITORING, ADVICE AND GUIDANCE WITH RESPECT TO ACHIEVING SET GOALS OF THE FUNDING AGREEMENT.

Schedule I (Form 990) 2010

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet

Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
SchJMediumBullet

Attach to Form 990. SchJMediumBullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public Inspection

Name of the organization

OPTIMA HEALTH PLAN

Employer identification number

54-1283337

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement orprovision of all the expenses described above? If "No," complete Part III to explain....

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

Yes

Indicate which, if any, of the following the organization uses to establish the compensation of the
organization's CEO/Executive Director. Check all that apply.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:

Receive a severance payment or change-of-control payment? ...............

Yes

Participate in, or receive payment from, a supplemental nonqualified retirement plan? ........

Yes

Participate in, or receive payment from, an equity-based compensation arrangement? ........

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.

For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 5a or 5b, describe in Part III.

For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 6a or 6b, describe in Part III.

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

Yes

Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regs. section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................

If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990

Cat. No. 50053T

Schedule J (Form 990) 2010

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use Schedule J-1 if additional space needed.

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

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

(A) Name		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported in prior Form 990 or Form 990-EZ
(A) Name		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
(1) WILLIAM W BLANTON	(i) (ii)	144,019 84,510	50,947 29,896	913 536	54,498 31,979	13,507 7,926	263,884 154,847	12,091 7,454
(2) WILKES HUBBARD MD	(i) (ii)	600 332,722		2,227	34,943	15,158	600 385,050
(3) VICKY GRAY	(i) (ii)	305,802	302,479	127,855	87,121	27,786	851,043	167,640
(4) TONI W STRACHAN	(i) (ii)	90,399 53,046	44,360 26,031	659 387	51,513 30,227	5,291 3,105	192,222 112,796	14,084 8,684
(5) STACY R FUQUA	(i) (ii)	57,980 34,022	76,180 44,703	25,825 15,154	18,753 11,004	9,589 5,627	188,327 110,510
(6) SAMEH A BASTA	(i) (ii)	136,208 79,926	16,298 9,563	6,353 3,728	13,748 8,068	12,315 7,226	184,922 108,511
(7) ROBERT BROERMANN	(i) (ii)	540,744	501,389	20,982	213,639	28,048	1,304,802	215,688
(8) RACHEL SCHNEIDER	(i) (ii)	86,399 50,699	20,947 12,291	1,134 665	21,693 12,729	1,393 817	131,566 77,201	2,119 1,306
(9) MICHAEL DUDLEY	(i) (ii)	395,785	358,604	67,137	615,696	23,885	1,461,107	193,022
(10) MEREDITH B ROSE MD	(i) (ii)	600					600
(11) MEGAN P PADDEN	(i) (ii)	90,596 53,162	39,157 22,977	302 177	57,317 33,634	5,052 2,965	192,424 112,915	14,084 8,684
(12) MATTHEW KEATS	(i) (ii)	147,033 86,279	38,189 22,409	1,352 794	65,250 38,289	10,502 6,162	262,326 153,933	3,826 2,359
(13) LINDA M BUTZ	(i) (ii)	81,203 47,650	93,437 54,829	11,874 6,967	16,405 9,626	13,478 7,909	216,397 126,981
(14) JOHN E DEGRUTTOLLA	(i) (ii)	543,039	502,990	42,171	260,462	27,255	1,375,917	215,444
(15) JAMES A HILBERT	(i) (ii)
(16) HOWARD P KERN	(i) (ii)	674,814	729,038	27,266	714,210	19,763	2,165,091	322,495
(17) GREGORY E MERTI	(i) (ii)	134,875 79,144	16,845 9,884	201 118	16,439 9,647	9,790 5,745	178,150 104,538
(18) GRACE R HINES	(i) (ii)	196,137 115,093	58,341 34,234	447 262	27,392 16,073	8,936 5,244	291,253 170,906	7,546 4,652
(19) GEORGE HEUSER	(i) (ii)	153,665 90,170	59,910 35,155	330 194	60,512 35,508	5,310 3,116	279,727 164,143	19,692 12,141
(20) GARY YATES	(i) (ii)
(21) GAIL HEAGEN	(i) (ii)			170,070	81,613		251,683
(22) DAVID LEVIN	(i) (ii)	276,253	114,153	2,509	55,172	8,695	456,782	38,199
(23) DAVID L BERND	(i) (ii)	994,709	1,306,738	1,142,891	643,792	25,352	4,113,482	634,843
(24) DARLEEN A MASTIN	(i) (ii)	149,211 87,556	62,781 36,839	8,765 5,143	92,627 54,353	10,437 6,125	323,821 190,016	22,764 14,035

Schedule J (Form 990) 2010

Page 3

Part III

Supplemental Information

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

Identifier	Return Reference	Explanation
Sch J, Part I, Line 7	Part I, Line 7: Non-Fixed payments not listed above	During 2010, the organization made non-fixed payments of compensation under the following incentive programs:Annual incentive program - Executives and senior leaders are eligible for annual awards based on system and individual performance. Both system and individual scores are determined after year-end, at which point awards may be paid and reported as compensation. Target and maximum opportunities vary by level. Top Hat- Within the annual incentive program, executives and senior leaders may receive additional incentive pay to reward exceptional individual performance.Long term incentive program - Executives and senior leaders are eligible for long-term incentive awards based on achieving system mission and strategic imperatives and values in the areas of financial performance, patient safety, clinical quality, and other key metrics over 3-year periods. Award opportunities vary by level. Prior to 2009, a new cycle began every other year. Awards were made in two installments with the first payment occurring within 90 days of the end of the performance period and the second payment, equal to the first payment plus interest, paid one year later. In 2010, the second payment associated with the 2006-2008 cycle was paid. Effective in 2009, the plan design was changed so that a new 3-year cycle begins each year. For Form 990 purposes, estimated annual earnings under each active cycle are reported as deferred compensation in the year earned; and actual earnings for each 3-year cycle are reported as incentive compensation in the year paid. Manager Incentive Plan - Management employees not covered under another incentive plan are eligible for the Management Incentive Plan. Awards are based on system year-end results as determined by the Board; business unit results for financial, safety, quality and customer service; and the manager's individual performance score. System, business unit, and individual results are determined after year-end, at which point awards may be paid and reported as compensation.

Schedule J (Form 990) 2010

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Attach to Form 990 or Form 990-EZ. MediumBullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public Inspection

Name of the organization

OPTIMA HEALTH PLAN

Employer identification number

54-1283337

Part I

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

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

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

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

Part II

Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 26, or Form 990-EZ, Part V, line 38a.

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






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

Part III

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

(a) Name of interested person	(b)Relationship between interested person and the organization	(c)Amount of grant or type of assistance

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2010

Page 2

Part IV

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

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) TIMOTHY C STARR	SEE BELOW	15,506	EMPLOYMENT		No
(2) JOHN KALAFSKY MD	BOARD MEMBER	133,416	PROVIDER CLAIM PAYMTS		No

Part V

Supplemental Information

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

Identifier	Return Reference	Explanation
		SCH L, PT IV, TRANS WITH INTERESTED PERSONSDirectors/trustees/officers/key employees of the organization may also serve as directors/trustees/officers of related taxable entities within the Sentara Healthcare System. See Schedule R for a listing of transactions the organization had with these related taxable entities.Timothy C. Starr is a family member of Board Member Wilkes Hubbard, M.D.

Schedule L (Form 990 or 990-EZ) 2010

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.

OMB No. 1545-0047

2010

Open to Public
Inspection

Name of the organization

OPTIMA HEALTH PLAN

Employer identification number

54-1283337

Identifier	Return Reference	Explanation
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)VI. COMMITMENT TO THE COMMUNITYSENTARA'S BEDROCK INSTITUTION WAS FOUNDED IN 1888 IN NORFOLK AS A 25-BED RETREAT FOR THE SICK. TODAY'S ORGANIZATION IS TRULY AN INTEGRATED HEALTHCARE SYSTEM THAT PROVIDES PATIENTS WITH A COHESIVE AND INTERLOCKING NETWORK OF CAREGIVING THAT SPANS FROM BIRTH THROUGH THE END OF LIFE. AS A NOT-FOR-PROFIT HEALTHCARE ORGANIZATION, SENTARA CONTINUOUSLY REINVESTS IN THE COMMUNITY--WITH THE PURCHASE OF THE MOST MEDICALLY ADVANCED TECHNOLOGY; IN NEW, STATE-OF-THE-ART HEALTHCARE FACILITIES; WITH TRAINING MEDICAL PROFESSIONALS AND WITH PROVIDING THE HIGHEST QUALITY HEALTHCARE TO ALL PATIENTS, REGARDLESS OF THEIR ABILITY TO PAY. IT'S NOT JUST OUR MISSION, IT'S OUR COMMITMENT TO THE COMMUNITY. A. THE SENTARA HEALTH FOUNDATIONTHE SENTARA HEALTH FOUNDATION WAS ESTABLISHED IN 1998 TO IMPROVE HEALTH AND QUALITY OF LIFE THROUGHOUT SOUTHEASTERN VIRGINIA AND NORTH CAROLINA, AND TO FURTHER DEMONSTRATE THE SENTARA NOT-FOR-PROFIT MISSION. THE FOUNDATION HAS TOUCHED THE LIVES OF MANY VIRGINIA RESIDENTS FROM THE EASTERN SHORE TO GREATER HAMPTON ROADS THROUGH GRANTS SUPPORTING COMMUNITY PROGRAMS. SPECIFICALLY, IT HAS AWARDED OVER $8 MILLION IN GRANTS ($629,500 in 2010). PROGRAMS INCLUDE MOBILE DENTAL CARE, PRENATAL SUPPORT, MEDICATION ASSISTANCE AND REDUCED-COST PRIMARY CARE. THE FOUNDATION ALSO SPONSORS COMMUNITY EVENTS, SUCH AS THE SUSAN G. KOMEN TIDEWATER RACE FOR THE CURE, THE AMERICAN HEART ASSOCIATION HEART GALA AND HEART WALK AND THE AMERICAN CANCER SOCIETY RELAY FOR LIFE. THE FOUNDATION'S CHARGE IS TO IDENTIFY COMMUNITY HEALTH-RELATED NEEDS AND ENABLE SOLUTIONS, WITH A PRIMARY FOCUS ON ACCESS TO BASIC HEALTH CARE SERVICES, IMPROVED PREGNANCY OUTCOMES, COALITION BUILDING AND SERVICES FOR FRAIL AND AT-RISK ELDERLY. B. IN SUPPORT OF THE COMMUNITYLED BY A VOLUNTEER COMMUNITY BOARD OF DIRECTORS, SENTARA PROUDLY PROVIDES CARE TO ALL, AND REINVESTS IN THE COMMUNITY IN NUMEROUS WAYS. 1. CONTRIBUTIONSEACH YEAR, SENTARA PROVIDES MILLIONS OF DOLLARS IN BENEFITS TO THE COMMUNITY. IN 2010, SENTARA REINVESTED APPROXIMATELY $179.4 MILLION INTO THE COMMUNITIES IT SERVES. THAT EQUALS MORE THAN $490,000 FOR EACH DAY IN 2010. THE MAJORITY OF THAT--$162.5 MILLION--WENT TOWARD UNCOMPENSATED PATIENT CARE SERVICES, SERVING 178,000 UNINSURED AND UNDERINSURED PATIENTS IN 2010. THAT BREAKS DOWN TO PROVIDING APPROXIMATELY 488 PEOPLE EACH DAY WITH FREE SERVICES. SENTARA INVESTED ANOTHER $14.7 MILLION IN HEALTH CARE TEACHING PROGRAMS TO ENSURE A QUALIFIED POOL OF PHYSICIANS AND NURSES. OVER $2.2 MILLION WENT TOWARD LOCAL COMMUNITY PROGRAMS, WHICH EXTENDED HEALTH EVENTS AND HEALTH SCREENINGS TO MORE THAN 39,000 INDIVIDUALS IN 2010. IN ADDITION, SENTARA EMPLOYEES PROVIDE ANNUAL CONTRIBUTIONS TO THE UNITED WAY, AND NUMEROUS EMPLOYEES VOLUNTEER FOR "WORK CREWS" AT UNITED WAY AGENCIES FOR THE ANNUAL DAY OF CARING. SENTARA IS COMMITTED TO PROVIDING QUALITY HEALTH CARE TO ALL, REGARDLESS OF ABILITY TO PAY. UNDER SENTARA'S CHARITY CARE POLICIES, PATIENTS MEETING CERTAIN FINANCIAL CRITERIA RECEIVE CARE WITHOUT CHARGE OR WITH A SIGNIFICANT DISCOUNT. PATIENTS WITH FAMILY INCOMES AT LESS THAN 200% OF THE FEDERAL POVERTY LEVEL RECEIVE CARE WITHOUT CHARGE. PATIENTS WITH FAMILY INCOMES GREATER THAN 200% OF THE FEDERAL POVERTY LEVEL RECEIVE SIGNIFICANT SLIDING DISCOUNTS. IN 2010, SENTARA COVERED BILLS FOR OVER 178,000 PATIENTS WHO COULD NOT PAY THEIR MOUNTING MEDICAL EXPENSES.2. MEDICALLY UNDERSERVEDSENTARA MEDICAL GROUP'S PHYSICIANS AND MEDICAL STAFF VOLUNTEER THOUSANDS OF HOURS TO EASTERN VIRGINIA MEDICAL SCHOOL, AREA FREE CLINICS, COMMUNITY EDUCATION AND CIVIC AND CHARITABLE PROGRAMS. SENTARA'S PRIORITY IS TO OPEN DOORS OF ACCESS TO BASIC HEALTH CARE THAT MANY AMERICANS TAKE FOR GRANTED.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)SERVING A POPULATION OF MORE THAN 200,000, THE HOSPITAL ADMITS MORE THAN 15,500 INPATIENTS ANNUALLY AND DELIVERS CLOSE TO 1,750 BABIES EACH YEAR. IN ADDITION, RMH AVERAGES MORE THAN 18,000 SURGICAL PROCEDURES ANNUALLY, WHILE THE RMH HAHN CENTER PROVIDES MORE THAN 16,000 CANCER TREATMENTS PER YEAR AND THE RMH EMERGENCY DEPARTMENT TREATS MORE THAN 70,000 PATIENTS PER YEAR. SIGNATURE SERVICES INCLUDE A COMPREHENSIVE HEART AND VASCULAR CENTER, FAMILY BIRTHPLACE, CENTER FOR SLEEP MEDICINE, IMAGING SERVICES, BEHAVIORAL HEALTH SERVICES, WOMEN'S CENTER, AND WELLNESS CENTER. THE RMH MEDICAL GROUP EMPLOYS 77 PHYSICIANS IN 13 SPECIALTIES. THE RMH MEDICAL STAFF HAS 289 PHYSICIANS IN 40 SPECIALTIES. THE AFFILIATION WAS FINALIZED IN MAY OF 2011. 2. MARTHA JEFFERSON HOSPITALIN SEPTEMBER 2010, MARTHA JEFFERSON HOSPITAL (MJH) SIGNED A LETTER OF INTENT TO AFFILIATE WITH SENTARA HEALTHCARE. MJH IS A 176-BED, NOT-FOR-PROFIT COMMUNITY HOSPITAL LOCATED IN CHARLOTTESVILLE, VA, THAT SHARES THE SAME MISSION AS SENTARA TO STRIVE TO IMPROVE THE HEALTH OF THE COMMUNITIES THEY SERVE. TOGETHER THEY WILL CONTINUE PROVIDING PERSONALIZED HEALTH CARE TO THE RESIDENTS OF CHARLOTTESVILLE AND CENTRAL VIRGINIA. THE HOSPITAL ADMITS MORE THAN 11,000 INPATIENTS AND TREATS MORE THAN 214,000 OUTPATIENTS ANNUALLY, AND DELIVERS CLOSE TO 1,800 BABIES EACH YEAR. IN ADDITION, MJH PERFORMS MORE THAN 2,700 INPATIENT AND MORE THAN 3,600 OUTPATIENT SURGICAL PROCEDURES ANNUALLY, WHILE THE EMERGENCY DEPARTMENT TREATS MORE THAN 48,700 PATIENTS PER YEAR. MAJOR SERVICES INCLUDE A CANCER CARE CENTER, DIGESTIVE CARE CENTER, CARDIOLOGY CARE CENTER, ORTHOPAEDICS INCLUDING SPINE SURGERY & JOINT REPLACEMENT SURGERY, WEIGHT LOSS SURGERY, STROKE CENTER SURGERY, THORACIC SURGERY, VASCULAR MEDICINE & SURGERY, AND A WOMEN'S HEALTH CENTER. MJH EMPLOYS 1,600 STAFF MEMBERS, INCLUDING 470 PHYSICIANS REPRESENTING MORE THAN 40 SPECIALTIES. MJH WILL BE THE TENTH HOSPITAL IN THE SENTARA HEALTHCARE SYSTEM OF NOT-FOR-PROFIT HOSPITALS. THE ATTRIBUTES OF THE COMBINED SYSTEMS WILL BETTER POSITION THE HOSPITAL TO ACHIEVE BEST PRACTICES IN HEALTHCARE DELIVERY THROUGH UTILIZATION OF TECHNOLOGIES AND INTEGRATED INFORMATION SYSTEMS WHILE ADDRESSING HEALTHCARE REFORM AND OTHER PROFOUND CHANGES AFFECTING THE HEALTHCARE ENVIROMENT. THE AFFILIATION WAS FINALIZED JUNE 1, 2011. III. CONSTANTLY LOOKING AHEADKNOWING HOW IMPORTANT IT IS TO KEEP UP WITH THE CHANGING TIMES, SENTARA CONSTANTLY SEEKS WAYS TO EXPAND AND ENHANCE ITS SERVICES. IT'S WHY WE AGGRESSIVELY RECRUIT PHYSICIANS AND STAFF WITH EXCEPTIONAL SKILLS AND STANDARDS. IT MEANS PURSUING RESEARCH AND CLINICAL TRIALS, SO THE LATEST METHODS WILL BE AVAILABLE TO OUR PATIENTS FIRST. SENTARA HAS A COMMITMENT TO GROW AS ONE OF THE NATION'S LEADING HEALTHCARE ORGANIZATIONS BY CREATING INNOVATIVE SYSTEMS OF CARE THAT HELP PEOPLE ACHIEVE AND MAINTAIN THEIR BEST POSSIBLE STATE OF HEALTH. WE FOCUS, PLAN AND ACT ON OUR COMMITMENT TO OUR COMMUNITY MISSION, TO OUR CUSTOMERS AND TO THE HIGHEST QUALITY STANDARDS OF HEALTHCARE TO ACHIEVE OUR VISION FOR THE FUTURE. A. EXPANSION OF SERVICE AREAS MEDICAL TRANSPORT, THE PREMIER COMMERCIAL EMS AGENCY AND AMBULANCE TRANSPORT SERVICE IN SOUTHEASTERN VIRGINIA, WITH ITS HOME OFFICE LOCATED IN VIRGINIA BEACH, VA, EXPANDED TO CHARLOTTESVILLE AND PETERSBURG, VA IN 2008, TO CHRISTIANBURG AND ROANOKE, VA IN 2009 AND TO THE PRINCE WILLIAM AREA IN 2010. MEDICAL TRANSPORT IS DEDICATED TO SERVING ITS PATIENTS WITH OUTSTANDING CUSTOMER SERVICE UTILIZING THE LARGEST FLEET OF AMBULANCES IN THE STATE OF VIRGINIA. SENTARA HOME CARE HAS BEEN BRINGING HIGH QUALITY HEALTHCARE HOME TO OUR PATIENTS SINCE 1982. TODAY, SENTARA HOME CARE SERVES PATIENTS THROUGHOUT MOST OF VIRGINIA AND BEYOND INCLUDING HAMPTON ROADS, RICHMOND, AND SEVERAL NORTHEASTERN NORTH CAROLINA COUNTIES. IN 2008 HOME CARE'S SERVICE AREA GREW TO INCLUDE CHARLOTTESVILLE AND COVINGTON, VA, AND IN 2009 IT EXPANDED EVEN FURTHER INTO BATH COUNTY IN WESTERN VIRGINIA.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)SENTARA SUPPORTS AND OPERATES UNCOMPENSATED CARE CLINICS THROUGHOUT THE REGION SUCH AS THE SENTARA AMBULATORY CARE CENTER (ACC). THE ACC IS A COLLABORATIVE EFFORT WITH EASTERN VIRGINIA MEDICAL SCHOOL AND IS LOCATED NEAR SENTARA NORFOLK GENERAL HOSPITAL. IT FEATURES AN APPOINTED SIDE, WHICH FUNCTIONS JUST LIKE A DOCTOR'S OFFICE AND A SAME-DAY "WALK-IN" SERVICE SIDE FOR MORE PRESSING AND IMMEDIATE HEALTH CONCERNS. THE APPOINTED SIDE OFFERS A HOST OF CLINICS AVAILABLE ON A ROTATING BASIS THROUGHOUT THE WEEK. THE WALK-IN SIDE FUNCTIONS LIKE AN URGENT CARE CENTER. C. IN SUPPORT OF EDUCATIONAS PART OF OUR COMMITMENT TO PROVIDE THE LATEST IN HEALTH INFORMATION, SENTARA OFFERS EXPLOREHEALTH WITH SENTARA, AN EDUCATIONAL PROGRAM THAT EXPLORES MEDICAL BREAKTHROUGHS, INNOVATIVE TREATMENT OPTIONS AND CONTEMPORARY HEALTH ISSUES IN OUR COMMUNITY. D. IN SUPPORT OF COMMUNITY HEALTH INITIATIVES1. SENTARA COMMUNITY HEALTH AND PREVENTIONAS PART OF SENTARA'S COMMITMENT TO PREVENTIVE HEALTH MEASURES, SENTARA PRESENTS SPECIAL COMMUNITY INITIATIVES THAT ARE DESIGNED TO EDUCATE THE COMMUNITY ABOUT ISSUES AFFECTING HEALTH. SENTARA PROMOTES INFORMATION CAMPAIGNS SUCH AS:--EATING FOR LIFE, AN AWARD-WINNING NUTRITION AND HEALTHY EATING PROGRAM--KNOW YOUR NUMBERS, A CARDIOVASCULAR RISK REDUCTION AND HEALTH IMPROVEMENT PROGRAM--WALK-ABOUT WITH HEALTHY EDGE, A WALKING PROGRAM THAT ENCOURAGES WALKING FOR CARDIOVASCULAR HEALTH--GET OFF YOUR BUTT: STAY SMOKELESS FOR LIFE, A SMOKING CESSATION PROGRAM--HEALTHY HEART PROGRAM, A CARDIOVASCULAR DISEASE REDUCTION PROGRAM--SENTARA LIVING, A COMPREHENSIVE WELLNESS PROGRAM FOR SENIORS --SENTARA'S MOBILE MAMMOGRAPHY UNIT VISITS NUMEROUS WORK SITES EVERY YEAR TO ENCOURAGE WELLNESS. --CAMP LIGHTHOUSE, A GRIEF CAMP FOR KIDS AGES 5-16 WHO HAVE EXPERIENCED THE DEATH OF A LOVED ONE. 2. TOBACCO FREE ENVIRONMENTSHOSPITALS SEE THE EFFECTS OF TOBACCO EVERY DAY IN HEART DISEASE, RESPIRATORY AILMENTS AND CANCERS. IN RESPONSE SENTARA HAS IMPLEMENTED ITS TOBACCO FREE ENVIRONMENT (TFE) CAMPAIGN. NO ONE IS ALLOWED TO SMOKE, CHEW OR DIP ANYWHERE ON CAMPUS, NOT EVEN IN CARS. THE GOAL IS NOT JUST TO AVOID THE AESTHETIC AND HEALTH ISSUES OF SECOND-HAND SMOKE, BUT TO PUT SENTARA'S MISSION INTO PRACTICE BY ENCOURAGING AND HELPING STAFF, PATIENTS AND VISITORS TO QUIT THIS HABIT. AS OF JANUARY 1, 2010, ALL SENTARA FACILITIES SYSTEM-WIDE HAVE ADOPTED THE TOBACCO FREE ENVIRONMENT INITIATIVES, WITH THE EXCEPTION OF SENTARA POTOMAC HOSPITAL WHICH WILL BE TOBACCO FREE IN 2011. IN ADDITION, SENTARA HEALTHCARE HAS EARNED THE AMERICAN CANCER SOCIETY "EXCELLENCE IN THE WORKPLACE TOBACCO CONTROL" AWARD FOR ITS EFFORTS. VII. OPTIMA HEALTH PLANA. IMPROVING HEALTHOPERATING WITH THE SAME MISSION IN MIND--TO IMPROVE HEALTH EVERYDAY--IS SENTARA'S HEALTH PLAN, OPTIMA HEALTH. WITH MORE THAN 25 YEARS OF HEALTH INSURANCE EXPERIENCE, OPTIMA HEALTH PROVIDES HEALTH PLAN COVERAGE TO MORE THAN 415,000 MEMBERS THROUGHOUT THE STATE. OUR QUALITY PROVIDER NETWORK FEATURES MORE THAN 15,000 PROVIDERS INCLUDING SPECIALISTS, PRIMARY CARE PHYSICIANS AND HOSPITALS ACROSS VIRGINIA.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)OPTIMA OFFERS ASSISTANCE IN REDUCING HEALTH RISKS, IMPROVING HEALTH AND PREVENTING DISEASE. THIS IS ACCOMPLISHED THROUGH HEALTH SCREENINGS, DIRECT MAILINGS AND COMMUNITY PARTNERSHIPS. EFFORTS FOR "AT RISK" POPULATIONS INCLUDE SPECIFIC INTERVENTIONS TO INCREASE PRENATAL CARE, CANCER SCREENINGS, IMMUNIZATIONS AND PREVENTIVE HEALTH VISITS WITH PHYSICIANS. OPTIMA ALSO OFFERS PREVENTION PROGRAMS TO REDUCE HEALTH RISKS THAT CONTRIBUTE TO CARDIOVASCULAR AND RESPIRATORY DISEASE. B. SUPPORTING THE COMMUNITYIN PARTNERSHIP WITH THE NORFOLK DEPARTMENT OF NEIGHBORHOOD & LEISURE SERVICES, OPTIMA ALSO SPONSORS A GIRLS COMMUNITY BASKETBALL PROGRAM WHICH SERVES MORE THAN 1,400 AT-RISK MIDDLE SCHOOL GIRLS THROUGHOUT VIRGINIA. THIS PROGRAM COMBINES HEALTH EDUCATION WITH SPORTS TO PROMOTE HEALTHY LIFESTYLE DECISIONS. PARTICIPANTS MUST ATTEND MANDATORY HEALTH EDUCATION CLASSES BEFORE GAMES, AS WELL AS PARTICIPATE IN PROGRAMS ON TOPICS SUCH AS CARDIOVASCULAR HEALTH, ASTHMA, DIABETES, HEALTHY EATING, AVOIDING TOBACCO AND DRUGS AND SEXUAL HEALTH. THIS PROGRAM WAS AWARDED THE 2008 COMMUNITY LEADERSHIP AWARD FROM AMERICA'S HEALTH INSURANCE PLANS (AHIP). C. ACCREDITATION AND AWARDSTHE NATIONAL COMMITTEE FOR QUALITY ASSURANCE (NCQA) HAS RECOGNIZED OUR QUEST FOR EXCELLENCE BY AWARDING OUR COMMERCIAL HMO AND MEDICAID HMO PRODUCTS WITH AN "EXCELLENT" ACCREDITATION STATUS. THIS RATING HAS BEEN MAINTAINED SINCE 1998, A CLAIM NO OTHER HEALTH PLAN IN THE REGION CAN MAKE. OPTIMA HEALTH RECEIVED AN A+ RATING FROM THE STREET (WEISS RATINGS, INC) FOR FINANCIAL SOUNDNESS, RECOGNIZING ITS ABILITY TO WITHSTAND SEVERE ECONOMIC ADVERSITY AND SHOWING EXCEPTIONAL FINANCIAL STRENGTH. THESTREET.COM IS THE NATION'S LEADING INDEPENDENT PROVIDER OF RATINGS AND ANALYSES OF FINANCIAL SERVICE COMPANIES, MUTUAL FUNDS, AND STOCKS. THE RATING RECOGNIZES OPTIMA HEALTH AS AN OUTSTANDING INSURER OFFERING EXCELLENT FINANCIAL STABILITY FOR ITS CUSTOMERS, VENDORS, AND EMPLOYEES. FEWER THAN FIVE PERCENT OF THE NATION'S HMO'S AND HEALTH INSURERS MEET THESTREET.COM RATING'S CRITERIA FOR EXCEPTIONAL FINANCIAL STRENGTH. WHILE OFFERING PROGRAMS TO PREVENT DISEASE AND HELP FAMILIES STAY WELL, OPTIMA STANDS OUT THROUGH SENTARA'S PASSION FOR HEALTH AND SERVICE EXCELLENCE. OPTIMA HEALTH WAS NAMED THE 2006/2007 CUSTOMER CARE AWARD WINNER FOR THE STATE OF VIRGINIA BY THE NATIONAL RESEARCH CORPORATION. AT SENTARA HEALTHCARE OUR MISSION IS TO IMPROVE HEALTH EVERYDAY. FROM OUR DEDICATION TO QUALITY TO OUR COMMITMENT TO THE COMMUNITY WE STRIVE TO FULFILL THIS MISSION FOR THE OVER TWO MILLION HAMPTON ROADS RESIDENTS AND THE OVER 370,000 NORTHERN VIRGINIA RESIDENTS WE SERVE.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)G. SENTARA LEIGH TOWERAT THE END OF 2010, THE CERTIFICATE OF PUBLIC NEED FILED BY SENTARA HEALTHCARE TO BUILD A FIVE STORY STATE-OF-THE-ART REPLACEMENT BED TOWER AT SENTARA LEIGH HOSPITAL WAS APPROVED. WITH BOOMING VOLUMES IN ORTHOPAEDICS, GYNECOLOGY AND GENERAL SURGERY AND MULTI-MILLION DOLLAR IMPROVEMENTS UNDERWAY TO THE EMERGENCY DEPARTMENT, OPERATING ROOMS AND STERILE SUPPORT AREAS, SENTARA LEIGH IS COMPLETING THE PACKAGE BY CONSTRUCTING A NEW TOWER TO SERVE THE FUTURE NEEDS OF ITS MANY PATIENTS FROM NORFOLK, VIRGINIA BEACH AND CHESAPEAKE. GROUNDBREAKING IS EXPECTED IN THE FALL OF 2011. V. SENTARA QUALITY & PATIENT SAFETY DISTINCTIONSA. MEASURING QUALITY HEALTHCARESINCE OUR HEALTH SYSTEM'S EARLIEST YEARS, MORE THAN 120 YEARS AGO, WE HAVE BELIEVED THE COMMUNITY DESERVES HEALTHCARE THAT IS MEASURABLY BETTER. SENTARA'S GOAL IS TO LEAD THE INDUSTRY TO ACHIEVE TOP 10 PERCENT PERFORMANCE WHEREVER NATIONAL BENCHMARKS EXIST. THESE RESULTS ARE THE MEASURES THAT CAN BE EXAMINED THROUGHOUT OUR ORGANIZATION.1. TOP 100 INTEGRATED HEALTHCARE NETWORKSENTARA HAS CONSISTENTLY RANKED AMONG THE NATION'S TOP INTEGRATED HEALTHCARE NETWORKS AS PUBLISHED IN MODERN HEALTHCARE'S FACT-BASED RANKING. THE ONLY HEALTHCARE SYSTEM IN THE COUNTRY TO BE AMONG THE NATION'S TOP 10 FOR ALL 14 YEARS OF THE SURVEY, SENTARA HAS LANDED AT NUMBER ONE IN 2001 AND AGAIN IN 2010. THE STUDY, PUBLISHED ANNUALLY, HIGHLIGHTS THE TOP 100 INTEGRATED HEALTH CARE NETWORKS ACROSS THE NATION AS SELECTED BY SDI, A HEALTH INFORMATION COMPANY. 2. USING TECHNOLOGY TO IMPROVE CARESENTARA NORFOLK GENERAL HOSPITAL WAS NAMED AS ONE OF THE NATION'S MOST WIRED HOSPITALS DURING 2010, ACCORDING TO THE RESULTS OF THE 2010 MOST WIRED SURVEY AND BENCHMARKING STUDY. THE "MOST WIRED" HOSPITALS USE COMPUTERS TO ENABLE PHYSICIANS TO CHECK OR ORDER PATIENT TESTS AND ENTER MEDICATION ORDERS ELECTRONICALLY, AND TO ENABLE PATIENTS TO PERFORM BILLING FUNCTIONS VIA COMPUTER. HOSPITALS ARE NAMED TO THE LIST BASED ON HOW THEY USE TECHNOLOGY TO ADDRESS SAFETY AND QUALITY, CUSTOMER SERVICE, BUSINESS PROCESSES, WORKFORCE AND PUBLIC HEALTH AND SAFETY. AMONG THE REASONS SENTARA NORFOLK GENERAL HOSPITAL WAS INCLUDED ON THE LIST WAS ITS INVESTMENT IN THE ELECTRONIC MEDICAL RECORD SYSTEM, SENTARA ECARE. IN 2010, SENTARA HEALTHCARE WAS ALSO HONORED AS A RECIPIENT OF THE 2010 HIMSS (HEALTHCARE INFORMATION AND MANAGEMENT SYSTEMS SOCIETY) DAVIES AWARD. HIMSS ANALYTICS, A COMPANY THAT COLLECTS AND ANALYZES HEALTHCARE DATA RELATED TO ITS PROCESSES AND ENVIRONMENTS, RECOGNIZES HEALTHCARE ORGANIZATIONS FOR SUCCESSFUL IMPLEMENTATION OF HEALTH INFORMATION TECHNOLOGY SYSTEMS, SUCH AS SENTARA ECARE, AS WELL AS A PROVEN ABILITY TO DERIVE VALUE IN THE FORM OF IMPROVED PATIENT CARE. SENTARA HEALTHCARE WAS HONORED WITH ITS STAGE 7 AWARD, A NATIONAL RECOGNITION WHICH REPRESENTS ATTAINMENT OF THE HIGHEST LEVEL OF ELECTRONIC MEDICAL RECORD ADOPTION MODEL-SM (EMRAM). WITH THIS AWARD, SENTARA JOINS A SELECT GROUP OF HEALTH SYSTEMS ACROSS THE COUNTRY TO HAVE ATTAINED THIS LEVEL OF ELECTRONIC MEDICAL RECORD IMPLEMENTATION. 3. AWARD-WINING CARDIAC CARESENTARA HEART HOSPITAL IS A COMPREHENSIVE NETWORK OF PROVIDERS, FACILITIES AND SERVICES WORKING TOGETHER TO ENSURE THE HIGHEST LEVEL OF CARDIAC CARE TO PATIENTS THROUGHOUT THE REGION. IT IS A REGIONAL AND NATIONAL LEADER IN CARDIAC CARE. FOR THE 11TH YEAR, SENTARA HEART HOSPITAL/SENTARA NORFOLK GENERAL HOSPITAL RANKED AMONG THE NATION'S BEST HEART PROGRAMS IN U.S. NEWS & WORLD REPORT'S 2010-2011 BEST HOSPITALS ISSUE. LISTED 43RD IN THE RANKING, SENTARA POSTS A MORTALITY SCORE THAT IS BETTER THAN FIVE OF THE TOP 10 PROGRAMS ON THE LIST. SENTARA REMAINS THE ONLY HEART PROGRAM IN THE REGION AND ONLY ONE OF TWO HOSPITALS IN VIRGINIA TO BE RANKED BY U.S. NEWS & WORLD REPORT.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)B. EXPANSION OF EDUCATIONAL SERVICES IN ADDITION TO EXPANDING OUR SERVICE AREA, SENTARA HAS ALSO EXPANDED ITS EDUCATIONAL SERVICES. THE SENTARA SCHOOL OF HEALTH PROFESSIONALS HAS CHANGED ITS NAME TO THE SENTARA COLLEGE OF HEALTH SCIENCES (SCHS) TO COINCIDE WITH APPROVAL TO OFFER A BACCALAUREATE DEGREE IN NURSING. THIS IS A BIG STEP IN PRESTIGE FOR THE SCHOOL, WHICH WILL QUALIFY GRADUATES TO APPLY FOR AN ADVANCED DEGREE PROGRAM SHOULD THEY WANT TO OBTAIN A MASTER OF SCIENCE DEGREE IN NURSING. SCHS WILL CONTINUE TO OFFER PROGRAMS IN TECHNICAL SUPPORT POSITIONS AS WELL. IV. BUILDING FOR THE FUTUREDELIVERING SUPERIOR OUTCOMES FOR OUR PATIENTS IS SENTARA'S FOREMOST GOAL. TO ASSURE THIS, WE SEEK WAYS TO EXPAND AND ENHANCE OUR SERVICES. THE NEXT DECADE WILL BE CHARACTERIZED BY INSPIRING GROWTH AND CHANGE--ALL DEDICATED TO IMPROVING THE HEALTH OF OUR COMMUNITY AND OUR PATIENTS. A. SENTARA LAKE RIDGECONSTRUCTION WILL BEGIN IN AUGUST 2011 ON SENTARA LAKE RIDGE-AN INNOVATIVE AND MODERN OUTPATIENT CAMPUS THAT WILL OFFER CONVENIENT, HIGH QUALITY MEDICAL SERVICES AND A PATIENT-FOCUSED EXPERIENCE. SENTARA LAKE RIDGE IS SENTARA HEALTHCARE'S FIRST OUTPATIENT FACILITY IN NORTHERN VIRGINIA TO PROVIDE 24-HOUR EMERGENCY CARE, AND ADVANCED IMAGING BY BOARD-CERTIFIED PHYSICIANS AND LABORATORY SERVICES. THE 43,500 SQUARE-FOOT FACILITY IS EXPECTED TO OPEN IN SPRING 2012. B. SENTARA PRINCESS ANNE HOSPITALIN PARTNERSHIP WITH BON SECOURS VIRGINIA, CONSTRUCTION BEGAN ON SENTARA PRINCESS ANNE HOSPITAL IN 2008. THE 5-STORY ACUTE CARE HOSPITAL OPENED ITS DOORS IN AUGUST, 2011. SOUTHERN VIRGINIA BEACH RESIDENTS HAVE ACCESS TO A STATE-OF-THE-ART ACUTE CARE HOSPITAL BUILT FOR THE FUTURE. THIS 330,400-SQUARE-FOOT HOSPITAL WILL COMPLEMENT THE CONVENIENT OUTPATIENT SERVICES ALREADY BEING PROVIDED AT SENTARA PRINCESS ANNE HEALTH CAMPUS. CURRENTLY LICENSED FOR 154 BEDS, THIS HOSPITAL WILL OFFER COMPREHENSIVE SURGICAL PROCEDURES, INTENSIVE CARE, ADVANCED CARDIAC CARE, AND A DEDICATED FAMILY MATERNITY CENTER. C. NEW PATIENT WING AT SENTARA OBICITHE ADDITION OF A NEW WING TO SENTARA OBICI HOSPITAL WAS COMPLETED IN JUNE OF 2010. THE NEW THREE-STORY, 63,480 SQUARE-FOOT WING INCLUDES ALL PRIVATE BEDS SERVING ORTHOPAEDIC, MEDICAL AND SURGICAL PATIENTS, AND WILL INCREASE THE HOSPITAL'S BED CAPACITY TO 168 BEDS. THE GOAL IS TO IMPROVE CARE AND ACCESS FOR SENTARA OBICI HOSPITAL PATIENTS AND THE SURROUNDING COMMUNITY, WHICH IS EXPECTED TO GROW 10 PERCENT BETWEEN 2009 AND 2014.D. ORTHOPAEDIC HOSPITAL AT SENTARA CAREPLEXSENTARA CAREPLEX HOSPITAL ALSO BEGAN AN EXPANSION IN 2008, DEDICATED EXCLUSIVELY TO ORTHOPAEDIC SERVICES. THE ORTHOPAEDIC HOSPITAL AT SENTARA CAREPLEX, WHICH OPENED IN JULY 2010, IS THE AREA'S FIRST DEDICATED ORTHOPAEDIC HOSPITAL, TAKING SPECIALIZED ORTHOPAEDIC CARE TO A NEW LEVEL. THE 55,000 SQUARE-FOOT, TWO-STORY FACILITY PROVIDES PATIENTS ACCESS TO THE FULL CONTINUUM OF ORTHOPAEDIC SERVICES, FROM THE PRE-OPERATIVE PHASE AND SURGERY TO REHABILITATION AND HOME CARE SERVICES. E. SENTARA ST. LUKE'SIN OCTOBER 2008, CONSTRUCTION BEGAN ON A NEW CAMPUS AT SENTARA SAINT LUKE'S, AN OUTPATIENT HEALTH CAMPUS LOCATED IN ISLE OF WIGHT COUNTY. FIRST TO OPEN IN 2010 WAS A TWO-STORY, 52,000 SQUARE-FOOT MEDICAL OFFICE BUILDING THAT FEATURES AN URGENT CARE CENTER, AN ADVANCED IMAGING CENTER, LABORATORY SERVICES, AND PHYSICAL THERAPY SERVICES. IT ALSO HOUSES SEVERAL PRIMARY CARE AND SPECIALTY PHYSICIANS. F. SECOND PACE LOCATIONA SECOND LOCATION FOR THE PACE PROGRAM OPERATED BY SENTARA LIFE CARE CORPORATION, SENTARA'S LONG-TERM CARE DIVISION, OPENED IN PORTSMOUTH, VA IN MARCH OF 2010. PACE, OR PROGRAM OF ALL-INCLUSIVE CARE FOR THE ELDERLY, IS AN ADULT DAY CARE PROGRAM THAT IS A NURSING HOME ALTERNATIVE. THE FIRST OF ITS KIND IN VIRGINIA, THE PROGRAM IS A PREPAID HEALTH PLAN THAT PROVIDES TOTAL CARE FOR PARTICIPANTS, INCLUDING COMPREHENSIVE MEDICAL AND REHABILITATIVE SERVICES, IN-HOME SERVICES AND TRANSPORTATION.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)4. OUTSTANDING CANCER CARETHE SENTARA CANCER NETWORK WAS AWARDED AN OUTSTANDING ACHIEVEMENT AWARD FOR 2009 FROM THE AMERICAN COLLEGE OF SURGEONS COMMISSION ON CANCER. ONLY 18 PERCENT OF 432 PROGRAMS SURVEYED DURING THE YEAR RECEIVED OUTSTANDING ACHIEVEMENT AWARDS-BASED ON FACTORS SUCH AS LEADERSHIP, RESEARCH AND QUALITY IMPROVEMENT. THE ACCREDITED PORTION OF THE SENTARA CANCER NETWORK INCLUDES SENTARA NORFOLK GENERAL HOSPITAL, SENTARA VIRGINIA BEACH GENERAL HOSPITAL, SENTARA CAREPLEX HOSPITAL AND SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER. SENTARA LEIGH HOSPITAL WAS ADDED IN 2010. IN ADDITION, SENTARA POTOMAC HOSPITAL EARNED AN OUTSTANDING ACHIEVEMENT AWARD UNDER THE CATEGORY OF COMMUNITY HOSPITAL CANCER PROGRAMS. THE SENTARA CANCER NETWORK AND SENTARA POTOMAC HOSPITAL ARE THE ONLY CANCER PROGRAMS IN VIRGINIA TO EARN OUTSTANDING ACHIEVEMENT AWARDS FOR 2009. 5. COMPREHENSIVE BREAST HEALTH SERVICESSENTARA IS HOME TO SIX BREAST CENTERS. THREE OF SENTARA'S COMPREHENSIVE BREAST CENTERS ARE ACCREDITED BY THE NATIONAL ACCREDITATION PROGRAM FOR BREAST CENTERS WITH THREE ADDITIONAL CENTERS ACCREDITED IN 2011. TO GAIN ACCREDITATION THE CENTERS MUST FOLLOW A MULTIDISCIPLINARY TEAM APPROACH, PROVIDE ACCESS TO CLINICAL TRIAL INFORMATION AND OFFER NEW TREATMENT OPTIONS, AMONG OTHER REQUIREMENTS. THE BREAST CENTERS ARE ALSO AMONG THE ELITE GROUP DESIGNATED AS AN AMERICAN COLLEGE OF RADIOLOGY BREAST IMAGING CENTER OF EXCELLENCE. AFTER RIGOROUS EVALUATION OF STAFF, EQUIPMENT, PHYSICIAN CREDENTIALS, TECHNIQUE AND IMAGE QUALITY, THE CENTERS ARE NOW FULLY ACCREDITED IN THE THREE MAJOR AREAS OF BREAST IMAGING AND CANCER DETECTION, MAMMOGRAPHY, STEREOTACTIC BREAST BIOPSY AND ULTRASOUND-GUIDED BIOPSY.6. WEIGHT LOSS SURGERY EXCELLENCEAFTER A DETAILED REVIEW OF CLINICAL QUALITY AND SAFETY, SURGICAL OUTCOMES, AND OVERALL PERFORMANCE, WEIGHT LOSS SURGERY PROGRAMS AT SENTARA CAREPLEX HOSPITAL, SENTARA NORFOLK GENERAL HOSPITAL AND SENTARA POTOMAC HOSPITAL HAVE RECEIVED DESIGNATION AS A WEIGHT LOSS SURGERY CENTER OF EXCELLENCE BY THE AMERICAN SOCIETY OF METABOLIC AND BARIATRIC SURGERY. 7. CLINICAL EXCELLENCESENTARA BAYSIDE HOSPITAL WAS AWARDED A 'VOLUNTARY HOSPITALS OF AMERICA (VHA) 2009 LEADERSHIP AWARD FOR CLINICAL EXCELLENCE' FOR ACHIEVING A HIGH LEVEL OF PERFORMANCE IN AMI (ACUTE MYOCARDIAL INFARCTION), HEART FAILURE, PNEUMONIA AND SURGICAL CARE IMPROVEMENT PROGRAM (SCIP) CLINICAL QUALITY INDICATORS AS MEASURED BY THE CENTERS FOR MEDICARE AND MEDICAID SERVICES (CMS) AND THE JOINT COMMISSION. 8. GOLD SEAL OF APPROVALTHE JOINT COMMISSION HAS GIVEN SEVERAL SENTARA HOSPITALS ITS GOLD SEAL OF APPROVAL AND DISEASE SPECIFIC CARE CERTIFICATION. SENTARA NORFOLK GENERAL EARNED VASCULAR CERTIFICATION. THE JOINT COMMISSION ALSO RECOGNIZED SENTARA VIRGINIA BEACH GENERAL HOSPITAL FOR HEART FAILURE AND ACUTE MYOCARDIAL INFARCTION CARE. 9. EXCELLENCE IN STROKE CARESENTARA IS THE FIRST HOSPITAL IN THE REGION TO OFFER NATIONALLY CERTIFIED LEVELS OF STROKE CARE AT FIVE DISTINCT LOCATIONS. THE SENTARA PRIMARY STROKE CENTERS AT SENTARA VIRGINIA BEACH GENERAL HOSPITAL, SENTARA NORFOLK GENERAL HOSPITAL, SENTARA LEIGH HOSPITAL AND SENTARA CAREPLEX HOSPITAL HAVE EARNED THE GOLD SEAL OF APPROVAL AND DISEASE SPECIFIC CARE CERTIFICATION FROM THE JOINT COMMISSION ON ACCREDITATION OF HEALTHCARE ORGANIZATIONS. SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER IS ACCREDITED BY THE DNVHC (DET NORSKE VERITAS HEALTHCARE, INC) AS A CERTIFIED PRIMARY STROKE CENTER BASED ON ITS CONTINUAL INTEGRATION OF QUALITY STANDARDS FOR MANAGEMENT OF STROKE PATIENTS. 10. HMC TOP QUALITY AWARDTHE HEALTHCARE MANAGEMENT COUNCIL (HMC) ISSUED ITS FIRST TOP QUALITY AWARDS AMONG ITS MEMBER HOSPITALS IN 2010. HMC CLIENT HOSPITALS WORK AGAINST A COMPLEX MATRIX OF PERFORMANCE BENCHMARKS TO IMPROVE CLINICAL OUTCOMES, SAFETY, QUALITY, AND FINANCIALS. ONLY SIX HOSPITALS RECEIVED PERFORMANCE AWARDS THIS YEAR. AMONG THE FOUR HONORABLE MENTIONS WAS SENTARA LEIGH HOSPITAL.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)1. THE LEAPFROG HOSPITAL SURVEYTHE LEAPFROG HOSPITAL RECOGNITION PROGRAM (LHRP) RECOGNIZES AND REWARDS HOSPITALS THAT DEMONSTRATE EXCELLENCE OR IMPROVEMENT IN THE PERFORMANCE AREAS OF PATIENT SAFETY, QUALITY, AND RESOURCE UTILIZATION. THE LHRP HAS RECOGNIZED SENTARA CAREPLEX HOSPITAL, SENTARA LEIGH HOSPITAL, SENTARA BAYSIDE HOSPITAL, AND SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER FOR TOP-LEVEL PERFORMANCE DURING 2010. THE ANNUAL SURVEY RECOGNIZED 65 OUT OF A FIELD OF NEARLY 1,200 HOSPITALS ACROSS 45 STATES. THE 2010 LIST INCLUDES UNIVERSITY AND OTHER TEACHING HOSPITALS, CHILDREN'S HOSPITALS AND COMMUNITY HOSPITALS IN RURAL, SUBURBAN AND URBAN SETTINGS. THE SELECTION IS BASED ON THE RESULTS OF THE LEAPFROG GROUP'S NATIONAL SURVEY THAT MEASURES HOSPITALS' PERFORMANCE IN CRUCIAL AREAS OF PATIENT SAFETY AND QUALITY. 2. INFECTION PREVENTIONPREVENTION OF HEALTH CARE-ASSOCIATED INFECTIONS IS A NATIONAL CONCERN, AND SENTARA CONTINUALLY STRIVES TO REDUCE THESE CASES. ALL SENTARA HOSPITALS HAVE BEEN WORKING DILIGENTLY TO REDUCE THE OCCURRENCE OF VENTILATOR-ASSOCIATED PNEUMONIA (VAP), WHICH CAN DEVELOP IN PATIENTS WHO HAVE BEEN ON MECHANICAL VENTILATION FOR 48 HOURS OR MORE. IN 2010, SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER MARKED SIX CONSECUTIVE YEARS WITH ZERO CASES OF VAP. FURTHER EMPHASIZING THE SIGNIFICANCE OF THIS ACCOMPLISHMENT, VOLUNTARY HOSPITALS OF AMERICA (VHA), A VOLUNTARY NATIONAL ORGANIZATION FOCUSED ON HEALTH CARE FINANCIAL PERFORMANCE THROUGH CLINICAL EXCELLENCE AND SUPPLY CHAIN MANAGEMENT, PLANS TO "BLUEPRINT" THE PRACTICES AT SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER AS A MODEL FOR HOSPITALS ACROSS THE COUNTRY. ADDITIONALLY, CENTRAL LINE BLOODSTREAM INFECTIONS HAVE ALSO BEEN SHARPLY REDUCED. SENTARA BAYSIDE HOSPITAL IS ONE OF ONLY FIVE HOSPITALS IN VIRGINIA AND MENTIONED AMONG THE BEST IN THE COUNTRY FOR PROTECTING PATIENTS IN THE INTENSIVE CARE UNIT AGAINST LIFE-THREATENING CENTRAL LINE BLOODSTREAM INFECTIONS IN CONSUMER REPORTS MAGAZINE. 3. FAMILY INITIATED RAPID RESPONSE SAFETY TEAMIN 2008, SENTARA CAREPLEX HOSPITAL INTRODUCED THE FAMILY INITIATED RAPID RESPONSE SAFETY TEAM (FIRRST), A TOOL WHICH ALLOWS PATIENTS OR FAMILY MEMBERS TO INITIATE AN EMERGENCY CALL TO THE SAFETY RESPONSE TEAM FROM WITHIN THE HOSPITAL IF THEY DETECT SUBTLE CHANGES IN A PATIENT'S CONDITION. FIRRST CREATES A PARTNERSHIP BETWEEN PATIENTS, FAMILIES, VISITORS, NURSES AND PHYSICIANS AND HELPS HOSPITALS COMPLY WITH NATIONAL PATIENT SAFETY GOALS BY ENCOURAGING PATIENTS TO BE ACTIVELY INVOLVED IN THEIR OWN CARE. 4. IMPROVING PATIENT SAFETY THROUGH TECHNOLOGYSENTARA IS CONSTANTLY LOOKING FOR WAYS TO USE TECHNOLOGY TO IMPROVE CARE AND SAFETY.SENTARA HEALTHCARE PROVIDES THE SENTARA ECARE HEALTH NETWORK . THE CLINICAL SYSTEM USES INNOVATIVE TECHNOLOGY TO LINK PATIENT MEDICAL INFORMATION BETWEEN SENTARA HOSPITALS, PHYSICIAN PRACTICES AND OTHER HEALTH CARE SITES OVER A PROTECTED NETWORK, ENABLING THE SECURE SHARING OF PATIENT INFORMATION, INCREASING PATIENT SAFETY AND REDUCING PREVENTABLE MEDICAL ERRORS. 2010 MARKS THE TENTH YEAR THAT SENTARA HAS EMPLOYED ITS EICU REMOTE MONITORING SYSTEM FOR ITS SICKEST HOSPITAL PATIENTS. SENTARA WAS THE FIRST HOSPITAL SYSTEM IN THE COUNTRY TO IMPLEMENT THE EICU SYSTEM, WHICH USES A NETWORK OF CAMERAS, MONITORS, ALERTS, AND TWO-WAY COMMUNICATION LINKS. DOCTORS AND CRITICAL CARE NURSES AT THE EICU COMMAND CENTER MAKE VIRTUAL ROUNDS ON ICU PATIENTS. THIS SENTARA-PIONEERED TECHNOLOGY IS NOW USED TO HELP CARE FOR PATIENTS IN NEARLY 5,000 ICU BEDS NATIONALLY. ANOTHER SAFETY INITIATIVE ADOPTED BY SENTARA IS BEDSIDE MEDICATION VERIFICATION, INCLUDING BAR-CODING TECHNOLOGY. NATIONAL STUDIES HAVE FOUND THAT BEDSIDE VERIFICATION CAN REDUCE HOSPITAL MEDICATION ERRORS BY NEARLY 70 PERCENT.
	PROGRAM SERVICE ACCOMPLISHMENTS	(CONTINUED)11. QUALITY SENIOR CARESENTARA LIFE CARE WAS AWARDED A BRONZE 2010 NATIONAL QUALITY AWARD FROM THE AMERICAN HEALTH CARE ASSOCIATION AND THE NATIONAL CENTER FOR ASSISTED LIVING. A BRONZE AWARD RECOGNIZES LONG TERM CARE PROGRAMS THAT HAVE MADE A SYSTEMATIC COMMITMENT TO QUALITY IMPROVEMENT AND DESIGNED WAYS TO MEASURE PROGRESS. 12. QUALITY ASSURANCE AWARDVIRGINIA BEACH FAMILY PRACTICE HAS BEEN AWARDED RECOGNITION BY THE NATIONAL COMMITTEE ON QUALITY ASSURANCE (NCQA) AS A PATIENT CENTERED MEDICAL HOME-LEVEL III, UNDER NCQA'S PHYSICIAN PRACTICE CONNECTIONS PROGRAM. 13. DISABILITY EMPLOYMENT CHAMPIONTHE VIRGINIA DEPARTMENT OF REHABILITATIVE SERVICES AWARDED SENTARA CAREPLEX HOSPITAL WITH A 2010 "DISABILITY EMPLOYMENT CHAMPION" AWARD FOR ITS PARTICIPATION IN VIRGINIA'S FIRST 'PROJECT SEARCH'. THE PROGRAM PUTS RECENT HIGH SCHOOL GRADUATES WITH DISABILITIES INTO TRAINING AND MENTORING PROGRAMS THAT CAN LEAD TO FULL TIME EMPLOYMENT. 14. SUPPORTING CAREER AND TECHNICAL EDUCATIONTHE VIRGINIA DEPARTMENT OF EDUCATION CHOSE SENTARA OBICI HOSPITAL AS A REGIONAL WINNER OF ITS 2009 'CREATING EXCELLENCE' AWARD FOR ITS SUPPORT OF CAREER AND TECHNICAL EDUCATION. OBICI HAS WORKED WITH THE SUFFOLK SCHOOLS FOR FOUR YEARS, PROVIDING STUDENTS IN THE 'INTRODUCTION TO HEALTH OCCUPATIONS' CURRICULUM WITH REAL-WORLD EXPOSURE TO HEALTH CAREERS, INCLUDING A MEDICAL CAMP FOR MORE THAN 100 STUDENTS. 15. CIO AWARD FOR EXCELLENCE IN I.T.SENTARA RECEIVED A PRESTIGIOUS CIO 100 AWARD IN 2009 FROM CIO MAGAZINE. THE 22ND ANNUAL AWARD PROGRAM RECOGNIZES ORGANIZATIONS AROUND THE WORLD THAT EXEMPLIFY THE HIGHEST LEVEL OF OPERATIONAL AND STRATEGIC EXCELLENCE IN INFORMATION TECHNOLOGY. SENTARA BEGAN ITS HOSPITAL IMPLEMENTATION OF SENTARA ECARE IN 2008. SENTARA POTOMAC HOSPITAL'S IMPLEMENTATION IS SET FOR FALL 2011. IN ADDITION, IT HAS BEEN IMPLEMENTING SENTARA ECARE ELECTRONIC MEDICAL RECORD TECHNOLOGY ACROSS ITS NETWORK OF SENTARA MEDICAL GROUP PHYSICIANS. IN ITS HOSPITAL SETTINGS, SENTARA IS ALREADY EXPERIENCING PHYSICIAN ORDER ENTRY RATES THAT EXCEED THE NATIONAL AVERAGE. ADDITIONALLY, THE LENGTH OF TIME FROM DRUGS BEING ORDERED BY A PHYSICIAN TO ADMINISTRATION TO THE PATIENT HAS BEEN REDUCED DRAMATICALLY. SENTARA ECARE IS ALSO THE REASON SENTARA HEALTHCARE HAS BEEN RANKED 21ST ON THE 2009 INFORMATIONWEEK 500 BY INFORMATIONWEEK, A BUSINESS PUBLICATION THAT IDENTIFIES AND HONORS THE NATION'S MOST INNOVATIVE USERS OF INFORMATION TECHNOLOGY. 16. MOST BEAUTIFUL HOSPITALIN JULY 2010, SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER RANKED AS THE 9TH MOST BEAUTIFUL HOSPITAL IN THE COUNTRY IN A CONTEST BY SOLIANT HEALTH, A SPECIALTY HOSPITAL STAFFING PROVIDER. WINNERS WERE PICKED BY VISITORS TO WWW.SOLIANT.COM WHO CAST MORE THAN 10,000 VOTES FOR HOSPITALS AROUND THE COUNTRY. B. PATIENT SAFETYSENTARA HEALTHCARE'S FOCUS GOES BEYOND THE BASICS OF MAKING HEALTHCARE SAFE FOR ITS PATIENTS. SENTARA HAS BUILT A STRONG "CULTURE OF SAFETY" TO REDUCE MEDICAL ERRORS BY MODELING SUCCESSFUL PROGRAMS FROM THE NUCLEAR POWER AND AVIATION INDUSTRIES. THIS CULTURE OF SAFETY PROMOTES BEHAVIORS WHICH RESULT IN SAFE, RELIABLE AND EFFECTIVE CARE. THE FOUNDATION OF THIS CULTURE IS A STRONG ACCOUNTABILITY TO PERFORM REGIMENTED BEHAVIORS THAT REDUCE MEDICAL ERRORS. SENTARA STAFF USES GUIDELINES KNOWN AS "BEHAVIOR BASED EXPECTATIONS" OR BBE'S TO ENSURE THE HIGHEST STANDARD OF CARE. THE GOAL IS TO MAKE THESE TOOLS AND TECHNIQUES A HABIT. FOR ITS DEDICATION, SENTARA HAS RECEIVED NUMEROUS AWARDS FOR PATIENT SAFETY AND QUALITY OF CARE STANDARDS.
	FORM 990, PART VII, COMPENSATION OF ODTKE	PART VII: COMPENSATION OF OFFICERS, DIRECTORS, TRUSTEES, KEY EMPLOYEES, HIGHEST COMPENSATED EMPLOYEES, AND INDEPENDENT CONTRACTORSHOURS DEVOTED TO RELATED ORGANIZATIONSDavid Bernd devoted an average of 49 hours per week to related organizations.Robert Broermann devoted an average of 49 hours per week to related organizations.William K. Butler devoted an average of 1 hour per week to related organizations.Dian T. Calderone devoted an average of 1 hour per week to related organizations.Michael Dudley devoted an average of 10 hours per week to related organizations.Vicky Gray devoted an average of 41 hours per week to related organizations.Howard P. Kern devoted an average of 49 hours per week to related organizations.Meredith B. Rose, M.D. devoted an average of 40 hours per week to related organizations.Gary Yates devoted an average of 49 hours per week to related organizations.Grace R. Hines devoted an average of 49 hours per week to related organizations.Charles F. Lovell Jr., M.D.devoted an average of 2 hours per week to related organizations.David Levin devoted an average of 40 hours per week to related organizations.
	FORM 990, PART VI, DOCUMENT RETENTION POLICY	Form 990 Part VI, line 14The organization has a written policy for document retention and destruction which was approved by management.
	FORM 990, PART VI, BOARD MEMBER INDEPENDENCE	Board Member IndependenceCore Form Part VI, line 1bBoard members are elected annually by the organization's 501(c)(3) sole member, Sentara Healthcare. The governing board of Sentara Healthcare is a community-based board comprised of 20 voting members, 18 of which are considered independent, as defined in the Form 990 instructions.
	FORM 990, PART V, FORM W-3	Number of Employees Reported on Form W-3Core Form Part I line 5 and Part V line 2aThe 501(c)(3) sole member of the organization, Sentara Healthcare, acts as common pay agent for the organization and issues all Form W-2s on its behalf. Since the agent has no reporting mechanism to determine W-2s attributable solely to the organization, the number reported represents the average number of the organization's employees paid during each payroll cycle in 2010; which approximates the number of W-2s issued by the agent on behalf of the organization.
	FORM 990, PART V, FORM 1096	Number Reported in Box 3 of Form 1096Core Form Part V line 1aThe 501(c)(3) sole member of the organization, Sentara Healthcare, maintains an agency relationship with the organization and issues all 1099s on its behalf. The number reported is a best estimate of the 1099s attributable to the organization. The exact number cannot be determined; as some of the 1099s issued by the agent are attributable to more than one entity, and there is no reporting mechanism to determine 1099's attributable solely to the organization.
	FORM 990, PART IX, UNRELATED BUSINESS INCOME TAX	PART IX, LINE 24DUE TO PROGRAM LIMITATIONS, UNRELATED BUSINESS INCOME TAX WILL NOT APPEAR SEPARATELY STATED ON LINES 24 A-E AS PER DIRECTIONS. TAXES ARE INCLUDED ON LINE 24F, ALL OTHER EXPENSES. UNRELATED BUSINESS INCOME TAX FOR 2010 IS $125,000.
	FORM 990, PART III, PROG. SVS ACCOMPLISHMENTS	2010 FORM 990 STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS SENTARA HEALTHCAREI. YOUR NOT-FOR-PROFIT HEALTH PARTNERSENTARA HEALTHCARE IS ONE OF THE MOST PROGRESSIVE AND INTEGRATED HEALTH CARE ORGANIZATIONS IN THE NATION, PROVIDING SERVICES TO MORE THAN TWO MILLION HAMPTON ROADS VIRGINIA AND NORTHEASTERN NORTH CAROLINA RESIDENTS AND 370,000 RESIDENTS OF NORTHERN VIRGINIA. OUR MISSION IS TO IMPROVE HEALTH EVERY DAY BY PROVIDING INNOVATIVE SERVICES TO TREAT ILLNESS AND DISEASE AND TO PROMOTE THE IMPROVEMENT OF PERSONAL HEALTH.SENTARA OPERATES MORE THAN 100 CARE GIVING SITES, INCLUDING EIGHT ACUTE CARE HOSPITALS, SIX OUTPATIENT CARE FACILITIES, SEVEN NURSING FACILITIES, THREE ASSISTED LIVING FACILITIES, TWO PACE PROGRAMS, ONE SENIOR ADULT DAY HEALTH CARE CENTER, EIGHT ADVANCED IMAGING CENTERS, AND EMPLOYS 383 PHYSICIANS AND ADVANCED PRACTICE CLINICIANS. SENTARA OFFERS A FULL RANGE OF AWARD-WINNING HEALTH COVERAGE PLANS, HOME HEALTH AND HOSPICE SERVICES, PHYSICAL THERAPY AND REHABILITATION SERVICES, URGENT CARE FACILITIES, GROUND MEDICAL TRANSPORT SERVICES, AND MOBILE DIAGNOSTIC VANS. SENTARA ALSO OPERATES NIGHTINGALE - THE REGION'S FIRST AIR AMBULANCE SERVICE, WHICH BEGAN IN 1982 AS THE NATION'S 38TH AIR MEDICAL PROGRAM. NIGHTINGALE HAS FLOWN APPROXIMATELY 16,000 MISSIONS INVOLVING CRITCALLY ILL AND INJURED PATIENTS IN A 125-MILE RADIUS FROM SENTARA NORFOLK GENERAL HOSPITAL, THE REGION'S ONLY LEVEL I TRAUMA CENTER. ADDITIONALLY, SENTARA OPERATES THE REGION'S COMPREHENSIVE SOLID ORGAN TRANSPLANT CENTER WHICH HAS PERFORMED MORE THAN 2,200 TOTAL TRANSPLANTS.II. GROWING THE SENTARA FAMILYIN TODAY'S ECONOMIC ENVIRONMENT, SENTARA BELIEVES IN MAINTAINING A PRUDENT GROWTH INITIATIVE INTO MARKETS WHERE WE CAN ADD TANGIBLE VALUE AND ENHANCE COMMUNITY HEALTH SERVICES. THROUGH AFFILIATIONS WITH OTHER HOSPITALS AND HEALTHCARE ORGANIZATIONS WHO SHARE MANY OF OUR VALUES, WE ARE CREATING SERVICE DELIVERY SYSTEMS THAT SERVE COMMUNITY NEEDS AND OUR MISSION. A. SENTARA POTOMAC HOSPITALIN DECEMBER 2009, SENTARA HEALTHCARE FINALIZED ITS AFFILIATION WITH POTOMAC HOSPITAL IN NORTHERN VIRGINIA. SENTARA POTOMAC HOSPITAL (SPH) IS A 183-BED, NOT-FOR-PROFIT COMMUNITY HOSPITAL LOCATED IN WOODBRIDGE, VA. POTOMAC HOSPITAL'S 1,000+ EMPLOYEES INCLUDE MORE THAN 250 MEDICAL STAFF MEMBERS. IT OFFERS A WIDE RANGE OF MEDICAL SPECIALTIES, A HIGHLY QUALIFIED MEDICAL AND CLINICAL STAFF, AND STATE-OF-THE-ART TECHNOLOGY REQUIRED TO UPHOLD ITS MISSION OF CARING FOR EVERYONE IN PRINCE WILLIAM COUNTY AND ITS SURROUNDING COMMUNITIES. THE SERVICE AREA POPULATION, THAT ENCOMPASSES EASTERN PRINCE WILLIAM, SOUTHERN FAIRFAX AND NORTHERN STAFFORD COUNTIES, EXCEEDS 370,000. RESIDENTS IN NORTHERN VIRGINIA WILL NOW HAVE THE OPTION OF RECEIVING CARDIOVASCULAR CARE CLOSER TO HOME, WITH THE NEW ARRAY OF SERVICES TO BE OFFERED IN THE SENTARA HEART AND VASCULAR CENTER AT POTOMAC HOSPITAL. RESIDENTS WILL ALSO BENEFIT FROM THE CONVENIENT, HIGH QUALITY CARE THAT WILL RESULT FROM THE PARTNERING OF SENTARA MEDICAL GROUP-WHICH BRINGS TOGETHER MULTI-SPECIALTY PHYSICIANS DEDICATED TO PROVIDING QUALITY PATIENT-FOCUSED CARE AND TO RAISING THE STANDARD OF HEALTHCARE IN THE REGIONS THEY SERVE-WITH PRACTICES IN NORTHERN VIRGINIA. B. FUTURE AFFILIATIONS1. RMH HEALTHCAREIN JULY 2010, SENTARA HEALTHCARE ANNOUNCED THE AFFILIATION OF SENTARA WITH RMH HEALTHCARE (FORMALLY ROCKINGHAM MEMORIAL HOSITAL). RMH IS A 238-BED, NOT-FOR-PROFIT INDEPENDENT COMMUNITY HOSPITAL LOCATED IN HARRISONBURG, VA, THAT HAS BEEN PROVIDING THE BEST IN HEALTHCARE SERVICES SINCE 1912. RMH SHARES SENTARA'S FOCUS ON PATIENT SAFETY AND QUALITY.
Form 990, Part VI, Line 19	Form 990, Part VI, Line 19: Other Organization Documents Publicly Available	The consolidated financial statements for Sentara Healthcare and Subsidiaries are made publicly available through the use of DAC Bond (disclosure dissemination agent) and can be found on the internet at www.dacbond.com. The organization's governing documents and conflicts of interest policy are generally not made available to the public.
Form 990, Part VI, Line 15b	Form 990, Part VI, Line 15b: Compensation Review and Approval Process for Officers and Key Employees	As part of the Sentara Healthcare System ("The System"), the organization followed processes and procedures set forth in its governing documents to ensure compliance with its obligations as a 501(c)(3) healthcare organization to pay disqualified persons reasonable compensation. Such processes and procedures are intended to establish the rebuttable presumption of reasonableness under the Internal Revenue Code Section 4958 regulations. The compensation philosophy of the System as a whole is to base overall compensation and benefits for executives on market comparables, adjusted as applied to each executive, taking into consideration the individual skills and performance of the executive being compensated and overall performance of the organization. In line with this philosophy, the System performed substantial due diligence as to market comparables. The System's Compensation Committee, which consists of System Board members without conflicts of interests, engaged an outside consultant to conduct a study assessing the competitiveness of total compensation (including cash compensation, benefits and perquisites) of its senior executives prior to making decisions regarding annual base salary adjustments, approving incentive awards, or considering programmatic changes. The study compared the compensation of the System's senior executives to compensation data from published survey sources based on the senior executive's functional responsibility. In conducting the study, the consultant targeted other health systems of similar size based on net revenue, premiums, or members, where possible. The consultant also conducts a review of the System's performance relative to a group of not-for-profit health systems of comparable size and scope of operations every two to three years; the System's financial performance based on measures such as net revenue growth and operating margin was in the top quartile relative to the comparison group in the most recent study conducted in early 2009. The compensation study was discussed with the System's Compensation Committee, which made its decisions based on a)its review and analysis of the performance of both the organization and its senior executives and, b) a reasonableness of compensation analysis from an external expert in the compensation field. The Committee's bases for its decisions were documented in Committee minutes taken during the meeting and then circulated for review and approval. All decisions regarding compensation were made by the Committee, which consists of System Board members without conflict of interests. This process was used to establish compensation for the organization's Chairman, President, Treasurer, and Assistant Treasurer who also serve as CEO, Senior Vice President, COO/President, and CFO/Treasurer of the System, respectively. The process was last undertaken during 2010 for all positions listed.
Form 990, Part VI, Line 12c	Form 990, Part VI, Line 12c: Explanation of Monitoring and Enforcement of Conflicts	DIRECTORS, BOARD-NOMINATED OFFICERS, AND KEY EMPLOYEES SUBMIT AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE AND CERTIFY TO THE COMPLETION AND ACCURACY OF THE INFORMATION DISCLOSED. THE ORGANIZATION'S LEGAL DEPARTMENT MONITORS TRANSACTIONS INVOLVING POTENTIAL CONFLICTS OF INTEREST, TO ENSURE THAT THEY ARE REASONABLE AND AT ARM'S LENGTH. REPORTS ON SUCH TRANSACTIONS ARE MADE TO THE AUDIT AND COMPLIANCE COMMITTEE OF THE BOARD AS NECESSARY.
Form 990, Part VI, Line 11	Form 990, Part VI, Line 11: Form 990 Review Process	A copy of the organization's final Form 990, as ultimately filed with the IRS, was provided to each voting member of Sentara Healthcare's governing body before being filed. Sentara Healthcare is the 501(c)(3) sole member of the organization.The organization is part of the Sentara Healthcare system ("the System"), and as such, uses the System's in-house Tax Department, headed by a licensed certified public accountant, to both prepare and review its Form 990. During the preparation and review process, the Tax Department works closely with other System departments, such as Legal, Compensation and Benefits, Compliance, Finance, and Marketing, to ensure that a complete and accurate return is filed.
Form 990, Part VI, Line 7a	Form 990, Part VI, Line 7a: How Members or Shareholders Elect Governing Body	Organization MembersCore Form Part VI, line 7aThe Board of Directors, which serves as the organization's governing body, is elected by its sole member, Sentara Healthcare, a 501(c)(3) organization.
Form 990, Part VI, Line 6	Form 990, Part VI, Line 6: Explanation of Classes of Members or Shareholder	Organization MembersCore Form Part VI, line 6The organization has one class of member, the sole member being Sentara Healthcare, a Virginia nonstock corporation described in Section 501(c)(3) of the Internal Revenue Code.
Form 990, Part VI, Line 2	Form 990, Part VI, Line 2: Description of Business or Family Relationship of Officers, Directors, Et	DAVID BERND AND HOWARD KERN HAVE A BUSINESS RELATIONSHIP THROUGH COMMON OWNERSHIP OF AN ENTITY UNRELATED TO THE ORGANIZATION.HOWARD KERN AND GARY YATES HAVE A BUSINESS RELATIONSHIP THROUGH COMMON BOARD MEMBERSHIP OF AN ENTITY UNRELATED TO THE ORGANIZATION.THE ORGANIZATION'S OFFICERS AND DIRECTORS SERVE TOGETHER ON THE BOARDS OF OTHER TAXABLE ORGANIZATIONS WITHIN THE SENTARA HEALTHCARE SYSTEM ("THE SYSTEM"), AS WELL AS JOINT VENTURES IN WHICH THE SYSTEM HAS AN OWNERSHIP INTEREST. SEE SCHEDULE R FOR A LISTING OF SUCH ENTITIES.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2010

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBullet

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2010

Open to Public Inspection

Name of the organization

OPTIMA HEALTH PLAN

Employer identification number

54-1283337

Part I

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

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

Part II

Identification of Related Tax-Exempt Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.)

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled organization
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) POTOMAC HOSPITAL CORP OF PRINCE WILLIAM 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-0853898	HEALTH CARE	VA	501(C)(3)	3	NA	Yes
(2) MPB INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1346393	TITLE HOLDING COMPANY	VA	501(C)(2)		SENTARA ENTERPRISES	Yes
(3) SENTARA LIFE CARE CORP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1217183	HEALTH CARE	VA	501(C)(3)	9	NA	Yes
(4) SENTARA ENTERPRISES 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1917649	HEALTH CARE	VA	501(C)(3)	9	NA	Yes
(5) SENTARA MEDICAL GROUP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1217184	HEALTH CARE	VA	501(C)(3)	9	NA	Yes
(6) SENTARA HOSPITALS 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1547408	HEALTH CARE	VA	501(C)(3)	3	NA	Yes
(7) TIDEWATER HEALTH CARE 6015 POPLAR HALL DRIVE NORFOLK,VA23502 52-1277419	HEALTH CARE	VA	501(C)(3)	11C - III-FI	NA	Yes
(8) SENTARA HEALTHCARE 6015 POPLAR HALL DRIVE NORFOLK,VA23502 52-1271901	HEALTH CARE	VA	501(C)(3)	7	NA		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2010

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) ORTHOPAEDIC HOSPITAL MANAGEMENT LLC 3000 COLISEUM DRIVE HAMPTON,VA23666 27-4185117	MGT SVCS	VA	N/A					No			No
(2) PORT WARWICK II LLC 18000 WEST SARAH LANE SUITE 250 BROOKFIELD,WI53045 20-2739075	RENTAL RE	VA	N/A	UNRELATED			Yes				No
(3) CAREPLEX WEST LLC 18000 W SARAH LANE SUITE 250 BROOKFIELD,WI53045 20-2738977	RENTAL RE	VA	N/A	UNRELATED			Yes				No
(4) POTOMAC INOVA HEALTHCARE ALLIANCE LLC 8110 GATEHOUSE RD SUITE 400W FALLS CHURCH,VA22042 54-1802733	HEALTHCARE	VA	N/A					No			No
(5) ST LUKES PROPERTIES LLC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 27-2774684	MOB RENTAL	VA	N/A	RELATED				No			No
(6) SENTARA OBICI AMBULATORY SURGERY LLC 2750 GODWIN BLVD SUFFOLK,VA23434 26-0144898	HEALTH CARE	VA	N/A					No			No
(7) RADIOLOGY SERVICES 814 GREENBRIER CIRCLE CHESAPEAKE,VA23320 54-1774472	HEALTH CARE	VA	N/A					No			No
(8) HEALTHCARE PERFORMANCE IMPROVEMENT LLC 5041 CORPORATE WOODS DR STE 180 VIRGINIA BEACH,VA23462 20-4024074	CONSULTING	VA	N/A					No			No
(9) HAMPTON ROADS LITHOTRIPSY LLC 6333 CENTER DRIVE BLDG 16 NORFOLK,VA23502 20-0942600	HEALTH CARE	VA	N/A					No			No
(10) CANCER CENTERS OF VA LLC 5900 LAKE WRIGHT DRIVE NORFOLK,VA23502 20-1338518	HEALTH CARE	VA	N/A					No			No
(11) AMERI HEALTH EVAL CTR-WMSBG LLC PO BOX 3508 WILLIAMSBURG,VA23187 26-3761741	HEALTH CARE	VA	N/A					No			No
(12) VA BEACH AMBULATORY SURGERY CENTER 1700 WILL O WISP DRIVE VA BEACH,VA23454 54-1448218	HEALTH CARE	VA	N/A					No			No
(13) PRINCESS ANNE AMBULATORY SURG MGT 1975 GLENN MITCHELL VA BEACH,VA23456 20-4920880	HEALTH CARE	VA	N/A					No			No
(14) OBICI REAL ESTATE HOLDINGS LLC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 26-1749881	RE RENTAL	VA	N/A					No			No
(15) MANAGEMENT SERVICES LLC 814 GREENBRIER CIRCLE CHESAPEAKE,VA23320 54-1365012	HLTH MGT SV	VA	N/A					No			No

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)
(1) BAY PRIMEX INSURANCE COMPANY PO BOX 1051 GRAND CAYMAN,CAYMAN ISLANDSKY1-1102 CJ 99-9999999	INSURANCE	CJ	N/A	C CORP
(2) POTOMAC VENTURES CORP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1441420	PHARMACY	VA	NA	C CORP
(3) SENTARA OBICI MED MGT SERVICES 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1020941	HEALTH CARE	VA	NA	C CORP
(4) SENTARA OBICI PROFESSIONAL CENTER 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1445865	RE RENTAL	VA	NA	C CORP
(5) SMG INNOVATIONS INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 20-3730331	HEALTH CARE	VA	NA	C CORP
(6) SENTARA VENTURES INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1688615	HOLDING COMPANY	VA	NA	C CORP
(7) SENTARA HAMPTON SERVICE CORP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1682025	FITNESS CENTER	VA	NA	C CORP
(8) OPTIMA BEHAVIORAL HEALTH SERVICES 6015 POPLAR HALL DRIVE NORFOLK,VA23502 62-1382666	MENTAL HEALTH SERVICES	VA	NA	C CORP
(9) OPTIMA HEALTH INSURANCE COMPANY 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1642752	HEALTH INSURANCE	VA	NA	C CORP
(10) OPTIMA HEALTH GROUP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1473382	HMO	VA	NA	C CORP
(11) SENTARA HEALTH PLANS INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 52-2368125	TPA	VA	NA	C CORP
(12) SENTARA HOLDINGS INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1555638	HOLDING COMPANY	VA	NA	C CORP

Schedule R (Form 990) 2010

Page 3

Part V

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

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

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest (ii) annuities (iii) royalties (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .

Yes

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

Yes

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

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

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

f Sale of assets to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

g Purchase of assets from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

h Exchange of assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

k Performance of services or membership or fundraising solicitations for other organization(s) . . . . . . . . . . . . . . . . . . . . . .

Yes

l Performance of services or membership or fundraising solicitations by other organization(s) . . . . . . . . . . . . . . . . . . . . . .

Yes

m Sharing of facilities, equipment, mailing lists, or other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

n Sharing of paid employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

o Reimbursement paid to other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

p Reimbursement paid by other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

q Other transfer of cash or property to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

r Other transfer of cash or property from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

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

(a) Name of other organization	(b) Transaction type(a-r)	(c) Amount involved	(d) Method of determining amount involved
(1) OPTIMA HEALTH INSURANCE COMPANY	q	2,089,946	CORP BOOKS/REC
(2) OPTIMA HEALTH INSURANCE COMPANY	p	20,516,900	CORP BOOKS/REC
(3) OPTIMA HEALTH INSURANCE COMPANY	l	28,183,604	CORP BOOKS/REC
(4) OPTIMA HEALTH INSURANCE COMPANY	a	10,585	CORP BOOKS/REC
(5) SENTARA HEALTH PLANS INC	r	1,409,918	CORP BOOKS/REC
(6) SENTARA HEALTH PLANS INC	p	102,251	CORP BOOKS/REC
(7) SENTARA HEALTH PLANS INC	o	45,391,462	CORP BOOKS/REC
(8) SENTARA HEALTH PLANS INC	n	34,920,897	CORP BOOKS/REC
(9) SENTARA HEALTH PLANS INC	m	2,453,616	CORP BOOKS/REC
(10) SENTARA LIFE CARE CORP	l	1,268,880	CORP BOOKS/REC
(11) SENTARA ENTERPRISES	l	17,147,392	CORP BOOKS/REC
(12) SENTARA MEDICAL GROUP	l	41,507,260	CORP BOOKS/REC
(13) SENTARA HOSPITALS	l	112,830,311	CORP BOOKS/REC

Schedule R (Form 990) 2010

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 37.)

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

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

Schedule R (Form 990) 2010

Page 5

Part VII

Supplemental Information

Complete this part to provide additional information for responses to questions on Schedule R (see instructions).

Identifier	Return Reference	Explanation

Additional Data

Software ID:	10000105
Software Version:	2010v3.2

1	Briefly describe the organization’s mission or most significant activities: AS PART OF SENTARA HEALTHCARE'S INTEGRATED HEALTH CARE SYSTEM, WE IMPROVE HEALTH EVERY DAY BY SUPPORTING THE CHARITABLE, EDUCATIONAL AND SCIENTIFIC PURPOSES OF SENTARA HEALTHCARE AND SUBSIDIARIES.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ....	3	15
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	3
5	Total number of individuals employed in calendar year 2010 (Part V, line 2a) ...	5	875
6	Total number of volunteers (estimate if necessary) ....	6
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	8,215,588
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b	177,610

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........		0
9	Program service revenue (Part VIII, line 2g) .........	987,351,793	1,092,931,297
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	2,961,672	3,790,725
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)		0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	990,313,465	1,096,722,022
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	2,002,664	2,000,677
14	Benefits paid to or for members (Part IX, column (A), line 4) ....		0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	32,088,821	34,397,156
16a	Professional fundraising fees (Part IX, column (A), line 11e)....		0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	938,000,318	990,496,132
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	972,091,803	1,026,893,965
19	Revenue less expenses. Subtract line 18 from line 12......	18,221,662	69,828,057
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16)............	240,803,185	318,662,890
21	Total liabilities (Part X, line 26)............	105,637,445	128,707,667
22	Net assets or fund balances. Subtract line 21 from line 20 .....	135,165,740	189,955,223

Sign Here

	Signature of officer	Date

	Type or print name and title.

Paid Preparer's Use Only	Preparer's signature	Date	Check if self- employed	Preparer’s taxpayer identification number (see instructions)
	Firm’s name (or yours if self-employed), address, and ZIP + 4			EIN
				Phone no.


4a	(Code: ) (Expenses $ 924,407,577 including grants of $ 2,000,677 ) (Revenue $ 1,084,715,709 )
	OPTIMA HEALTH PLAN MAINTAINS CONTRACTS WITH AREA PROVIDERS TO SUPPLY STATE OF THE ART SYSTEMS OF HEALTH CARE, DISEASE PREVENTION AND HEALTH PROMOTION FOR INDIVIDUALS AND FAMILIES IN THE COMMUNITY IN AN EFFECTIVE, ACCESSIBLE AND AFFORDABLE MANNER.SEE ALSO SCHEDULE O.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services. (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses$ 924,407,577

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	2,354,689	11,501,467	4,160,519

				(A) Total revenue	(B) Related or exempt function revenue	(C) Unrelated business revenue	(D) Revenue excluded from tax under sections 512, 513, or 514
1a	Federated campaigns..1a
b	Membership dues....1b
c	Fundraising events....1c
d	Related organizations...1d
e	Government grants (contributions)1e

f	All other contributions, gifts, grants, and similar amounts not included above1f
g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			0
			Business Code
2a	SUBSCRIBER PREMIUMS		524,298	1,092,530,134	1,084,314,546	8,215,588
b	BILLING/COL. SVC FEES		524,298	401,163	401,163
c
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			1,092,931,297
3	Investment income (including dividends, interest
	and other similar amounts).....			2,521,889			2,521,889
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties............			0
		(i) Real	(ii) Personal
6a	Gross Rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......			0
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	717,021,884	199,212
b	Less: cost or other basis and sales expenses	715,753,048	199,212
c	Gain or (loss)	1,268,836
d	Net gain or (loss)..........			1,268,836			1,268,836
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...			0
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..			0
Miscellaneous Revenue			Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			0
12	Total revenue. See Instructions....			1,096,722,022	1,084,715,709	8,215,588	3,790,725


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........				1	0
2	Savings and temporary cash investments .......			80,299,206	2	98,473,605
3	Pledges and grants receivable, net .........				3	0
4	Accounts receivable, net .........			47,344,799	4	65,200,920
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........				5	0
6	Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of
	Schedule L ..........				6	0
7	Notes and loans receivable, net .............				7	0
8	Inventories for sale or use ..............				8	0
9	Prepaid expenses and deferred charges ............				9	12,353
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	7,752,858
b	Less: accumulated depreciation. .....	10b	6,307,263	1,794,019	10c	1,445,595
11	Investments—publicly traded securities ..........			111,365,161	11	153,530,417
12	Investments—other securities. See Part IV, line 11 ......				12	0
13	Investments—program-related. See Part IV, line 11 ..				13	0
14	Intangible assets .........				14	0
15	Other assets. See Part IV, line 11 ...........				15	0
16	Total assets. Add lines 1 through 15 (must equal line 34)...			240,803,185	16	318,662,890
17	Accounts payable and accrued expenses .			108,010	17	12,926,040
18	Grants payable ..........				18
19	Deferred revenue ..........			2,478,844	19	5,923,064
20	Tax-exempt bond liabilities ..........				20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..				21
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........				22
23	Secured mortgages and notes payable to unrelated third parties ..				23
24	Unsecured notes and loans payable to unrelated third parties ....				24
25	Other liabilities. Complete Part X of Schedule D.....			103,050,591	25	109,858,563
26	Total liabilities. Add lines 17 through 25.....			105,637,445	26	128,707,667
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....				27
28	Temporarily restricted net assets .....				28
29	Permanently restricted net assets .....				29
	Organizations that do not follow SFAS 117, check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds			135,165,740	32	189,955,223
33	Total net assets or fund balances .....			135,165,740	33	189,955,223
34	Total liabilities and net assets/fund balances .....			240,803,185	34	318,662,890