TY 2011 Form 990

- TIN:

Form990

Department of the Treasury
Internal Revenue Service

Return of Organization Exempt From Income Tax

Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation)

The organization may have to use a copy of this return to satisfy state reporting requirements.

OMB No. 1545-0047

2011

Open to Public Inspection

A For the calendar year, or tax year beginning 01-01-2011 and ending 12-31-2011

BCheck if applicable: Address change Name change Initial return Terminated Amended return Application pending

CName of organization
INDIANA UNIVERSITY HEALTH PAOLI INC

Doing Business As

Number and street (or P.O. box if mail is not delivered to street address)
PO BOX 499

Room/suite

City or town, state or country, and ZIP + 4
PAOLI, IN47454

D Employer identification number

35-2090919

E Telephone number

G Gross receipts $ 30,927,941

F Name and address of principal officer:
LARRY BAILEY
PO BOX 499
PAOLI,IN47454

Tax-exempt status: 501(c)(3) 501(c) ( ) LeftBullet

(insert no.) 4947(a)(1) or 527

Website:

www.iuhealthpaoli.org

H(a)

Is this a group return for
affiliates? Yes No

H(b)

Are all affiliates included?

Yes No

If "No," attach a list. (see instructions)

H(c)

Group exemption number MediumBullet

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 2000

M State of legal domicile: IN

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: INDIANA UNIVERSITY HEALTH PAOLI, INC. EXISTS TO MAKE APPROPRIATE, COST EFFECTIVE, CUSTOMER-FOCUSED HEALTHCARE SERVICES ACCESSIBLE TO THE RESIDENTS OF ORANGE COUNTY INDIANA AND SURROUNDING COUNTIES.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a).....	3	9
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	7
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...	5	340
6	Total number of volunteers (estimate if necessary) ....	6	25
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	179,447	139,366
9	Program service revenue (Part VIII, line 2g) .........	27,925,831	28,518,604
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	154,686	103,922
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	0	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	28,259,964	28,761,892
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	12,991,859	14,269,668
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 53,054
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	11,727,421	11,047,408
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	24,719,280	25,317,076
19	Revenue less expenses. Subtract line 18 from line 12.......	3,540,684	3,444,816
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	26,818,737	29,986,098
21	Total liabilities (Part X, line 26).............	8,003,635	8,012,652
22	Net assets or fund balances. Subtract line 21 from line 20.....	18,815,102	21,973,446

Part II

Signature Block

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.

Sign Here

	Signature of officer	Date

	Type or print name and title.

Paid preparer use only

Print/type preparer's name

Preparer's signature

Date

Check if
self-employed

PTIN

Firm's name Right pointing arrowhead image

Firm's EIN Right pointing arrowhead image

Firm's address Right pointing arrowhead image

Phone no.

May the IRS discuss this return with the preparer shown above? See instructions ......... bullet

YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y

Form 990 (2011)

Page 2

Part III

Statement of Program Service Accomplishments

Check if Schedule O contains a response to any question in this Part III .........

Briefly describe the organization’s mission: INDIANA UNIVERSITY PAOLI, INC. EXISTS TO MAKE APPROPRIATE, COST EFFECTIVE, CUSTOMER-FOCUSED HEALTHCARE SERVICES ACCESSIBLE TO THE RESIDENTS OF ORANGE COUNTY INDIANA AND SURROUNDING COUNTIES.

Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? .................... Yes No

If “Yes,” describe these new services on Schedule O.

Did the organization cease conducting, or make significant changes in how it conducts, any program services? .......................... Yes No

If “Yes,” describe these changes on Schedule O.

Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.


4a	(Code: ) (Expenses $ 19,548,223 including grants of $ 0 ) (Revenue $ 20,217,310 )
	ACCUTE CARE - 1,548 PATIENT DAYS, 556 ADDMISSIONS, 131 BIRTHS, 29,589 OUT PATIENT VISITS IN 2011. PLEASE SEE SCHEDULE O FOR ADDITONAL INFORMATION CONCERNING INDIANA UNIVERSITY PAOLI, INC.'S PROGRAM SERVICES.

4b	(Code: ) (Expenses $ 2,666,286 including grants of $ 0 ) (Revenue $ 6,578,769 )
	EMERGENCY SERVICES - 10,525 EMERGENCY ROOM VISITS IN 2011. PLEASE SEE SCHEDULE O FOR ADDITIONAL INFORMATION CONCERNING INDIANA UNIVERSITY HEALTH PAOLI, INC.'S PROGRAM SERVICES.

4c	(Code: ) (Expenses $ 994,977 including grants of $ 0 ) (Revenue $ 1,657,427 )
	AMBULANCE SERVICES - EMERGENCY MEDICAL SERVICES SUPPORTING ORANGE COUNTY INDIANA. PLEASE SEE SCHEDULE O FOR ADDITIONAL INFORMATION CONCERING INDIANA UNIVERSITY HEALTH PAOLI, INC.'S PROGRAM SERVICES.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 117,201 including grants of $ 0 ) (Revenue $ 3,252 )
4e	Total program service expenses$ 23,326,687

Form 990 (2011)

Page 3

Part IV

Checklist of Required Schedules

Yes

Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule A Click to see attachment

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

Yes

Is the organization required to complete Schedule B, Schedule of Contributors? Click to see attachment

........

Yes

Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part I..........

Section 501(c)(3) organizations. Did the organization engage in lobbying activities? If “Yes,” complete Schedule C,
Part II.........................

Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C, Part III........................

Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If “Yes,” complete Schedule D, Part I Click to see attachment

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

Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas or historic structures? If “Yes,” complete Schedule D, Part II Click to see attachment

...

Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment

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

Did the organization report an amount in Part X, line 21; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,”
complete Schedule D, Part IV Click to see attachment

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

Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If “Yes,” complete Schedule D, Part V Click to see attachment

If the organization’s answer to any of the following questions is ‘Yes,’ then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable:

Did the organization report an amount for land, buildings, and equipment in Part X, line10? If “Yes,” complete Schedule D, Part VI. Click to see attachment

11a

Yes

Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VII. Click to see attachment

11b

Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIII. Click to see attachment

11c

Yes

Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IX. Click to see attachment

11d

Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part X. Click to see attachment

11e

Yes

Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part X. Click to see attachment

11f

12a

Did the organization obtain separate, independent audited financial statements for the tax year?
If “Yes,” complete Schedule D, Parts XI, XII, and XIII Click to see attachment

12a

Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered ‘No’ to line 12a, then completing Schedule D, Parts XI, XII, and XIII is optional Click to see attachment

12b

Yes

Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E

14a

Did the organization maintain an office, employees, or agents outside of the United States?....

14a

Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States or aggregate foreign investments valued at $100,000 or more? If “Yes,” complete Schedule F, Part I.........

14b

Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the U.S.? If “Yes,” complete Schedule F, Part II..

Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the U.S.? If “Yes,” complete Schedule F, Part III..

Did the organization report a total of more than $15,000, of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If “Yes,” complete Schedule G, Part I

Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If “Yes,” complete Schedule G, Part II..........

Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If “Yes,” complete Schedule G, Part III...................

20a

Did the organization operate one or more hospitals? If “Yes,” complete Schedule H..... Click to see attachment

20a

Yes

If “Yes” to line 20a, did the organization attach a copy of its audited financial statement to this return? Note. All Form 990 filers that operated one or more hospitals must attach audited financial statements. Click to see list of attachments

20b

Yes

Form 990 (2011)

Page 4

Part IV

Checklist of Required Schedules (continued)

Did the organization report more than $5,000 of grants and other assistance to any government or organization in the United States on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II..

Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III.....

Did the organization answer “Yes” to Part VII, Section A, questions 3, 4, or 5, about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If “Yes,” complete Schedule J................ Click to see attachment

Yes

24a

Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer questions 24b–24d and complete Schedule K. If “No,” go to line 25................ Click to see attachment

24a

Yes

Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...

24b

Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................

24c

Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...

24d

25a

Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If “Yes,” complete Schedule L, Part I......

25a

Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I................

25b

Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II.........................

Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If “Yes,” complete Schedule L, Part III.........

Was the organization a party to a business transaction with one of the following parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):

A current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV .........................

28a

A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV...................

28b

An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or owner? If “Yes,” complete Schedule L, Part IV..

28c

Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule M

Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M............

Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................

Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II.......................

Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If “Yes,” complete Schedule R, Part I........ Click to see attachment

Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Parts II, III, IV, and V, line 1..................... Click to see attachment

Yes

35a

Did the organization have a controlled entity within the meaning of section 512(b)(13)?

35a

Yes

If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If “Yes,” complete Schedule R, Part V, line 2... Click to see attachment

35b

Yes

Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If “Yes,” complete Schedule R, Part V, line 2........... Click to see attachment

Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If “Yes,” complete Schedule R, Part VI Click to see attachment

Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11 and 19? Note. All Form 990 filers are required to complete Schedule O. ............

Yes

Form 990 (2011)

Page 5

Part V

Statements Regarding Other IRS Filings and Tax Compliance

Check if Schedule O contains a response to any question in this Part V .........

Yes

Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable. .......

Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable.

Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................

Yes

Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements filed for the calendar year ending with or within the year covered by this return .....................

340

If at least one is reported on line 2a, did the organization file all required federal employment tax returns?

Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file. (see instructions)

Yes

Did the organization have unrelated business gross income of $1,000 or more during the year?.............................

If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....

At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account or securities account)?.......................

If "Yes," enter the name of the foreign country: MediumBullet

See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.

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

Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?

If “Yes” to line 5a or 5b, did the organization file Form 8886-T? ........

Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible?..........

If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................

Organizations that may receive deductible contributions under section 170(c).

Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................

If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....

Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................

If “Yes,” indicate the number of Forms 8282 filed during the year ....

Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?..........................

Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..

If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?...................

If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?...............

Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?................

Sponsoring organizations maintaining donor advised funds.

Did the organization make any taxable distributions under section 4966?.........

Did the organization make a distribution to a donor, donor advisor, or related person?......

Section 501(c)(7) organizations. Enter:

Initiation fees and capital contributions included on Part VIII, line 12 ...

10a

Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities

10b

Section 501(c)(12) organizations. Enter:

Gross income from members or shareholders .........

11a

Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them) ........

11b

12a

Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?

12a

If “Yes,” enter the amount of tax-exempt interest received or accrued during the year.

12b

Section 501(c)(29) qualified nonprofit health insurance issuers.

Is the organization licensed to issue qualified health plans in more than one state?
Note. All 501(c)(29) organizations must list in Schedule O each state in which they are licensed to issue qualified health plans, the amount of reserves required by each state, and the amount of reserves the organization allocated to each state.

13a

Enter the aggregate amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans.

13b

Enter the aggregate amount of reserves on hand.

13c

14a

Did the organization receive any payments for indoor tanning services during the tax year?.....

14a

If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..

14b

Form 990 (2011)

Page 6

Part VI

Governance, Management, and Disclosure For each “Yes” response to lines 2 through 7b below, and for a “No” response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.

Check if Schedule O contains a response to any question in this Part VI .........

Section A. Governing Body and Management

Yes

Enter the number of voting members of the governing body at the end of the tax year
If the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.

Enter the number of voting members included in line 1a, above, who are independent .................

Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................

Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .

Did the organization make any significant changes to its governing documents since the prior Form 990 was filed?

Did the organization become aware during the year of a significant diversion of the organization’s assets? .

Did the organization have members or stockholders? ................

Yes

Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? .................

Yes

Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ............

Yes

Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:

The governing body? .........................

Yes

Each committee with authority to act on behalf of the governing body? ..........

Yes

Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O .....

Section B. Policies (This Section B requests information about policies not required by the Internal
Revenue Code.)

Yes

10a

Did the organization have local chapters, branches, or affiliates? ............

10a

If “Yes,” did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? ....

10b

11a

Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form?

11a

Yes

Describe in Schedule O the process, if any, used by the organization to review the Form 990. .....

12a

Did the organization have a written conflict of interest policy? If “No,” go to line 13.......

12a

Yes

Were officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ........................

12b

Yes

Did the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this was done ....................

12c

Yes

Did the organization have a written whistleblower policy? ...............

Yes

Did the organization have a written document retention and destruction policy? .........

Yes

Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?

The organization’s CEO, Executive Director, or top management official ...........

15a

Yes

Other officers or key employees of the organization ................

15b

Yes

If "Yes," to line 15a or 15b, describe the process in Schedule O (see instructions).

16a

Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................

16a

If “Yes,” did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............

16b

Section C. Disclosure

List the States with which a copy of this Form 990 is required to be filed MediumBullet

Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.

Own website Another's website Upon request

Describe in Schedule O whether (and if so, how), the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.

State the name, physical address, and telephone number of the person who possesses the books and records of the organization: MediumBullet

SUE A BROCK
642 W HOSPITAL ROAD
PAOLI,IN47454
(812) 723-7432

Form 990 (2011)

Page 7

Part VII

Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

Check if Schedule O contains a response to any question in this Part VII .........

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees

1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet

List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation, and current key employees. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

List all of the organization’s current key employees, if any. See instructions for definition of "key employee."

List the organization’s five current highest compensated employees (other than an officer, director, trustee or key employee)
who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the
organization and any related organizations.

List all of the organization’s former officers, key employees, or highest compensated employees who received more than $100,000
of reportable compensation from the organization and any related organizations.

List all of the organization’s former directors or trustees that received, in the capacity as a former director or trustee of the
organization, more than $10,000 of reportable compensation from the organization and any related organizations.

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.

Check this box if neither the organization nor any related organizations compensated any current or former officer, director, or trustee.

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)			(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) Mark E Moore Director	2.0	X			0	553,987	167,271
(2) David L Beachy DO Director	40.0	X			211,554	0	32,194
(3) Susan A Arvin PE Director, Secretary	2.0	X	X		0	0	0
(4) Lewis Tetrick Director	2.0	X			0	0	0
(5) Jose Lopez MD Director	2.0	X			0	0	0
(6) Carol Singelstad Director, Chairman	2.0	X	X		0	0	0
(7) Janet Farlow Perry Director, Vice Chairman	2.0	X	X		0	0	0
(8) Janis K Easterday Director	2.0	X			0	0	0
(9) Doug Pittman Director	2.0	X			0	0	0
(10) Larry R Bailey CEO	32.0		X		0	261,673	52,439
(11) Sue A Brock CFO/Treasurer	24.0		X		62,581	0	26,104
(12) Candace Isom COO	40.0		X		139,082	0	5,685
(13) Marlene F Greenberg MD Physician	40.0			X	306,176	0	16,477
(14) Lawrence Chapman CRNA CRNA	40.0			X	249,732	0	26,278
(15) Luong Khuong MD Physician	40.0			X	158,414	0	29,940
(16) Pam Bond Operations Director	40.0			X	121,937	0	16,424
(17) Joel C Stroud Rehab Director	40.0			X	101,440	0	27,609

Form 990 (2011)

Page 8

Part VII

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)						(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	1,350,916	815,660	400,421

Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet

Yes

Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual .............

For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................

Yes

Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person .....

Section B. Independent Contractors

Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.

(A) Name and business address	(B) Description of services	(C) Compensation
COOLER DESIGN INC 9135 N MERIDIAN ST SUITE A1 INDIANAPOLIS,IN46260	ARCHITECTUAL DESIGN	459,609
WHITEACRE IMAGING LLC 21 WEST 3RD ST WASHINGTON,MO63090	MRI SERVICES	276,020
UNITY PHYSICIANS GROUP 1155 W 3RD ST BLOOMINGTON,IN47404	PHYSICAN STAFFING	450,359
SIHO INSURANCE SERVICES 417 WASHINGTON ST PO BOX 1787 COLUMBUS,IN472021787	INSURANCE PLAN ADMIN	225,683
HARRELL-FISH INC PO BOX 1998 BLOOMINGTON,IN474021998	MECHANICAL CONTRACT.	116,107
2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 5

Form 990 (2011)

Page 9

Part VIII

Statement of Revenue

				(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		45,670
e	Government grants (contributions)1e		86,686

f	All other contributions, gifts, grants, and similar amounts not included above1f		7,010
g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			139,366
			Business Code
2a	Net Patient Service Revenue		900,099	28,277,269	28,277,269
b	Other Operating Revenue		900,099	179,489	179,489
c	Food Service Revenue		900,099	38,583			38,583
d	Misc. Non-Operating Revenue		900,099	23,263			23,263
e	All other program service revenue
f	All other program service revenue .
g	Total. Add lines 2a–2f........			28,518,604
3	Investment income (including dividends, interest
	and other similar amounts).....			11,838			11,838
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).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	2,119,319	138,814
b	Less: cost or other basis and sales expenses	2,018,984	147,065
c	Gain or (loss)	100,335	-8,251
d	Net gain or (loss)..........			92,084			92,084
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....			28,761,892	28,456,758		165,768

Form 990 (2011)

Page 10

Part IX

Statement of Functional Expenses

Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A) but are not required to complete columns (B), (C), and (D).
Check if Schedule O contains a response to any question in this Part IX. .........

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 United States. See Part IV, line 21	0
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	0
3	Grants and other assistance to governments, organizations, and individuals outside the United States. 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 ....	477,201	258,226	218,975
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	0
7	Other salaries and wages	10,185,035	9,699,364	449,494	36,177
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	217,449	203,078	13,633	738
9	Other employee benefits .......	2,644,105	2,469,361	165,772	8,972
10	Payroll taxes ...........	745,878	696,584	46,763	2,531
11	Fees for services (non-employees):
a	Management ......	391,158	139,868	251,290
b	Legal .........	103,141	99,920	3,000	221
c	Accounting ...........	39,693		39,693
d	Lobbying ...........	0
e	Professional fundraising. See Part IV, line 17..	0
f	Investment management fees ......	8,966	8,966
g	Other ..........	534,868	534,868
12	Advertising and promotion ....	52,432	40,714	9,516	2,202
13	Office expenses .......	621,868	557,753	62,461	1,654
14	Information technology ......	303,153	263,758	39,395
15	Royalties ..	0
16	Occupancy ...........	544,616	348,153	196,463
17	Travel ............	107,106	89,708	16,839	559
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	44,318	38,971	5,347
20	Interest ...........	30,030	30,030
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	1,152,553	991,196	161,357
23	Insurance ..............	0
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24f. If line 24f amount exceeds 10% of line 25, column (A) amount, list line 24f expenses on Schedule O.)
a	Bad Debt Expense	3,286,054	3,286,054
b	Medical Supplies	2,144,763	2,144,337	426
c	Purchased Services	1,340,867	1,118,697	222,170
d	Repairs & Maintenance	297,655	271,864	25,791
e
f	All other expenses	44,167	35,217	8,950
25	Total functional expenses. Add lines 1 through 24f	25,317,076	23,326,687	1,937,335	53,054
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

Form 990 (2011)

Page 11


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			116,808	1	115,797
2	Savings and temporary cash investments .......			13,723,630	2	16,730,188
3	Pledges and grants receivable, net .........			0	3	0
4	Accounts receivable, net .........			2,162,124	4	2,213,164
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........			0	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 ..........			0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			647,539	8	576,759
9	Prepaid expenses and deferred charges ............			276,774	9	362,129
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	14,388,509
b	Less: accumulated depreciation. .....	10b	6,550,847	7,664,194	10c	7,837,662
11	Investments—publicly traded securities ..........			0	11	0
12	Investments—other securities. See Part IV, line 11 ......			0	12	0
13	Investments—program-related. See Part IV, line 11 ..			2,227,668	13	2,150,399
14	Intangible assets .........			0	14	0
15	Other assets. See Part IV, line 11 ...........			0	15	0
16	Total assets. Add lines 1 through 15 (must equal line 34)...			26,818,737	16	29,986,098
17	Accounts payable and accrued expenses .			4,025,884	17	4,825,687
18	Grants payable ..........			0	18	0
19	Deferred revenue ..........			405	19	500
20	Tax-exempt bond liabilities ..........			3,612,160	20	3,174,320
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			101,186	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.....			264,000	25	12,145
26	Total liabilities. Add lines 17 through 25.....			8,003,635	26	8,012,652
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....			18,815,102	27	21,973,446
28	Temporarily restricted net assets .....			0	28	0
29	Permanently restricted net assets .....			0	29	0
	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				32
33	Total net assets or fund balances .....			18,815,102	33	21,973,446
34	Total liabilities and net assets/fund balances .....			26,818,737	34	29,986,098

Form 990 (2011)

Page 12

Part XI

Reconcilliation of Net Assets

Check if Schedule O contains a response to any question in this Part XI .........

Total revenue (must equal Part VIII, column (A), line 12) ...

28,761,892

Total expenses (must equal Part IX, column (A), line 25) ....

25,317,076

Revenue less expenses. Subtract line 2 from line 1 ...

3,444,816

Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..

18,815,102

Other changes in net assets or fund balances (explain in Schedule O) ...

-286,472

Net assets or fund balances at end of year. Combine lines 3, 4, and 5 (must equal Part X, line 33, column (B)) ....

21,973,446

Part XII

Financial Statements and Reporting

Check if Schedule O contains a response to any question in this Part XII .........

Yes

Accounting method used to prepare the Form 990: Cash Accrual Other
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.

Were the organization’s financial statements compiled or reviewed by an independent accountant?....

Were the organization’s financial statements audited by an independent accountant?........

Yes

If “Yes,” to 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O. ...........................

Yes

If “Yes” to line 2a or 2b, check a box below to indicate whether the financial statements for the year were issued on a separate basis, consolidated basis, or both:

Separate basis Consolidated basis Both consolidated and separated basis

As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? ................

Yes

If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. ..

Yes

Form 990 (2011)

Additional Data

Software ID:
Software Version:

Form 990, Special Condition Description:

Special Condition Description

- TIN:

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

2011

Open to Public
Inspection

Name of the organization

INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

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	(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?


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2011

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) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(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) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(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—2011. 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—2010. 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—2011. 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—2010. 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) 2011

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) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(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) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(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 2011 (line 8 column (f) divided by line 13 column (f)) .........

Public support percentage from 2010 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2011 (line 10c column (f) divided by line 13 column (f)) ......

Investment income percentage from 2010 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2011. 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—2010. 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) 2011

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) 2011

Additional Data

Software ID:
Software Version:

- TIN:

Schedule B
(Form 990, 990-EZ,
or 990-PF)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

OMB No. 1545-0047

2011

Name of organization

INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II.

Special Rules

For a section 501(c)(3) organization filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), and received from any one contributor, during the year, a contribution of the
greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For a section 501(c)(7), (8), or (10) organization filing Form 990, or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 for use exclusively for religious, charitable,
scientific, literary, or educational purposes, or the prevention of cruelty to children or animals. Complete Parts I, II, and
III.

For a section 501(c)(7), (8), or (10) organization filing Form 990, or 990-EZ that received from any one contributor,
during the year, contributions for use exclusively for religious, charitable, etc., purposes, but these contributions did
not total to more than $1,000. If this box is checked, enter here the total contributions that were received during
the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule
applies to this organization because it received nonexclusively religious, charitable, etc., contributions of $5,000 or more
during the year. ......................... Arrow Bullet

Caution. An Organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
Form 990-EZ or on Part I, line 2, of its Form 990-PF, to certify that it does not meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2011)

Page 2

Name of organization INDIANA UNIVERSITY HEALTH PAOLI INC
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)
Part I	Contributors (see Instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	RESTRICTED RESTRICTED RESTRICTED RESTRICTED, RESTRICTED RESTRICTED	$RESTRICTED	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)

Page 3

Name of organization INDIANA UNIVERSITY HEALTH PAOLI INC
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)
Part II	Noncash Property (see Instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions).	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions).	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions).	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions).	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions).	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions).	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)

Page 4

Schedule B (Form 990, 990-EZ, or 990-PF) (2011)

Name of organization
INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

Part III

Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
that total more than $1,000 for the year. Complete columns (a) through (e) and the following line entry.
For organizations completing Part III, enter the total of exclusively religious, charitable, etc.,
contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet

$
Use duplicate copies of Part III if additional space is needed

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b)
Purpose of gift

(d)
Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

Schedule B (Form 990, 990-EZ, or 990-PF) (2011)

Additional Data

Software ID:
Software Version:

- 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, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

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 can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" 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 education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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


a	Total number of conservation easements .......................	2a
b	Total acreage restricted by conservation easements ..................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register ....................	2d

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

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

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

Yes No

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

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

(i)

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 (ASC 958), 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) 2011

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

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

The percentages in lines 2a, 2b, and 2c should equal 100%.

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

Yes

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

3a(i)

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

3a(ii)

If "Yes" 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

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

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	166,020		166,020
b	Buildings ................	9,434,328	3,856,909	5,577,419
c	Leasehold improvements ............	253,197	142,000	111,197
d	Equipment ................	3,987,456	2,551,938	1,435,518
e	Other .................	547,508		547,508
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				7,837,662

Schedule D (Form 990) 2011

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) must 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
(1) US Government and Agency Oblig	301,056	F
(2) US Corporate Obligations	258,048	F
(3) US Equity Securities	989,184	F
(4) Non-US Equity Securties	580,608	F
(5) REIT and Other	21,503	F




Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)	2,150,399

Part IX

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

(a) Description				(b) Book value









Total. (Column (b) must 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) Book value
Federal Income Taxes		0
Accrued Malpractice Liability		12,145








Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		12,145
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) 2011

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 through 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 must 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 must 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
ASC 740-10 Footnote from Financial Statements	Schedule D, Part X, Line 2	Indiana University Health Paoli, Inc. is a subsidiary in the consolidated financial statements of Indiana University Health, Inc. (formerly known as Clarian Health Partners, Inc.). Indiana University Health, Inc. adopted FIN 48 (NOW ASC 740-10) in 2007. No disclosures were required in 2011 under GAAP as Indiana University Health, Inc. does not have any material tax contingencies that required disclosures in the footnotes.

Schedule D (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE H (Form 990)

Department of the Treasury
Internal Revenue Service

Hospitals

Complete if the organization answered "Yes" to Form 990, Part IV, question 20.
MediumBullet

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

Part I

Charity Care and Certain Other Community Benefits at Cost

Yes

Did the organization have a financial assistance policy during the tax year? If "No," skip to question 6a....

Yes

If "Yes," was it a written policy? .......................

Yes

If the organization had multiple hospital facilities, indicate which of the following best describes application of the financial assistance policy to its various hospital facilities during the tax year.

Applied uniformly to all hospital facilities Applied uniformly to most hospital facilities Generally tailored to individual hospital facilities

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

Did the organization use Federal Poverty Guidelines (FPG) to determine eligibility for providing free care?

If "Yes," indicate which of the following was the FPG family income limit for eligibility for free care:

Yes

100% 150% 200% Other

Did the organization use FPG to determine eligibility for providing discounted care? If "Yes," indicate which of the

following was the family income limit for eligibility for discounted care: ............

Yes

200% 250% 300% 350% 400% Other

If the organization did not use FPG to determine eligibility, describe in Part VI the income based criteria for determining eligibility for free or discounted care. Include in the description whether the organization used an asset test or other threshold, regardless of income, to determine eligibility for free or discounted care.

Did the organization's financial assistance policy that applied to the largest number of its patients during the tax year provide for free or discounted care to the "medically indigent"? ..............

Yes

Did the organization budget amounts for free or discounted care provided under its financial assistance policy during the tax year? ............................

Yes

If "Yes," did the organization's financial assistance expenses exceed the budgeted amount?......

Yes

If "Yes" to line 5b, as a result of budget considerations, was the organization unable to provide free or discountedcare to a patient who was eligibile for free or discounted care?...............

Did the organization prepare a community benefit report during the tax year?...........

Yes

If "Yes," did the organization make it available to the public? ...............

Yes

Complete the following table using the worksheets provided in the Schedule H instructions. Do not submit these worksheets with the Schedule H.

Financial Assistance and Certain Other Community Benefits at Cost

	(b) Persons served (optional)	(c) Total community benefit expense	(d) Direct offsetting revenue	(e) Net community benefit expense	(f) Percent of total expense
a Financial Assistance at cost (from Worksheet 1) ..	2,913	1,349,814	831,258	518,556	2.350 %
b Medicaid (from Worksheet 3, column a) .....	6,549	4,351,851	3,222,148	1,129,703	5.130 %
c Costs of other means-tested government programs (from Worksheet 3, column b) .	715	379,769	216,219	163,550	0.740 %
dTotal Financial Assistance and Means-Tested Government Programs .....	10,177	6,081,434	4,269,625	1,811,809	8.220 %
Other Benefits e Community health improvement services and community benefit operations (from (Worksheet 4) ....	8,711	87,621	0	87,621	0.400 %
f Health professions education (from Worksheet 5) ..	4	1,757	0	1,757	0.010 %
g Subsidized health services (from Worksheet 6) ..	1,694	1,423,755	1,116,795	306,960	1.390 %
h Research (from Worksheet 7)	0	0	0	0	0 %
i Cash and in-kind contributions for community benefit (from Worksheet 8) ....	2,046	131,206	0	131,206	0.600 %
jTotal Other Benefits ...	12,455	1,644,339	1,116,795	527,544	2.400 %
kTotal. Add lines 7d and 7j. ..	22,632	7,725,773	5,386,420	2,339,353	10.620 %

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat. No. 50192T Schedule H (Form 990) 2011

Schedule H (Form 990) 2011

Page

Part II

Community Building Activities Complete this table if the organization conducted any community building activities during the tax year, and describe in Part VI how its community building activities promoted the health of the communities it serves.

		(c) Total community building expense	(e) Net community building expense
1	Physical improvements and housing	31	31
2	Economic development
3	Community support
4	Environmental improvements
5	Leadership development and training for community members
6	Coalition building
7	Community health improvement advocacy
8	Workforce development
9	Other
10	Total	31	31

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

Did the organization report bad debt expense in accordance with Heathcare Financial Management Association Statement No. 15? ..........................

Enter the amount of the organization's bad debt expense........

3,286,054

Enter the estimated amount of the organization's bad debt expense attributable to patients eligible under the organization's financial assistance policy .....

Provide in Part VI the text of the footnote to the organization's financial statements that describes bad debt expense. In addition, describe the costing methodology used in determining the amounts reported on lines 2 and 3, and rationale for including a portion of bad debt amounts as community benefit.

Section B. Medicare

Enter total revenue received from Medicare (including DSH and IME).....

7,044,834

Enter Medicare allowable costs of care relating to payments on line 5.....

6,975,083

Subtract line 6 from line 5. This is the surplus or (shortfall)........

69,751

Describe in Part VI the extent to which any shortfall reported in line 7 should be treated as community benefit.Also describe in Part VI the costing methodology or source used to determine the amount reported on line 6.Check the box that describes the method used:

Cost accounting system Cost to charge ratio Other

Section C. Collection Practices

Did the organization have a written debt collection policy during the tax year? ..........

Yes

If "Yes," did the organization’s collection policy that applied to the largest number of its patients during the tax year contain provisions on the collection practices to be followed for patients who are known to qualify for financial assistance? Describe in Part VI.......................

Yes

Part IV

Management Companies and Joint Ventures

(see instructions)

(a) Name of entity	(b) Description of primary activity of entity	(c) Organization's profit % or stock ownership %	(d) Officers, directors, trustees, or key employees' profit % or stock ownership%	(e) Physicians' profit % or stock ownership %
1
2
3
4
5
6
7
8
9
10
11
12
13

Schedule H (Form 990) 2011

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest) How many hospital facilities did the organization operate during the tax year?1 Name and address		Other (Describe)
1	INDIANA UNIVERSITY HEALTH PAOLI INC 642 WEST HOSPITAL ROAD PO BOX 49 PAOLI,IN47454	X	X	X	X

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

Section B. Facility Policies and Practices.

(Complete a separate Section B for each of the hospital facilities listed in Part V, Section A)

INDIANA UNIVERSITY HEALTH PAOLI INC

Name of Hospital Facility:

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

				Yes	No
Community Health Needs Assessment (Lines 1 through 7 are optional for 2011)
1	During the tax year or any prior tax year, did the hospital facility conduct a community health needs assessment (“Needs Assessment”)? If “No,” skip to question 8. .....................		1
	If “Yes,” indicate what the Needs Assessment describes (check all that apply):
	a	A definition of the community served by the hospital facility
	b	Demographics of the community
	c	Existing health care facilities and resources within the community that are available to respond to the health needs of the community
	d	How data was obtained
	e	The health needs of the community
	f	Primary and chronic disease needs and other health issues of uninsured persons, low-income persons, and minority groups
	g	The process for identifying and prioritizing community health needs and services to meet the community health needs
	h	The process for consulting with persons representing the community’s interests
	i	Information gaps that limit the hospital facility’s ability to assess the community’s health needs
	j	Other (describe in Part VI)
2	Indicate the tax year the hospital facility last conducted a Needs Assessment: 20
3	In conducting its most recent Needs Assessment, did the hospital facility take into account input from persons who represent the community served by the hospital facility? If “Yes,” describe in Part VI how the hospital facility took into account input from persons who represent the community, and identify the persons the hospital facility consulted.		3
4	Was the hospital facility’s Needs Assessment conducted with one or more other hospital facilities? If “Yes,” list the other hospital facilities in Part VI............................		4
5	Did the hospital facility make its Needs Assessment widely available to the public? ...........		5
	If “Yes,” indicate how the Needs Assessment was made widely available (check all that apply):
	a	Hospital facility’s website
	b	Available upon request from the hospital facility
	c	Other (describe in Part VI)
6	If the hospital facility addressed needs identified in its most recently conducted Needs Assessment, indicate how (check all that apply):
	a	Adoption of an implementation strategy to address the health needs of the hospital facility’s community
	b	Execution of the implementation strategy
	c	Participation in the development of a community-wide community benefit plan
	d	Participation in the execution of a community-wide community benefit plan
	e	Inclusion of a community benefit section in operational plans
	f	Adoption of a budget for provision of services that address the needs identified in the Needs Assessment
	g	Prioritization of health needs in the community
	h	Prioritization of services that the hospital facility will undertake to meet health needs in its community
	i	Other (describe in Part VI)
7	Did the hospital facility address all of the needs identified in its most recently conducted Needs Assessment? If “No,” explain in Part VI which needs it has not addressed and the reasons why it has not addressed such needs. ....		7
Financial Assistance Policy
	Did the hospital facility have in place during the tax year a written financial assistance policy that:
8	Explained eligibility criteria for financial assistance, and whether such assistance includes free or discounted care?		8	Yes
9	Used federal poverty guidelines (FPG) to determine eligibility for providing free care?...........		9	Yes
	If "Yes," indicate the FPG family income limit for eligibility for free care: 200.% If "No," explain in Part VI the criteria the hospital facility used.

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

				Yes	No
10	Used FPG to determine eligibility for providing discounted care?.................		10	Yes
	If “Yes,” indicate the FPG family income limit for eligibility for discounted care: 200.% If "No," explain in Part VI the criteria the hospital facility used.
11	Explained the basis for calculating amounts charged to patients?.................		11	Yes
	If “Yes,” indicate the factors used in determining such amounts (check all that apply):
	a	Income level
	b	Asset level
	c	Medical indigency
	d	Insurance status
	e	Uninsured discount
	f	Medicaid/Medicare
	g	State regulation
	h	Other (describe in Part VI)
12	Explained the method for applying for financial assistance?...................		12	Yes
13	Included measures to publicize the policy within the community served by the hospital facility?.......		13	Yes
	If “Yes,” indicate how the hospital facility publicized the policy (check all that apply):
	a	The policy was posted on the hospital facility’s web site
	b	The policy was attached to all billing invoices
	c	The policy was posted in the hospital facility’s emergency rooms or waiting rooms
	d	The policy was posted in the hospital facility’s admissions offices
	e	The policy was provided, in writing, to patients upon admission to the hospital facility
	f	The policy was available upon request
	g	Other (describe in Part VI)
Billing and Collections
14	Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy (FAP) that explained actions the hospital facility may take upon non-payment?.......		14	Yes
15	Check all of the following collection actions against an individual that were permitted under the hospital facility's policies during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP:
	a	Reporting to credit agency
	b	Lawsuits
	c	Liens on residences
	d	Body attachments
	e	Other similar actions (describe in Part VI)
16	Did the hospital facility or an authorized third party perform any of the following actions during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP?..........		16		No
	If “Yes,” check all actions in which the hospital facility or a third party engaged:
	a	Reporting to credit agency
	b	Lawsuits
	c	Liens on residences
	d	Body attachments
	e	Other similar actions (describe in Part VI)
17	Indicate which efforts the hospital facility made before initiating any of the actions checked in line 16 (check all that apply):
	a	Notified patients of the financial assistance policy upon admission
	b	Notified patients of the financial assistance policy prior to discharge
	c	Notified patients of the financial assistance policy in communications with the patients regarding the patients’ bills
	d	Documented its determination of whether patients were eligible for financial assistance under the hospital facility’s financial assistance policy
	e	Other (describe in Part VI)

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

Policy Relating to Emergency Medical Care
				Yes	No
18	Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility’s financial assistance policy?..........		18	Yes
	If “No,” indicate why:
	a	The hospital facility did not provide care for any emergency medical conditions
	b	The hospital facility’s policy was not in writing
	c	The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI)
	d	Other (describe in Part VI)
Individuals Eligible for Financial Assistance
19	Indicate how the hospital facility determined, during the tax year, the maximum amounts that can be charged to FAP-eligible individuals for emergency or other medically necessary care.
	a	The hospital facility used its lowest negotiated commercial insurance rate when calculating the maximum amounts that can be charged
	b	The hospital facility used the average of it's three lowest negotiated commercial insurance rates when calculating the maximum amounts that can be charged
	c	The hospital facility used the Medicare rates when calculating the maximum amounts that can be charged
	d	Other (describe in Part VI)
20	Did the hospital facility charge any of its patients who were eligible for assistance under the hospital facility’s financial assistance policy, and to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care?.........		20		No
	If “Yes,” explain in Part VI.
21	Did the hospital facility charge any of its FAP-eligible patients an amount equal to the gross charge for any services provided to that patient?...............................		21		No
	If “Yes,” explain in Part VI.

Schedule H (Form 990) 2011

Page

Part VFacility Information (continued)

Section C. Other Health Care Facilities That Are Not Licensed, Registered, or Similarly Recognized as a Hospital Facility (list in order of size, from largest to smallest) How many non-hospital health care facilities did the organization operate during the tax year?
Name and address		Type of Facility (describe)
1
2
3
4
5
6
7
8
9
10

Schedule H (Form 990) 2011

Page

Part VI

Supplemental Information

Complete this part to provide the following information.

1	Required descriptions. Provide the descriptions required for Part I, lines 3c, 6a, and 7; Part II; Part III, lines 4, 8, and 9b; and Part V, Section B, lines 1j, 3, 4, 5c, 6i, 7, 9, 10, 11h, 13g, 15e, 16e, 17e, 18d, 19d, 20, and 21.
2	Needs assessment. Describe how the organization assesses the health care needs of the communities it serves, in addition to any needs assessments reported in Part V, Section B.
3	Patient education of eligibility for assistance. Describe how the organization informs and educates patients and persons who may be billed for patient care about their eligibility for assistance under federal, state, or local government programs or under the organization’s financial assistance policy.
4	Community information. Describe the community the organization serves, taking into account the geographic area and demographic constituents it serves.
5	Promotion of community health. Provide any other information important to describing how the organization’s hospital facilities or other health care facilities further its exempt purpose by promoting the health of the community (e.g., open medical staff, community board, use of surplus funds, etc.).
6	Affiliated health care system. If the organization is part of an affiliated health care system, describe the respective roles of the organization and its affiliates in promoting the health of the communities served.
7	State filing of community benefit report. If applicable, identify all states with which the organization, or a related organization, files a community benefit report.

Identifier	ReturnReference	Explanation
PART I, LINE 3C		The Hospital makes partial financial assistance determinations based upon patients' liquid asset and income levels. The hospital calculates a patient's total available funds by adding annual income and liquid assets, and then subtracting 200% of the Federal Poverty Guidelines for the family size. The difference between the billed charges and the total available funds to pay the hospital is adjusted off to financial assistance. All patients qualifying for financial assistance receive a financial assistance discount that is at least as large as the average of the three largest negotiated commercial discount rates.
PART I, LINE 6A		Indiana University Health Paoli Hospital reports its community benefit investments and initiative highlights in two separate reports. First, the Hospital prepares a separate community benefit report that only reflects community benefit activities occurring under its tax identification number. In addition, the Indiana University Health statewide system publishes an annual Community Benefit Report that encompasses the community benefit activities of all of its statewide facilities.
PART I, LINE 7G		N/A - Indiana University Health Paoli Hospital did not include any costs attributable to a physician clinic as subsidized health services.
PART I, LINE 7, COLUMN (F)		When computing the denominator to use in the "Percent of total expense" calculation, Indiana University Health Paoli Hospital removed $3,286,054 of bad debt expense from the total expense reported on Form 990, Part IX, line 25, column (A).
PART I, LINE 7		Indiana University Health Paoli Hospital used the hospital-wide cost-to-charge ratio from Worksheet 2 to calculate the cost of providing services to charity care patients. Department-specific cost-to-charge ratios from the Hospital's Medicare cost report were used to calculate the cost of Medicaid services, Healthy Indiana Plan services, and subsidized health services. Actual direct costs plus an indirect cost factor from the Medicare cost report was used to calculate the cost of community health improvement services, health professions education, and contributions to community groups.
PART II		Indiana University Health Paoli Hospital contributed supplies to the community Day of Service in order to support this volunteer effort and improve its community.
PART III, LINE 4		Below is the footnote to the organization's financial statements that describes how the organization determines the provision for uncollectible patient accounts: Summary of Significant Accounting Policies Accounts Receivable and Allowance for Uncollectible Accounts IU Health Bloomington extends credit to patients, substantially all of whom are residents of the state of Indiana, and do not require collateral or other security for the delivery of health care services. However, assignment of benefit payments payable under patients' health insurance programs and plans (e.g., Medicare, Medicaid, health insurance organizations, and commercial insurance policies) is routinely obtained, consistent with industry practice. The provision for uncollectible patient accounts is based upon management's assessment of historical and expected net collections considering business and economic conditions, trends in healthcare coverage, and other collection indicators. Management routinely assesses the adequacy of the allowance for uncollectible accounts based upon accounts receivable payer composition and aging, and historical write-off experience by payer category as adjusted for collection indicators. In addition, IU Health Bloomington follows established guidelines for placing certain past due patient balances with collection agencies, which are charged against the allowance for uncollectible accounts in accordance with the collection policies of IU Health Bloomington. Methodology used in determining the amount reported on line 2 as bad debt: Indiana University Health Paoli Hospital considers an account as bad debt when it has unsuccessfully exhausted its internal collections efforts. Rationale for including bad debt as community benefit: IU Health Paoli Hospital provides health care services through various programs that are designed, among other matters, to enhance the health of the community and improve the health of low-income patients. In addition, the Hospital provides services intended to benefit the poor and underserved, including those persons who cannot afford health insurance because of inadequate resources and are uninsured or underinsured.
PART III, LINE 8		Department-specific cost-to-charge ratios from the Hospital's Medicare cost report were used to calculate the cost of Medicare services. In accordance with the Schedule H instructions, Indiana University Health Paoli Hospital only included the allowable costs and net Medicare collections that were reported in the Hospital's Medicare cost report. Therefore, this figure excluded substantial Medicare shortfalls that resulted from providing ambulance ($482,437), clinical laboratory ($21,076), and mammography ($833) services. The Hospital believes that its entire Medicare shortfall should be considered a community benefit. In accordance with its mission, the hospital provides necessary healthcare services to all patients regardless of their insurance status or ability to pay. Services are provided to Medicare patients even though the Hospital understands that the resulting reimbursement will not be enough to cover full cost of providing these services. Medicare beneficiaries benefit from the Hospital providing these services at a financial loss, and the Hospital feels that this benefit should be included in reports provided to the community.
PART III, LINE 9B		Accounts that are approved for financial assistance are immediately written-off and all collection efforts are ceased.
PART V, SEC B, LINE 10		The Hospital makes partial financial assistance determinations based upon patients' liquid asset and income levels. The Hospital calculates a patient's total available funds by adding annual income and liquid assets, and then subtracting 200% of the Federal Poverty Guidelines for the family size. The difference between the billed charges and the total available funds to pay the hospital is adjusted off to financial assistance. All patients qualifying for financial assistance receive a financial assistance discount that is at least as large as the average of the three largest negotiated commercial discount rates.
PART V, SEC B, LINE 13G		The Hospital included a summary of the financial assistance application process on all bills sent to patients. This process summary was also posted in Hospital registration areas. These notifications contained the telephone numbers of individuals to contact to learn more about the financial assistance process and to obtain a copy of the financial assistance application.
PART VI, LINE 2 - NEEDS ASSESSMENT		IU Health Paoli Hospital assesses the needs of the communities it serves in a variety of ways. In collaboration with Indiana University, the hospital conducted a needs assessment in 2007. The hospital acted on the findings of this needs assessment and increased its support of the Jubilee Clinic, a local primary care clinic for low income individuals. In 2009, an informal needs assessment was conducted as part of a community wellness program (WOW Program). Participants in the program completed surveys regarding local health issues. The hospital also meets regularly with local primary care physicians to discuss the provision of health care in the county and if the physicians are seeing any new issues or a change in health care needs of the community. The hospital determines when to recruit additional physicians to the county or if new services are needed at the facility.
PART VI, LINE 3 - PATIENT EDUCATION OF ELIGIBILITY FOR ASSISTANCE		The facility sponsors and attends local events promoting federal, state, local government and the hospital's charity care policy. Local events include county fair, Teddy Bear Picnic, Christmas Fair and special requested events. The hospital also promotes the Healthy Indiana Plan (HIP) and the Indiana Medicaid program at local events. The facility's staff assists individuals with the application process as needed. During the billing process patients are notified of the assistance programs for which they qualify. Charity care screening begins at the time of registration followed up by written communication and phone calls. Hospital staff also assists patients with applications for food stamps, heating, electrical, and pharmacy assistance programs.
PART VI, LINE 4 - COMMUNITY INFORMATION		IU Health Paoli Hospital primarily serves the residents of Orange County, Indiana. Orange County, with a population of 19,840 people (based on the 2010 census), is classified as a medically underserved area due to the limited number of physicians practicing in the county. The facility also serves the surrounding counties of Washington and Crawford Indiana. Population estimates for 2010: Orange County - 19,840 Crawford County - 10,713 Washington County - 28,262 Percentage Population under age 5: Orange County - 5.8% Crawford County - 5.7% Washington County - 5.8% Percentage Population 65 or older: Orange County - 16.0% Crawford County - 15.3% Washington County - 13.7% Per Capita Income 2010: Orange County - $19,119 Crawford County - $18,598 Washington County - $19,278 Percentage of Population below poverty level 2010: Orange County - 20.2% Crawford County - 18.7% Washington County - 16.9% Unemployment rate 2011: Orange County - 10.0% Crawford County - 10.4% Washington County - 9.4%
PART VI, LINE 5 - PROMOTION OF COMMUNITY HEALTH		The Community Outreach provides a broad range of early detection, prevention, and education programs at no or low cost throughout the hospital service area. The services include health screens for heart disease, mammogram promotion and education, tobacco cessation classes, worksite programs for CPR, First aid and ARD certifications, disease prevention certifications, diabetic support group, school programs including hospital tours, health care education and employment opportunities, poison prevention, hand-washing education, pedestrian safety and child safety. The facility also offers a Visiting Specialist Clinic to the area offering residents local access to cardiac, ear nose and throat, and orthopedic care.
PART VI, LINE 6 - AFFILIATED HEALTH CARE SYSTEM ROLES		Indiana University Health Paoli, Inc. is an affiliate of Indiana University Health Bloomington, Inc. and Indiana University Health, Inc. IU Health Paoli Hospital operates as a 25 bed critical access hospital providing inpatient, outpatient, surgical and outpatient clinical services to the residents of Orange County, Indiana and the surrounding area. IU Health Bloomington Hospital is a regional hospital offering a full range of inpatient, outpatient and surgical services to the residents of southern Indiana. Indiana University Health, Inc. provides statewide health care services to the residents of Indiana.
STATE FILING OF COMMUNITY BENEFIT REPORT		Indiana University Health Paoli, Inc. files a state community benefit report with the Indiana State Department of Health.

Schedule H (Form 990) 2011

Additional Data

Software ID:
Software Version:

- 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

2011

Open to Public Inspection

Name of the organization

INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

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 or provision 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? ....

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. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

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? ...............

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

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 Regulations 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) 2011

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

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

Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and column (E) for that individual.

(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 as deferred in prior Form 990
(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)	(F) Compensation reported as deferred in prior Form 990
(1) Mark E Moore	(i) (ii)	0 452,024	0 78,680	0 23,283	0 154,862	0 12,409	0 721,258	0 0
(2) David L Beachy DO	(i) (ii)	211,038 0	0 0	516 0	8,813 0	23,381 0	243,748 0	0 0
(3) Larry R Bailey	(i) (ii)	0 208,433	0 43,614	0 9,626	0 34,256	0 18,183	0 314,112	0 0
(4) Marlene F Greenberg MD	(i) (ii)	305,660 0	0 0	516 0	0 0	16,477 0	322,653 0	0 0
(5) Lawrence Chapman CRNA	(i) (ii)	132,252 0	116,688 0	792 0	9,800 0	16,478 0	276,010 0	0 0
(6) Luong Khuong MD	(i) (ii)	156,890 0	0 0	1,524 0	6,558 0	23,382 0	188,354 0	0 0

Schedule J (Form 990) 2011

Page 3

Part III

Supplemental Information

Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4c, 5a, 5b, 6a, 6b, 7, and 8. Also complete this part for any additional information.

Identifier	Return Reference	Explanation
CEO COMPENSATION AGREEMENT WITH RELATED ENTITY	SCHEDULE J, PART III	LARRY R. BAILEY IS AN EMPLOYEE OF IU HEALTH BLOOMINGTON AND SPENDS 80% OF HIS TIME AT IU HEALTH PAOLI AND 20% AT IU HEALTH BLOOMINGTON. IU HEALTH PAOLI REIMBURSES IU HEALTH BLOOMINGTON FOR 80% OF HIS COMPENSATION. IU HEALTH PAOLI REPORTS THE COMPENSATION IN THE FUNCTIONAL EXPENSE SECTION OF THE 990 RETURN AS MANAGEMENT FEES.
METHODS USED TO ESTABLISH COMPENSATION OF CEO	SCHEDULE J, PART I, LINE 3	THE ORGANIZATION RELIED ON A RELATED ORGANIZATION THAT USED ONE OR MORE OF THE METHODS DESCRIBED TO ESTABLISH THE COMPENSATION OF THE TOP MANAGEMENT OFFICAL'S COMPENSATION.
SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN	SCHEDULE J, PART I, LINE 4B	AS PART OF THE EXECUTIVE COMPENSATION PLAN RECOMMENDED BY IU HEALTH BLOOMINGTON THROUGH A PROFESSIONAL COMPENSATION CONSULTING FIRM, IU HEALTH BLOOMINGTON OFFERS ELIGIBLE SENIOR EXECUTIVES THE OPPORTUNITY TO PARTICIPATE IN A NON-QUALIFIED 457(F) DEERRED COMPENSATION PLAN. FOLLOWING ARE THE PARTICIPANTS IN THE PLAN AND THE AMOUNTS CONTRIBUTED BY THE EMPLOYER FOR 2011. MARK E. MOORE, DIRECTOR: $115,708 LARRY R. BAILEY, CEO: $ 21,416

Schedule J (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part IV, line 24a. Provide descriptions,
explanations, and any additional information in Part VI.
SchKMediumBullet

Attach to Form 990. SchKMediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public
Inspection

Name of the organization
INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number
35-2090919

Part I

Bond Issues

(a) Issuer Name		(b) Issuer EIN	(c) CUSIP #	(d) Date Issued	(e) Issue Price	(f) Description of Purpose	(g) Defeased		(h) On Behalf of Issuer		(i) Pool financing
(a) Issuer Name		(b) Issuer EIN	(c) CUSIP #	(d) Date Issued	(e) Issue Price	(f) Description of Purpose	Yes	No	Yes	No	Yes	No
A	INDIANA FINANCE AUTHORITY	35-6001085		11-05-2008	4,050,000	Facility Bldg & Equip (see Part VI		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . .	875,680
2 Amount of bonds legally defeased . . . . . . . . . .	0
3 Total proceeds of issue . . . . . . . . . . . . .	4,050,000
4 Gross proceeds in reserve funds . . . . . . . .	0
5 Capitalized interest from proceeds . . . . . . . . . .	0
6 Proceeds in refunding escrows . . . . . . . . . . .	0
7 Issuance costs from proceeds . . . . . . . . . . .	0
8 Credit enhancement from proceeds . . . . . . . . . .	0
9 Working capital expenditures from proceeds . . . . . . .	0
10 Capital expenditures from proceeds . . . . . . . . . .	4,050,000
11 Other spent proceeds . . . . . . . . . . .	0
12 Other unspent proceeds . . . . . . . . . . .	0
13 Year of substantial completion . . . . . . . . . . .	2009
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . .		X
15 Were the bonds issued as part of an advance refunding issue? . . . .		X
16 Has the final allocation of proceeds been made? . . . . . .	X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . .	X

Part III

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? . . . . . . .		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . .		X

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

Cat. No. 50193E

Schedule K (Form 990) 2011

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . .		X
b If ‘Yes’ to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property? . . . . .
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . .		X
d If ‘Yes’ to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property? .
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	0%		%		%		%
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .	%		%		%		%
6 Total of lines 4 and 5 . . .. . . . . . . . .	%		%		%		%
7 Does the bond issue meet the private security or payment test? . . .	X
8 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2?	X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has a Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate, been filed with respect to the bond issue? . . .		X
2 Is the bond issue a variable rate issue?	X
3a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X
b Name of provider . . . . . . . .	0
c Term of hedge . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was a hedge terminated? . . . . .
4a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . .		X
b Name of provider . . . . . .	0
c Term of GIC . . . . . . .
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . . .
5 Were any gross proceeds invested beyond an available temporary period? . . . . . .		X
6 Did the bond issue qualify for an exception to rebate? .		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .		X

Schedule K (Form 990) 2011

Page 3

Part V

Procedures To Undertake Corrective Action

Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations? . . . . . . . . . . . . . . YesNo

Part VI

Supplemental Information

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

Identifier	Return Reference	Explanation
PURPOSE OF BOND ISSUE	0	SEE SCHEDULE 0.

Schedule K (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

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

Attach to Form 990 or 990-EZ.

OMB No. 1545-0047

2011

Open to Public
Inspection

Name of the organization

INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

Identifier	Return Reference	Explanation
PROGRAM SERVICE ACCOMPLISHMENTS	FORM 990, PART III, LINES 4A-4C	INDIANA UNIVERSITY HEALTH PAOLI INC. (IU PAOLI) OPERATES A 25 BED CRITICAL ACCESS HOSPITAL SERVING ORANGE COUNTY AND SURROUNDING COUNTIES IN SOUTHERN INDIANA. ORANGE COUNTY INDIANA IS AN UNDERSERVED AREA DUE TO A SCARCITY OF PHYSICIANS PRACTICING IN THE REGION. IU PAOLI WORKS CLOSELY WITH LOCAL PHYSICIANS IN RECRUITING AND PROVIDES ASSISTANCE TO ASSURE THAT LOCAL RESIDENTS HAVE ACCESS TO PRIMARY HEALTHCARE. IU PAOLI ALSO PARTNERS WITH THE JUBILEE CLINIC, A PRIMARY CARE CLINIC FOR LOW INCOME INDIVIDUALS. THE HOSPITAL PROVIDES A FULL RANGE OF HEALTHCARE TO THE COMMUNITY INCLUDING EMERGENCY, OBSTETICS, INPATIENT ACCUTE CARE, OUTPATIENT, SURGICAL SERVICES AND CARIDIAC OUTPATIENT REHABILITATION. THE HOSPITL ALSO OPERATES A VISITING SPECIALIST CLINIC PROVIDING LOCAL RESIDENTS ACCESS TO OUTPATIENT SERVICES SUCH AS: 1. CARDIAC CARE. 2. EAR, NOSE AND THROAT. 3. ORTHOPEDICS. A LIST OF PARTICIPATING PHYSICIANS IS AVAILABLE ON WEBSITE AT IUHEALTHPAOLI.ORG. IU PAOLI PROVIDES SUBSIDIZED EMERGENCY MEDICAL SERVICES TO THE RESIDENTS OF ORANGE COUNTY. THE HOSPITAL MAINTAINS EMS QUARTERS IN THE TOWNS OF FRENCH LICK AND ORLEANS IN ADDITION TO THE PAOLI LOCATION. THE REMOTE LOCATIONS PROVIDE FASTER RESPONSE TIME IN MEDICAL EMERGENCIES. IU PAOLI ALSO PROVIDES QUARTERS AND LANDING FIELD FOR AIR EVAC, A HELICOPTER EMS SERVICE SUPPORTING SOUTHERN INDIANA.
OTHER PROGRAM SERVICES-COMMUNITY OUTREACH PROGRAM	FORM 990, PART III, LINE 4D	THE COMMUNITY OUTREACH PROGRAM PROVIDES A BROAD RANGE OF EARLY DETECTION, PREVENTION, AND EDUCATIONAL PROGRAMS AND SERVICES AT NO OR LOW COST THROUGHOUT THE HOSPITAL'S SERVICE AREA. SOME OF THE PROGRAMS AND SERVICES INCLUDE: 1. COMPREHENSIVE HEALTH CARE SCREENINGS FOR HEART DISEASE, DIABETES AND CANCER. 2. MAMMOGRAM PROMOTION THROUGH EDUCATIONAL MATERIALS, PARTICIPATION IN TELL-A-FRIEND AND RELAY FOR LIFE. 3. DIABETIC SUPPORT GROUPS THAT PROVIDED EDUCATION AND INFORMATION TO FAMILIES AND FRIENDS. 4. ASSISTANCE WITH COMMUNITY SUPPORT GROUPS SUCH AS CHILD ABUSE PREVENTION, MS SUPPORT AND BREASTFEEDING AND CANCER PATIENT SUPPORT. 5. ADULT, CHILD AND INFANT CPR, FIRST AID, PREVENTIVE DISEASE TRANSMISSION AND AED CERTIFICATIONS. 6. SENIOR HEALTH INSURANCE COUNSELING. 7. PERMANENT CAR SEAT FITTING STATION. 8. SAFE SITTERS EDUCATION CLASSES. 9. SENIOR HEALTH AND SAFETY FAIR. 10. TEDDY BEAR HEALTH AND SAFETY PICNIC. 11. COMMUNITY FLU SHOT CLINICS. 12. HAND WASHING EDUCATION PROGRAMS. 13. TOBACCO CESSATION CLASSES. 14. POISON PREVENTION PROGRAMS. 15. HEALTHCARE CAREERS EDUCATION WITH THE LOCAL SCHOOLS. 16. HEALTHY HABITS CHILDHOOD OBESITY PREVENTION PROGRAMS. 17. EMPLOYEE COMMUNITY VOLUNTEER PROGRAMS.
DESCRIPTION OF CLASSES OF MEMBERS OR STOCKHOLDERS	FORM 990, PART VI, LINE 6	IU HEALTH PAOLI IS COMPRISED OF ONE MEMBER, IU HEALTH BLOOMINGTON.
DESCRIPTION OF CLASSES OF MEMBERS OR STOCKHOLDERS	FORM 990, PART VI, LINE 7A	IU HEALTH BLOOMINGTON HAS THE POWER TO APPROVE THE ELECTION OF OFFICERS, APPOINT AND REMOVE THE CEO, AND APPOINT AND REMOVE THE TREASURER. IU HEALTH BLOOMINGTON HAS THE POWER TO APPOINT 5 MEMBERS OF THE BOARD OF DIRECTORS FOR IU HEALTH PAOLI. ONE BOARD MEMBER SHALL BE APPOINTED FROM THE ACTIVE MEDICAL STAFF AND THE REMAINING FOUR APPOINTMENTS SHALL BE ORANGE COUNTY RESIDENTS.
DESCRIBE CLASSES OF PERSONS, DECISIONS REQ. APPR. & TYPE OF VOTING RIGHTS	Form 990, Part VI, Line 7B	IU HEALTH BLOOMINGTON, A SOLE MEMBER OF IU HEALTH PAOLI, RETAINS THE POWER TO APPROVE ANY STRATEGIC PLANNING, THE ANNUAL CAPITAL AND OPERATING BUDGETS, ANY INCURRENCE OF DEBT AND ANY CORPORATION ACTION INVOLVING THE SALE OR TRANSFER OF ASSETS IN EXCESS OF $100,000.00. IU HEALTH BLOOMINGTON HAS THE POWER TO APPROVE ANY AFFILIATIONS (JOINT VENTURES, PARTNERSHIPS OR CONSOLIDATIONS), MANAGED CARE CONTRACTS AND ANY ACTION TO TERMINATE ACUTE CARE SERVICES OR CLOSE THE HOSPITAL OPERATED BY IU HEALTH PAOLI. IU HEALTH BLOOMINGTON HAS THE POWER TO AMEND THE ARTICLES OF INCORPORATION OR BY-LAWS OF IU HEALTH PAOLI.
DESCRIBE THE PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW 990	FORM 990, PART VI, LINE 11B	AN ELECTRONIC COPY OF THIS FORM 990, AS FILED WITH THE IRS, IS AVAILABLE TO ALL BOARD MEMBERS AND OFFICERS THROUGH A SECURE WEBSITE FOR THEIR REVIEW PRIOR TO ITS FILING.
DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST	FORM 990, PART VI, LINE 12C	COVERED MEMBERS UNDER THE CONFLICTS OF INTEREST POLICY ARE REQUIRED TO COMPLETE A CONFLICTS OF INTEREST QUESTIONNAIRE UPON APPOINTMENT, WHENEVER A CONFLICT OF INTEREST PRESENTS ITSELF OR AT LEAST ANNUALLY WITHIN 30 DAYS. COVERED MEMBERS INCLUDE THE BOARD OF DIRECTORS, OFFICERS, MANAGERS, PHARMACY, MATERIALS MANAGEMENT AND MEMBERS OF THE IU HEALTH PAOLI HOSPITAL FOUNDATION BOARD. BOARD MEMBERS FURNISH QUESTIONNAIRES OR REPORT CONFLICTS OF INTEREST TO THEIR RESPECTIVE CHAIR-PERSON. OTHER COVERED MEMBERS FURNISH QUESTIONNAIRES OR REPORT CONFLICTS OF INTEREST TO THE COMPLIANCE OFFICER. A CONFLICT OF INTEREST IS ANY INSTANCE WHERE THE ACTIONS OR ACTIVITIES OF A COVERED MEMBER ON BEHALF OF IU HEALTH PAOLI (IU PAOLI) ALSO INVOLVE THE OBTAINING OF AN IMPROPER ADVANTAGE FOR THE COVERED MEMBER OR THEIR IMMEDIATE FAMILIES OR AN ADVERSE EFFECT ON IU PAOLI'S INTERESTS. ALTHOUGH IT IS IMPOSSIBLE TO LIST EVERY CIRCUMSTANCE THAT A CONFLICT OF INTEREST MAY ARISE, SOME OF THE ACTIVITIES THAT MIGHT RESULT IN A CONFLICT OF INTEREST THAT SHOULD BE FULLY REPORTED ARE LISTED BELOW: 1. OUTSIDE OWNERSHIP/INVESTMENT A. OWNERSHIP OF INVESTMENT INTERESTS IN ANY ENTITY OR INDIVIDUAL WITH WHICH IU PAOLI HAS A TRANSACTION OR ARRANGEMENT OR WITH WHICH IU PAOLI IS NEGOTIATING TO HAVE A TRANSACTION OR ARRANGEMENT. THIS INCLUDES THE PURCHASE OF GOODS OR SERVICES, OR BUYING OR SELLING STOCKS OR OTHER SECURITIES. B. A COMPENSATION ARRANGEMENT WITH IU PAOLI OR WITH ANY ENTITY OR INDIVIDUAL WITH WHICH IU PAOLI HAS A TRANSACTION OR ARRANGEMENT OR ANY ENTITY OR INDIVIDUAL WITH WHICH IU PAOLI IS NEGOTIATING TO HAVE A TRANSACTION OR ARRANGEMENT. C. TO PARTICIPATE IN AN INTEREST WHERE A COVERED MEMBER IS REASONABLY LIKELY TO GAIN A SIGNIFICANT FINANCIAL OR OTHER PERSONAL BENEFIT DIRECTLY OR INDIRECTLY, IF THE ARRANGEMENT OR TRANSACTION IS APPROVED. D. TO COMPETE DIRECTLY OR INDIRECTLY WITH IU PAOLI IN THE PURCHASE OR SALE OF PROPERTY OR PROPERTY RIGHTS, INTERESTS OR SERVICES. 2. OUTSIDE ACTIVITIES A. TO RENDER DIRECTIVE, MANAGERIAL, OR CONSULTATIVE SERVICES TO ANY OUTSIDE INTEREST THAT DOES BUSINESS WITH OR COMPETES WITH THE SERVICES OF IU PAOLI. 3. EXTERNAL EMPLOYMENT A. TO ENGAGE IN OUTSIDE EMPLOYMENT WITH OUTSIDE ENTITIES THAT DO BUSINESS WITH IU PAOLI, POTENTIALLY DO BUSINESS WITH IU PAOLI, OR COMPETE WITH IU PAOLI. 4. ACCEPTANCE OF GIFTS, GRATUITIES AND ENTERTAINMENT A. TO ACCEPT OR SOLICIT GIFTS, CASH, ENTERTAINMENT OR FAVORS FROM PATIENTS, PHYSICIANS, VENDORS OR ANY OTHER OUTSIDE INTEREST THAT DOES BUSINESS WITH IU PAOLI, IS SEEKING TO DO BUSINESS WITH IU PAOLI, OR IS A COMPETITOR OF IU PAOLI UNDER CIRCUMSTANCES FROM WHICH IT MIGHT BE INFERRED THAT SUCH ACTION WAS INTENDED TO INFLUENCE OR POSSIBLY WOULD INFLUENCE THE COVERED MEMBER IN THE PERFORMANCE OF HIS/HER DUTIES. 5. INSIDE INFORMATION A. TO DISCLOSE OR USE IU PAOLI INFORMATION FOR PERSONAL PROFIT OR ADVANTAGE OF THE COVERED MEMBER. 6. REFERRAL OF SERVICES A. MAKING OR ACCEPTING REFERRALS TO OR FROM OUTSIDE PROVIDERS OR VENDORS THAT MAY RESULT IN PERSONAL GAIN TO THE COVERED MEMBER. CONFLICT OF INTEREST INVESTIGATION: ONCE A CONFLICT OF INTEREST IS REPORTED, SPECIFIC PARTIES ARE RESPONSIBLE FOR INVESTIGATING THE INFORMATION AND DETERMINING IF THE ARRANGEMENT IS IN CONFLICT WITH ANY LEGAL OR REGULATORY CONSTRAINTS OR IF IT IS IN THE BEST INTERESTS OF IU PAOLI. 1. IU PAOLI LEADERSHIP - REPORTS ARE INVESTIGATED BY THE HUMAN RESOURCES DIRECTOR, OPERATIONS DIRECTOR RESPONSIBLE FOR THE ASSOCIATE'S DEPARTMENT AND THE COMPLIANCE OFFICER. 2. IU PAOLI BOARD, BOARD COMMITTEE OR IU HEALTH PAOLI HOSPITAL FOUNDATION, INC. BOARD- THE RESPECTIVE BOARD WILL INVESTIGATE THE REPORT. THE INTERESTED COVERED MEMBER IS REQUIRED TO ANSWER ANY PERTINENT QUESTIONS PRESENTED TO HIM/HER. THE COVERED MEMBER SHALL BE REQUIRED TO LEAVE THE MEETING WHILE THE ISSUE OF WHETHER A CONFLICT OF INTEREST EXISTS IS DISCUSSED. IN THE CASE OF A BOARD MEMBER WHERE A CONFLICT EXISTS, THE COVERED MEMBER WILL ABSTAIN FROM ANY DISCUSSION, PARTICIPATION, OR APPROVAL BY THE BOARD RELATED TO THE CONFLICT. IF IT IS DETERMINED THAT A CONFLICT OF INTEREST EXISTS, STEPS WILL BE TAKEN TO MINIMIZE THE IMPACT TO IU PAOLI UP TO AND INCLUDING AN IMMEDIATE DISCONTINUATION OF THE ARRANGEMENT OR TERMINATION OF THE COVERED MEMBERS' AFFILIATION WITH IU PAOLI. FAILURE TO DISCLOSE A KNOWN CONFLICT OF INTEREST OR COMPLIANCE TO ARRANGEMENTS OF A PREVIOUSLY DISCLOSED CONFLICT SHALL RESULT IN APPROPRIATE PERFORMANCE COUNSELING UP TO TERMINATION. A COPY OF ALL INVESTIGATED DISCLOSURES SHALL BE FORWARDED TO THE COMPLIANCE OFFICER. THE IU PAOLI COMPLIANCE OFFICER WILL REPORT TO THE IU PAOLI ADMINISTRATIVE TEAM AND THE IU PAOLI BOARD THE STATUS AND IMPLEMENTATION OF THE CONFLICT OF INTEREST POLICY.
CEO COMPENSATION DETERMINATION	FORM 990, PART VI, LINE 15A	IU HEALTH PAOLI RELIES ON A RELATED ORGANIZATION, IU HEALTH BLOOMINGTON, FOR THE DETERMINATION OF CEO COMPENSATION. THE COMPENSATION COMMITTEE OF IU HEALTH BLOOMINGTON MEETING MINUTES RECORDS ALL COMMITTEE DECISIONS RELATED TO CEO COMPENSATION. THE COMMITTEE ALSO KEEPS COPIES OF THE INDEPENDENT COMPENSATION CONSULTANT REPORTS TO AIDE IN THEIR DECISION-MAKING PROCESS. THE CEO COMPENSATION REVIEW WAS COMPLETED IN 2011.
COMPENSATION DETERMINATION FOR OTHER OFFICERS AND KEY EMPLOYEES	FORM 990, PART VI, LINE 15B	THE IU HEALTH PAOLI HR DIRECTOR AND THE CEO UTILIZE DATA FROM THE INDIANA HOSPITAL ASSOCIATION (IHA) ANNUAL COMPENSATION SURVEY AS WELL AS INFORMATION REGARDING THE DIFFICULTY OF FILLING THE JOBS IN OUR LABOR MARKET TO UPDATE THE HOSPITAL'S ENTIRE WAGE. AT THAT TIME, EACH OF THE ADMINISTRATIVE LEADER'S SALARIES ARE REVIEWED FOR MARKET APPROPRIATENESS IN RELATION TO IHA DATABASE WITH RANGE PENETRATION BEING DETERMINED BY LENGTH OF SERVICE AND EXPERIENCE IN THE FIELD. THE HR DIRECTOR AND CEO COMPLETED THE REVIEW IN 2011.
PUBLIC ACCESS TO INFORMATION	FORM 990, PART VI, LINE 19	GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENT MAY BE OBTAINED IN WRITING FROM: SUE A. BROCK, CFO, IU HEALTH PAOLI, INC., P.O. BOX 499, PAOLI, IN 47454.
HOURS DEVOTED TO RELATED ORGANIZATIONS	FORM 990, PART VII, SECTION A, LINE 1A, COLUMN (B)	AVERAGE HOURS WORKED PER WEEK BY DIRECTORS, OFFICERS, AND HIGHEST COMPENSATED INDIVIDUALS FOR RELATED ORGANIZATIONS: MARK E. MOORE, DIRECTOR, 50 HOURS LARRY R. BAILEY CEO, 10 HOURS
OTHER CHANGES IN NET ASSETS OR FUND BALANCES	FORM 990, PART XI, LINE 5	NET UNREALIZED GAINS/LOSS ON INVESTMENTS ($168,638) REIMBURSEMENT IU HEALTH BLOOMINGTON RELATED TO FRENCH LICK IN SOUTH INDIANA PHYSICIAN'S PRACTICE ($117,834)
SCHEDULE K OTHER SUPPLEMENTAL INFORMATION	FORM 990, SCHEDULE K, PART VI	IU Health Paoli Hospital released a tax exempt bond issue in November of 2008 for facility and equipment improvements as follows: Renovation of the registration, CT scanner suite, emergency room, cafeteria and new addition to house human resources, plant operations and medical records. The bond issue also included the purchase of a new CT Scanner and emergency room equipment. The project was completed in December 2009.
FORM 5471 DISCLOSURE		Indiana University Health Paoli, Inc. (FEIN: 35-2090919) constructively owned a controlled foreign corporation in 2011 through its affiliate, Indiana University Health (FEIN: 35-1955875). Pursuant to IRC Section 6038, the 2011 controlled foreign corporation filing requirement of Indiana University Health Paoli, Inc. was fulfilled on the 2011 Form 5471 filed on its behalf by: Indiana University Health FEIN: 35-1955872 950 N. Meridian Street, Suite 800 Indianapolis, IN 46204 The 2011 Form 5471 for Indiana University Health was filed at the following IRS processing center: Ogden, UT 84201-0012

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" 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

2011

Open to Public Inspection

Name of the organization

INDIANA UNIVERSITY HEALTH PAOLI INC

Employer identification number

35-2090919

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) BALL MEMORIAL HOSPITAL AUXILIARY INC 950 N MERIDIAN ST STE800 INDIANAPOLIS,IN46204 35-6025400	HEALTHCARE	IN	501(C)(3)	11 III-F1	IUHBMH	Yes
(2) CLARIAN TRANSPLANT INSTITUTE INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 13-4350599	HEALTHCARE	IN	501(C)(3)	9	IUH	Yes
(3) GOSHEN HEALTH SYSTEM INC 200 HIGH PARK AVE GOSHEN,IN46527 35-1974765	HEALTHCARE	IN	501(C)(3)	11 I	IUH	Yes
(4) GOSHEN HOSPITAL ASSOCIATION 200 HIGH PARK AVE GOSHEN,IN46527 35-6001540	HEALTHCARE	IN	501(C)(3)	3	GHS	Yes
(5) HEALTHLINC INC 714 S ROGERS ST BLOOMINGTON,IN47402 26-3571507	HEALTHCARE	IN	501(C)(3)	9	IUHB	Yes
(6) INDIANA RADIOLOGY PARTNERS INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 20-1017034	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(7) INDIANA UNIVERSITY HEALTH INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1955872	HEALTHCARE	IN	501(C)(3)	3	NA		No
(8) IU HEALTH ARNETT FOUNDATION INC 2600 GREENBUSH ST LAFAYETTE,IN47904 35-6079797	FUNDRAISING	IN	501(C)(3)	11 I	IUHA	Yes
(9) IU HEALTH ARNETT INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 26-3162145	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(10) IU HEALTH BALL MEMORIAL HOSPITAL INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-0867958	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(11) IU HEALTH BALL MEMORIAL PHYSICIANS INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1925641	HEALTHCARE	IN	501(C)(3)	9	IUHBMH	Yes
(12) IU HEALTH BEDFORD INC 2900 WEST 16TH STRET BEDFORD,IN47421 23-7042323	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(13) IU HEALTH BLACKFORD HOSPITAL INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 01-0646166	HEALTHCARE	IN	501(C)(3)	3	IUHBMH	Yes
(14) IU HEALTH BLOOMINGTON INC PO BOX 1149 BLOOMINGTON,IN47403 35-1720796	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(15) IU HEALTH BMH FOUNDATION INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 31-1111784	FUNDRAISING	IN	501(C)(3)	11 I	IUHBMH	Yes
(16) IU HEALTHCARE ASSOCIATES INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1747218	HEALTHCARE	IN	501(C)(3)	9	IUH	Yes
(17) IU HEALTH LAPORTE HOSPITAL INC PO BOX 250 LAPORTE,IN46352 35-1125434	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(18) IU HEALTH LAPORTE PHYSICIANS INC PO BOX 250 LAPORTE,IN46352 31-1070868	HEALTHCARE	IN	501(C)(3)	3	IUHLH	Yes
(19) IU MORGAN HOSPITAL INC 2209 JOHN R WOODEN DR MARTINSVILLE,IN46151 27-3533027	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(20) IU HEALTH NORTH HOSPITAL INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1932442	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(21) IU HEALTH PAOLI HOSP FOUNDATION INC PO BOX 499 PAOLI,IN47454 31-0992486	FUNDRAISING	IN	501(C)(3)	11 III-0	IUHP	Yes
(22) IU HEALTH TIPTON HOSPITAL INC 1000 S MAIN ST TIPTON,IN46072 26-2772226	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(23) IU HEALTH WEST HOSPITAL INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1814660	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(24) IU HEALTH WHITE MEMORIAL HOSPITAL INC 720 S SIXTH ST MONTICELLO,IN47960 27-3532963	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(25) IU MEDICAL GROUP FOUNDATION INC 340 W 10TH ST NO FS5100 INDIANAPOLIS,IN46202 20-1093251	FUNDRAISING	IN	501(C)(3)	11 II	NA		No
(26) METHODIST HEALTH FOUNDATION INC 1800 N CAPITOL AVE INDIANAPOLIS,IN46202 35-6043086	FUNDRAISING	IN	501(C)(3)	11 I	IUH	Yes
(27) METHODIST HEALTH GROUP INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-0876390	HEALTHCARE	IN	501(C)(3)	11 III-FI	NA		No
(28) METHODIST MEDICAL GROUP INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1945384	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(29) METHODIST OCCUP HEALTH CENTERS INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1844176	HEALTHCARE	IN	501(C)(3)	3	IUH	Yes
(30) METHODIST RESEARCH INSTITUTE INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-2023710	HEALTHCARE	IN	501(C)(3)	11 I	IUH	Yes
(31) MH HEALTHCARE INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 25-1766531	HEALTHCARE	IN	501(C)(3)	3	MMG	Yes
(32) MORGAN CO MEM HOSP FOUNDATION INC 2209 JOHN R WOODEN DR MARTINSVILLE,IN46151 35-2035162	FUNDRAISING	IN	501(C)(3)	11 II	IUHMH	Yes
(33) MORGAN CO MEM HOSP GUILD INC 2209 JOHN R WOODEN DR MARTINSVILLE,IN46151 31-0886844	FUNDRAISING	IN	501(C)(3)	11 III-F1	IUHMH	Yes
(34) MORGAN HEALTH SERVICES INC 1949 HOSPITAL DR MARTINSVILLE,IN46151 35-1968564	HEALTHCARE	IN	501(C)(3)	3	IUHMH	Yes
(35) UNIVERSITY FAMILY PHYSICIANS INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 23-7427350	HEALTHCARE	IN	501(C)(3)	9	IUHCA	Yes
(36) WHITE CO MEM HOSP FOUNDATION INC PO BOX 952 MONTICELLO,IN47960 35-1671806	FUNDRAISING	IN	501(C)(3)	11 III-0	IUHWMH	Yes
(37) BLOOMINGTON HOSPITAL FOUNDATION 405 N ROGERS ST BLOOMINGTON,IN47404 35-1720795	FUNDRAISING	IN	501(C)(3)	11c	IUHB	Yes
(38) BLOOMINGTON HOSPITAL AUXILLARY INC PO BOX 1149 BLOOMINGTON,IN47402 35-6041676	VOLUNTEERS	IN	501(C)(4)		IUHB	Yes
(39) LOCAL COUNCIL OF WOMEN OF BLOOMINGTON PO BOX 1149 BLOOMINGTON,IN47402 35-0992711	NON-PROFIT	IN	501(C)(3)	7	NA	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2011

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?		(k) Percentage ownership
(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) BALL OUTPATIENT SURGERY CENTER LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 27-0275794	HEALTHCARE	IN	BOSCH	N/A	0	0		No	0		No
(2) BELTWAY SURGERY CENTERS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 35-2072586	HEALTHCARE	IN	IUHSC	N/A	0	0		No	0		No
(3) BLOOMINGTON ENDOSCOPY CENTERS LLC PO BOX 1149 BLOOMINGTON,IN47402 35-2117943	HEALTHCARE	IN	IUHB	N/A	0	0		No	0		No
(4) BMH OUTPATIENT SURGERY SERVICES LLC 2401 W UNIVERSITY AVE MUNCIE,IN47303 20-4567998	HEALTHCARE	IN	IUHBMH	N/A				No	0		No
(5) BOSC HOLDINGS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 45-4147343	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No	0 %
(6) CARDINAL HEALTH INITIATIVES LLC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 30-0102702	PURCHASING	IN	IUHBMH	N/A	0	0		No	0		No	0 %
(7) CHV FUND I LLC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 26-2523206	VENTURE CAPITAL	IN	IUH	N/A	0	0		No	0		No	0 %
(8) CHV FUND MANAGEMENT LLC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 26-2523151	VENTURE CAPITAL	IN	CHV	N/A				No	0		No
(9) CLARIAN HEALTH NETWORK LLC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-2055030	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No	0 %
(10) CLARIAN HEALTH NORTH LLC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 43-1980602	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No
(11) CLARIAN HEALTH WEST LLC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 43-1980611	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No	0 %
(12) CTF INTERNATIONAL GROWTH PORTFOLIO 280 CONGRESS ST STE 500 BOSTON,MA02210 20-0231923	INVESTMENTS	MA	IUH	N/A	0	0		No	0		No	0 %
(13) EAGLE HIGHLANDS SURGERY CENTER LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 35-2259204	HEALTHCARE	IN	EHSCH	N/A	0	0		No	0		No	0 %
(14) EHSC HOLDINGS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 45-4147879	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No	0 %
(15) HEALTH VENTURE MANAGEMENT LLC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 20-5740218	MANAGEMENT	IN	IUH	N/A				No	0		No
(16) IEC HOLDINGS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 45-4148032	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No
(17) INDIANA ENDOSCOPY CENTERS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 20-8398421	HEALTHCARE	IN	IECH	N/A	0	0		No	0		No
(18) INDIANA LAKES MANAGED CARE ORG LLC 310 S MAIN ST GOSHEN,IN46526 35-1946663	HEALTHCARE	IN	GHS	N/A	0	0		No	0		No
(19) IUH SURGERY CENTERS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 45-2314634	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No
(20) MID-AMERICA SURGERY CENTER LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 35-2002953	HEALTHCARE	IN	CDHV	N/A	0	0		No	0		No
(21) ROC SURGERY LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM,AL35244 27-1497960	HEALTHCARE	IN	ROSCH	N/A	0	0		No	0		No
(22) ROCS HOLDINGS LLC 3000 RIVERCHASWE GALLERIA STE 500 BIRMINGHAM,AL35244 45-4148369	HEALTHCARE	IN	IUH	N/A	0	0		No	0		No	0 %
(23) SENATE STREET SURGERY CENTER LLC 3000 RIVERCHASE GALLERIA BIRMINGHAM,AL35244 42-1709357	HEALTHCARE	IN	SSSCH	N/A				No	0		No
(24) SSSC HOLDINGS LLC 3000 RIVERCHSE GALLERIA STE 500 BIRMINGHAM,AL35244 45-4148167	HEALTHCARE	IN	IUH	N/A				No			No
(25) THE HEALTHCARE GROUP LLC 1776 MERIDIAN ST STE 300 INDIANAPOLIS,IN46202 35-2067373	MANAGED CARE	IN	IUH	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)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership
(1) BMH MEDICAL PAVILION ASSOCIATION INC 2525 W UNIVERSITY AVE MUNCIE,IN47303 35-1858408	CONDO MANAGEMENT	IN	IUHBMH	C	0	0
(2) CARDINAL HEALTH VENTURES INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 35-1611424	MANAGEMENT	IN	IUHBMH	C
(3) CHV CAPITAL INC 950 N MERIDIAN STREET SUITE 800 INDIANAPOLIS,IN46204 26-0752507	VENTURE CAPIT	IN	IUH	C
(4) IU HEALTH ACO INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 45-4421020	HEALTHCARE	IN	IUH	C	0	0
(5) IU HEALTH BOARD DESIGNATED TRUST 400 HOWARD ST SAN FRANCICO,CA94105 30-6309021	INVESTMENTS	IN	IUH	T
(6) IU HEALTH NTGI S&P 500 FUND CF PO BOX 804358 CHICAGO,IL60680 30-6298263	INVESTMENTS	IN	IUH	T	0	0	0 %
(7) IU HEALTH PLANS INC 1776 MERIDIAN ST STE 300 INDIANAPOLIS,IN46202 26-2127080	HMO	IN	IUH	C	0	0	0 %
(8) IU HEALTH RISK PURCHASING GROUP INC 151 MEETING ST STE 301 CHARLESTON,SC29401 26-0202446	INSURANCE	IN	IUH	C	0	0	0 %
(9) IU HEALTH RISK RETENTION GROUP INC 151 N MEETING ST STE 301 CHARLESTON,SC29401 20-1107674	INSURANCE	SC	IUH	C	0	0	0 %
(10) IU HEALTH SOUTHERN IN PHYSICIANS INC PO BOX 1149 BLOOMINGTON,IN47402 35-1913875	HEALTHCARE	IN	IUHB	C	0	0	0 %
(11) IUH ASSURANCE LTD 98-0395429	INSURANCE	CJ	IUH	C	0	0	0 %
(12) OCC-HEALTH REVENUE SYSTEMS INC 950 N MERIDIAN STREET SUITE 800 INDIANAPOLIS,IN46204 20-3308057	WORK COMP. PPO	IN	MOHC	C	0	0	0 %
(13) PARKMOR DRUG INC 1501 S MAIN ST GOSHEN,IN46526 13-1394980	PHARMACY SALES	IN	GHS	C	0	0	0 %
(14) PILR INC 200 HIGH PARK AVE GOSHEN,IN46526 20-4294750	DEVELOPMENT	IN	GHS	C	0	0	0 %
(15) RADIATION ONCOLOGY RESOURCES 200 HIGH PARK AVE GOSHEN,IN46526 26-2008424	HEALTHCARE	IN	GHS	C	0	0
(16) SCANS INC 950 N MERIDIAN STREET SUITE 800 INDIANAPOLIS,IN46204 45-3080392	HEALTHCARE	IN	CHV F1	C	0	0	0 %
(17) UNIVERSITY HEALTH MANAGEMENT INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 27-2891143	MANAGEMENT	IN	CHV	C
(18) UNIVERSITY HEALTH MGMT (CHINA) INC 950 N MERIDIAN ST STE 800 INDIANAPOLIS,IN46204 27-3891311	MANAGEMENT	IN	CHV	C

Schedule R (Form 990) 2011

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

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

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

Yes

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

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

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

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

h Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

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

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

Yes

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

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

o Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

p Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

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) IU HEALTH PAOLI HOSPITAL FOUNDATION INC	O	53,054	ACTUAL COST
(1)
(2)
(3)
(4)
(5)
(6)

Schedule R (Form 990) 2011

Page 4

Part VI

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

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

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

Schedule R (Form 990) 2011

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
REIMBURSEMENT OF EXPENSES	SCHEDULE R, PART V, LINE 2	THE REIMBURSEMENT OF ACTUAL WAGES AND EXPENSES TO IU HEALTH PAOLI HOSPITAL FOUNDATION, INC. ARE BASED ON THE ACTUAL IU HEALTH PAOLI ACCOUNTING RECORDS OF 2011.

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