Form990
Click to see attachment
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)

MediumBullet 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:
CName of organization
Covenant Health
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
1420 Centerpoint Blvd Bldg C
 
Room/suite
City or town, state or country, and ZIP + 4
Knoxville, TN379321960
D Employer identification number

62-1646734
E Telephone number

G Gross receipts $ 171,608,379
F Name and address of principal officer:
Anthony L Spezia
100 Fort Sanders West Blvd
Knoxville,TN37922
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.covenanthealth.com
H(a)
Is this a group return for
affiliates?
H(b)
Are all affiliates included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet  
K Form of organization:
 
L Year of formation: 1996
M State of legal domicile: TN
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: Covenant Health is the parent organization in a community-owned health care system in East Tenn.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a)..... 3 21
4 Number of independent voting members of the governing body (Part VI, line 1b) .... 4 16
5 Total number of individuals employed in calendar year 2011 (Part V, line 2a) ... 5 874
6 Total number of volunteers (estimate if necessary) .... 6 666
7a Total unrelated business revenue from Part VIII, column (C), line 12 .. 7a 1,495,503
b Net unrelated business taxable income from Form 990-T, line 34 .. 7b 135,112
Revenues; Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 217,356 264,991
9 Program service revenue (Part VIII, line 2g) ......... 72,485,482 78,068,540
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 42,342,688 53,992,813
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 1,765,437 1,112,707
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 116,810,963 133,439,051
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 750,368 608,694
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) 43,486,606 49,879,632
16a Professional fundraising fees (Part IX, column (A), line 11e)..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f).... 44,614,387 48,226,142
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 88,851,361 98,714,468
19 Revenue less expenses. Subtract line 18 from line 12....... 27,959,602 34,724,583
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 1,038,866,299 1,099,528,246
21 Total liabilities (Part X, line 26)............. 715,772,497 805,301,841
22 Net assets or fund balances. Subtract line 21 from line 20..... 323,093,802 294,226,405
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
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title.
Paid preparer use only
Print/type preparer's name
 
Preparer's signature
Date
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
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2011)
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 .........
1
Briefly describe the organization’s mission: Covenant Health operates exclusively as a supporting organization within the meaning of Internal Revenue Code section 509(a)(3). Its mission, which is shared by its member hospitals and other organizations (see Schedule A), is to serve the community by improving the quality of life through better health, regardless of a patient's ability to pay.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ....................
If “Yes,” describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ..........................
If “Yes,” describe these changes on Schedule O.
4
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 $ 26,902,989 including grants of $   ) (Revenue $ 26,902,989 )
Information Technology. See Schedule O for additional details.Information Technology: Expenses - $26,902,989; Revenue - $26,902,989.The Information Technology (IT) division of Covenant Health provides all computing equipment and information management related services to Covenant Health facilities. Information management systems and related application support (install, upgrade, help desk) services are available on a 24/7 basis spanning healthcare functions across core patient-care clinical systems, physician, nursing, and associated ancillary systems (lab, radiology, pharmacy, therapy), as well as the supporting business functions encompassing patient accounting, materials management, finance, and human resources. IT also manages a centralized data center (and a backup disaster recovery data center) where the hardware equipment is housed to deliver the computing resources for all clinical/business functions on a 24/7 schedule. Additionally, IT is responsible for management of all PC workstations (desktop, laptop, mobile cart), all client to server internal and external network connectivity, as well as telephone services and telephone equipment (PBX, handsets, cell phones, pagers) across the company. It also facilitates project management activities related to meeting regulatory and quality reporting requirements.Key statistics for the year include: *Payroll checks/deposits - 257,488 *Pharmacy medication mgmt. system - 2,843,283 orders *Total Spam messages blocked - 11,515,549 *Network virus attempts blocked - 77,679,162 *PCs supported - 7,760 *Overall telephone usage - 34,631,262 calls *Pathway scheduling application - 629,791 appointments *Accounts payable checks - 102,084
4b (Code:   ) (Expenses $ 8,264,238 including grants of $   ) (Revenue $ 8,264,238 )
Business Office. See Schedule O for additional details.Business Office: Expenses - $8,264,238; Revenue - $8,264,238.Knoxville Business Office Services is the CBO (Centralized Business Office) for Covenant Health providing accounts receivable management for Fort Sanders Regional Medical Center, Parkwest Medical Center, Fort Loudoun Medical Center, LeConte Medical Center, Methodist Medical Center, and Morristown-Hamblen Hospital Association. These services include, but are not limited to, customer service, payment collection, financial posting, refund processing, and insurance billing and follow-up.During 2011, CBO submitted 914,634 insurance claims totaling $3,420,378,775. Bad debt expense for 2011 was approximately 2.7% of gross revenue with bad debt recoveries/collections totaling $10,159,947. The CBO handled 115,775 incoming phone calls, following-up on over 456,000 open accounts and processed over 2.9 million financial transactions.
4c (Code:   ) (Expenses $ 7,289,606 including grants of $   ) (Revenue $ 7,289,606 )
Human Resources. See Schedule O for additional details.Human Resources: Expenses - $7,289,606; Revenue - $7,289,606.The Corporate Human Resources division of Covenant Health provides high quality centralized services to all Covenant Health entities in sourcing and staffing (employment), standardized benefit design and administration, exempt and non-exempt salary system design and delivery, human resources information system administration, employee relations and retention, clinical and non-clinical skill development, leadership and management development, cultural change, leadership succession and continuity, and security. Additionally, Human Resources is responsible for system-wide programs, policies and procedures; regulatory and legal compliance affecting all areas of Human Resources Administration; and contemporary, cost-effective systems and processes to meet organizational strategies, goals and tactics.Through Human Resources, staffing (employement) services assisted in hiring 1,377 employees during 2011. All new hires went through various classroom orientation programs and on-line onboarding processes at the start of employment. Employment Services receives, on average, 1,020 applicants per month. Through the learning and leadership development (LLD) division of Human Resources, Human Resources provided over 363,000 training hours including both e-learning and classroom-based courses. LLD also manages a framework of over 50 identified leadership competencies with all 400+ Covenant leaders accountable for a minimum of 60 hours of developmental training each year. LLD offers more than 100 clinical nursing courses from both in-house and vendor sourcing. They also manages a host of clinical training opportunities including everything from CPR to Advanced Neuro and Neo-natal Intensive Care courses.
(Code:   ) (Expenses $ 44,262,505 including grants of $ 608,694 ) (Revenue $ 56,038,808 )
In addition to the services previously mentioned, support provided by Covenant Health to its member facilities takes on many other forms, some examples of which are: * Executive leadership, strategic planning, and other planning both at the System and organizational level; * Financial, management and advisory services; * Third party reporting; * Integrity compliance program; * Real estate management; * Risk management; * Internal audit; * Asset and liability related treasury management functions; * Procurement; * Clinical quality improvement; * Marketing; and * External reporting.Other services and activities conducted by Covenant Health directly benefit patients and members of the communities served by the Supported Organizations. Some services are aimed at improving the operational efficiency of and the quality of care provided by the Supported Organizations, such as the service of providing sterile packs. Covenant Health Sterile Solutions is the only operation of its kind in the Knoxville area and produces its own surgical sterile packs and distributes them to Supported Organizations. The use of Sterile Packs helps reduce surgical pack supply costs, reduce inventory levels, and helps minimize waste in keeping with the organization's green initiatives. Along with those achievements, sterile packs also help reduce setup time, leaving more time for treating patients and with fewer items to open, there is also a reduced risk of contamination. Another recent service that has become centralized within Covenant Health and offered to the Supported Organization is Medical Transcription. Medical Transcription is an allied health profession, which deals in the process of converting voice-recorded reports, as dictated by physicians or other healthcare professionals, into text format. Other programs have community benefit as their main goal. One example is Covenant Health Senior Services, which assists older adults who are 50 or better in their effort to lead healthier, more independent lives.
4d Other program services (Describe in Schedule O.)
(Expenses $ 44,262,505 including grants of $ 608,694 ) (Revenue $ 56,038,808 )
4e Total program service expensesMediumBullet$ 86,719,338
Form 990 (2011)
Form 990 (2011)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule AClick to see attachment.....................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors? Click to see attachment........
2
Yes
 
3
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 IClick to see attachment..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities? If “Yes,” complete Schedule C,
Part IIClick to see attachment.........................
4
Yes
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C, Part IIIClick to see attachment........................
5
 
No
6
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 IClick to see attachment....................
6
 
No
7
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 IIClick to see attachment...
7
 
No
8
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....................
8
 
No
9
Did the organization report an amount in Part X, line 21; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,”
complete Schedule D, Part IVClick to see attachment...................
9
 
No
10
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 VClick to see attachment
10
 
No
11
If the organization’s answer to any of the following questions is ‘Yes,’ then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable:
a
Did the organization report an amount for land, buildings, and equipment in Part X, line10? If “Yes,” complete Schedule D, Part VI.Click to see attachment
11a
Yes
 
b
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
 
No
c
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
 
No
d
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
Yes
 
e
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
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part X.Click to see attachment
11f
Yes
 
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
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered ‘No’ to line 12a, then completing Schedule D, Parts XI, XII, and XIII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?....
14a
 
No
b
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
 
No
15
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..
15
 
No
16
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..
16
 
No
17
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
17
 
No
18
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..........
18
 
No
19
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...................
19
 
No
20a
Did the organization operate one or more hospitals? If “Yes,” complete Schedule H.....
20a
 
No
b
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.
20b
 
 
Form 990 (2011)
Form 990 (2011)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
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.. Click to see attachment
21
Yes
 
22
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..... Click to see attachment
22
 
No
23
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
23
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
 
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
No
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
No
d
Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...
24d
 
No
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...... Click to see attachment
25a
 
No
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I................ Click to see attachment
25b
 
No
26
Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II......................... Click to see attachment
26
 
No
27
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......... Click to see attachment
27
 
No
28
Was the organization a party to a business transaction with one of the following parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV ......................... Click to see attachment
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV................... Click to see attachment
28b
 
No
c
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.. Click to see attachment
28c
Yes
 
29
Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule MClick to see attachment
29
Yes
 
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M............ Click to see attachment
30
Yes
 
31
Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II.......................
32
 
No
33
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
33
 
No
34
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
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
Yes
 
b
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
 
36
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
36
 
No
37
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 VIClick to see attachment
37
 
No
38
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. ............
38
Yes
 
Form 990 (2011)
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
No
1a
Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable. .......
1a
398
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable.
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements filed for the calendar year ending with or within the year covered by this return .....................
2a
874
b
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)
2b
Yes
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?.............................
3a
Yes
 
b
If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....
3b
Yes
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account or securities account)?.......................
4a
Yes
 
b
If "Yes," enter the name of the foreign country: MediumBulletCA
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If “Yes” to line 5a or 5b, did the organization file Form 8886-T? ........
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible?..........
6a
 
No
b
If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If “Yes,” indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?..........................
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?...................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?...............
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?................
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?.........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them) ........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If “Yes,” enter the amount of tax-exempt interest received or accrued during the year.
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. 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
 
 
b
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
 
c
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
 
 
b
If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..
14b
 
 
Form 990 (2011)
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
No
1a
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.
1a
21
b
Enter the number of voting members included in line 1a, above, who are independent .................
1b
16
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
 
No
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed?
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
 
No
7a
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? .................
7a
 
No
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ............
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ..........
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O .....
9
Yes
 
Section B. Policies (This Section B requests information about policies not required by the Internal
Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
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
 
b
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
 
b
Were officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ........................
12b
Yes
 
c
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
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes," to line 15a or 15b, describe the process in Schedule 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
 
No
b
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
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
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.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization: MediumBullet
Nancy Beck
1420 Centerpoint Blvd Bldg C
Knoxville,TN379321960
(865) 374-6864
Form 990 (2011)
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.

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

RoundBullet 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.

RoundBullet 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
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(1) Anthony L Spezia
President & CEO
 50.00 X   X       2,492,642 0 25,707
(2) Dr Richard Brinner
Director
 1.00 X           0 0 0
(3) Eddie Manis
Director
 1.00 X           0 0 0
(4) Dr Mitchell Dickson
Director
 1.00 X           1,184 0 0
(5) Pamela P Fansler
Director
 1.00 X           0 0 0
(6) Homer Fisher
Director
 1.00 X           0 0 0
(7) James Fitzsimmons
Director
 1.00 X           1,192 0 0
(8) Dr William Hall
Director
 1.00 X           1,579 0 0
(9) Wayne Heatherly
Director
 1.00 X           747 0 0
(10) Jim Johnson Jr
Director
 1.00 X           1,184 0 0
(11) Karla Lane
Director
 1.00 X           0 0 0
(12) Dr Joseph Metcalf
Director
 1.00 X           0 0 0
(13) Larry Mauldin
Chairman
 1.00 X           2,832 0 0
(14) George Miller
Director
 1.00 X           0 0 0
(15) Alvin Nance
Director
 1.00 X           1,235 0 0
(16) Linda Ogle
Director
 1.00 X           0 0 0
(17) Francis H Olmstead Jr
Director
 1.00 X           0 0 0
Form 990 (2011)
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
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(18) Mitchell Steenrod
Director
 1.00 X           1,184 0 0
(19) Joseph E Sutter
Director
 1.00 X           1,273 0 0
(20) Joe Ben Turner
Director
 1.00 X           1,192 0 0
(21) David C Verble
Director
 1.00 X           1,251 0 0
(22) Carl Storms
Director
 1.00 X           769 0 0
(23) Richard Swanson
Director
 1.00 X           0 0 0
(24) John T Geppi
EVP/CFO
 50.00     X       705,467 0 29,048
(25) James D Vandersteeg
EVP-Hospital Operations
 50.00       X     654,315 0 29,015
(26) William M Ward
SVP-Chief Information Officer
 50.00       X     349,987 0 31,795
(27) Lawrence C Kleinman
EVP-Human Resources
 50.00       X     315,369 0 30,487
(28) Samuel R Buscetta
EVP-Human Resources
 50.00       X     311,832 0 15,848
(29) Janice McKinley
SVP-Quality, Safety, & Nursing Operations
 50.00       X     222,557 6,644 17,080
(30) Michael R Belbeck Jr
President/CAO - Methodist Medical Center
 50.00         X   413,309 0 33,952
(31) Larry R Lassiter
President/CAO - Parkwest Medical Center
 50.00         X   403,047 0 30,381
(32) Richard L Clark
President/CAO - Morristown-Hamblen Hospital Assoc.
 50.00         X   340,642 0 29,731
(33) Keith N Altshuler
President/CAO - Fort Sanders Regional Medical Ctr.
 50.00         X   325,970 0 29,477
(34) Gordon E Lintz
President/CAO - Thompson Cancer Survival Ctr.
 50.00         X   281,919 0 18,657
1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 6,832,678 6,644 321,178
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet49
Yes
No
3
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 .............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................
4
Yes
 
5
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 .....
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. 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
Morrison Mgmt Specialists Inc
PO Box 102289
Atlanta,GA303682289 		Cafeteria Management 18,914,424
McKesson Info Solutions
PO Box 98347
Chicago,IL606938347 		IT consulting services 9,810,577
Innovative Healthcare Solutions Inc
PO Box 380697
Murdock,FL33983 		Consultuing services 2,152,411
Lewis Group Architects Inc
6512 Deane Hill Drive
Knoxville,TN37919 		Architectural services 2,027,057
Dell Marketing LP
2300 W Plano Pkwy Treas Dept Bl
Plano,TX75075 		Professional Service fees 1,681,641
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet54
Form 990 (2011)
Form 990 (2011)
Page 9
Part VIII
Statement of Revenue
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512, 513, or 514
Contributions, Gifts, Grants and Other Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d 264,991
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		 
g Noncash contributions included in lines 1a-1f:$ 88,097
h Total. Add lines 1a-1f.......MediumBullet 264,991
Program Service Revenue Business Code
2a Management Fees 561,000 67,603,738 67,603,738    
b Telephone Services 517,000 5,115,144 4,718,906 396,238  
c Transcription Services 561,499 4,965,358 4,444,433 520,925  
d Community Outreach 621,990 310,558 281,058   29,500
e Managed Care Services 541,900 73,742   73,742  
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet 78,068,540
Other Revenue 3 Investment income (including dividends, interest
and other similar amounts).....MediumBullet 19,997,128 19,997,128    
4 Income from investment of tax-exempt bond proceeds..MediumBullet 1,079,248 1,079,248    
5 Royalties............MediumBullet        
(i) Real (ii) Personal
6a Gross rents 589,174  
b Less: rental expenses 350,855  
c Rental income or (loss) 238,319  
d Net rental income or (loss).......MediumBullet 238,319     238,319
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory 56,241,591 11,630,988
b Less: cost or other basis and sales expenses 34,954,236 1,906
c Gain or (loss) 21,287,355 11,629,082
d Net gain or (loss)..........MediumBullet 32,916,437   1,340 32,915,097
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..MediumBullet      
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...MediumBullet        
10a Gross sales of inventory, less
returns and allowances .
a 3,233,461
b Less: cost of goods sold ..b 2,862,331
c Net income or (loss) from sales of inventory..MediumBullet 371,130 371,130    
Miscellaneous Revenue Business Code
11a Info. Technology Servi 518,210 503,258   503,258  
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ......MediumBullet 503,258
12 Total revenue. See Instructions....MediumBullet 133,439,051 98,495,641 1,495,503 33,182,916
Form 990 (2011)
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 21 608,694 608,694
2 Grants and other assistance to individuals in the United States. See Part IV, line 22    
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16    
4 Benefits paid to or for members    
5 Compensation of current officers, directors, trustees, and key employees .... 5,253,417 4,413,365 840,052  
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....        
7 Other salaries and wages 34,059,616 28,659,121 5,400,495  
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 1,847,548 1,556,744 290,804  
9 Other employee benefits ....... 5,854,250 4,948,381 905,869  
10 Payroll taxes ........... 2,864,801 2,413,881 450,920  
11 Fees for services (non-employees):        
a Management ......        
b Legal ......... 1,348,486 481,124 867,362  
c Accounting ........... 64,700   64,700  
d Lobbying ...........        
e Professional fundraising. See Part IV, line 17..    
f Investment management fees ...... 26,000 26,000    
g Other .......... 6,444,558 5,127,881 1,316,677  
12 Advertising and promotion .... 820,322 745,142 75,180  
13 Office expenses ....... 6,115,295 5,982,899 132,396  
14 Information technology ...... 9,773,986 9,773,986    
15 Royalties ..        
16 Occupancy ........... 1,457,874 1,350,227 107,647  
17 Travel ............ 279,128 266,437 12,691  
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ......        
19 Conferences, conventions, and meetings .... 718,332 397,214 321,118  
20 Interest ........... 14,292,260 14,292,260    
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization ..... 3,479,148 2,973,027 506,121  
23 Insurance .............. 552,759 295,530 257,229  
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 Unrelated Business Inco 61,271   61,271  
b Malpractice Insurance 1,162,662 1,162,662    
c Dues and Licenses 946,190 798,490 147,700  
d Subscriptions 443,687 433,845 9,842  
e
f All other expenses 239,484 12,428 227,056  
25 Total functional expenses. Add lines 1 through 24f 98,714,468 86,719,338 11,995,130 0
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 MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2011)
Form 990 (2011)
Page 11
Part X Balance Sheet
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash—non-interest-bearing .......... 1,800 1 1,800
2 Savings and temporary cash investments ....... 28,911,749 2 24,331,691
3 Pledges and grants receivable, net .........   3  
4 Accounts receivable, net .........   4  
5 Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..........   5  
6 Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of
Schedule L ..........   6  
7 Notes and loans receivable, net .............   7  
8 Inventories for sale or use .............. 442,964 8 482,400
9 Prepaid expenses and deferred charges ............ 5,566,314 9 6,689,469
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 72,080,503
b Less: accumulated depreciation. ..... 10b 16,138,561 30,328,701 10c 55,941,942
11 Investments—publicly traded securities .......... 768,458,922 11 844,634,509
12 Investments—other securities. See Part IV, line 11 ...... 6,917,363 12 18,622,469
13 Investments—program-related. See Part IV, line 11 ..   13  
14 Intangible assets .........   14  
15 Other assets. See Part IV, line 11 ........... 198,238,486 15 148,823,966
16 Total assets. Add lines 1 through 15 (must equal line 34)... 1,038,866,299 16 1,099,528,246
Liabilities 17 Accounts payable and accrued expenses . 47,323,061 17 54,619,201
18 Grants payable ..........   18  
19 Deferred revenue .......... 56,298,033 19 45,455,991
20 Tax-exempt bond liabilities .......... 586,520,252 20 677,079,609
21 Escrow or custodial account liability. Complete Part IV of Schedule D..   21  
22 Payables to current and former officers, directors, trustees, key
employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L..........   22  
23 Secured mortgages and notes payable to unrelated third parties ..   23  
24 Unsecured notes and loans payable to unrelated third parties ....   24  
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D..... 25,631,151 25 28,147,040
26 Total liabilities. Add lines 17 through 25..... 715,772,497 26 805,301,841
Net Assets or Fund Balance Organizations that follow SFAS 117, check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets ..... 323,093,802 27 294,226,405
28 Temporarily restricted net assets .....   28  
29 Permanently restricted net assets .....   29  
Organizations that do not follow SFAS 117, check here MediumBullet 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 ..... 323,093,802 33 294,226,405
34 Total liabilities and net assets/fund balances ..... 1,038,866,299 34 1,099,528,246
Form 990 (2011)
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 .........
1
Total revenue (must equal Part VIII, column (A), line 12) ...
1
133,439,051
2
Total expenses (must equal Part IX, column (A), line 25) ....
2
98,714,468
3
Revenue less expenses. Subtract line 2 from line 1 ...
3
34,724,583
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
323,093,802
5
Other changes in net assets or fund balances (explain in Schedule O) ...
5
-63,591,980
6
Net assets or fund balances at end of year. Combine lines 3, 4, and 5 (must equal Part X, line 33, column (B)) ....
6
294,226,405
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response to any question in this Part XII .........
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?....
2a
 
No
b
Were the organization’s financial statements audited by an independent accountant?........
2b
Yes
 
c
If “Yes,” to 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O. ...........................
2c
Yes
 
d
If “Yes” to line 2a or 2b, check a box below to indicate whether the financial statements for the year were issued on a separate basis, consolidated basis, or both:
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? ................
3a
Yes
 
b
If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. ..
3b
Yes
 
Form 990 (2011)
Additional Data


Software ID:  
Software Version:  
Form 990, Special Condition Description:
Special Condition Description
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.
right arrow 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
Covenant Health
 
Employer identification number

62-1646734
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.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
f
g
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization? ................
11g(i)
 
No
(ii) a family member of a person described in (i) above? ......................
11g(ii)
 
No
(iii) a 35% controlled entity of a person described in (i) or (ii) above? ................
11g(iii)
 
No
h
(i)
Name of supported organization 		(ii)
EIN 		(iii)
Type of organization (described on lines 1- 9 above or IRC section (see instructions)) 		(iv)
Is the organization in col. (i) listed in your governing document? 		(v)
Did you notify the organization in col. (i) of your support? 		(vi)
Is the organization in col. (i) organized in the U.S.? 		(vii)
Amount of support?
Yes No Yes No Yes No
(1) Fort Loudoun Medical Ctr
  		621373691 3   No Yes   Yes   0
(2) Fort Sanders Perinatal Ctr
  		043760551 3   No Yes   Yes   0
(3) Fort Sanders Regional Med Ctr
  		620528340 3   No Yes   Yes   0
(4) LeConte Medical Ctr
  		621114867 3   No Yes   Yes   0
(5) Methodist Medical Ctr
  		620636239 3   No Yes   Yes   0
(6) Parkwest Medical Ctr
  		581897274 3   No Yes   Yes   0
(7) Roane County Medical Ctr
  		680673354 3   No Yes   Yes   0
(8) Thompson Cancer Survival Ctr
  		621250943 3   No Yes   Yes   0
(9) Covenant Homecare
  		621623114 9   No Yes   Yes   0
(10) Thompson Oncology Group
  		621619239 3   No Yes   Yes   0
(11) Morristown-Hamblen Healthcare System
  		620545814 3   No Yes   Yes   0
Total                 0

For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2011
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).            
12
12
 
13
Section C. Computation of Public Support Percentage
14
14
 
15
15
 
16a
b
17a
b
18
Schedule A (Form 990 or 990-EZ) 2011
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.).            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2011
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, Part IV, Supplemental Information: Explanation for Part I, Line 11(h)(iv): Covenant Health is operated or controlled in connection with all of its listed supported organizations, and its articles of organization require that it be operated to support or benefit these organizations. All of the above described organizations are governed by a board of directors with 100% overlap of board membership. Explanation for Part I, Line 11(h)(vii): Covenant Health operates to serve the interests of its member hospitals and the other non-profit health organizations named in Schedule A, Part I (the "Supported Organizations"). The organization's activities have been discussed in detail on Schedule O in response to Form 990, Part III, Lines 4a thru 4d. Covenant Health may also pay expenses on behalf of, provide operating cash to, or make a grant to one of its Supported Organizations. See Schedule R, Part V for information about transfers to controlled organizations.
 
 
 
Schedule A (Form 990 or 990-EZ) 2011

Additional Data


Software ID:  
Software Version:  
Schedule B
(Form 990, 990-EZ,
or 990-PF)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors
Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
OMB No. 1545-0047
2011
Name of organization
Covenant Health
 
Employer identification number

62-1646734
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ





Form 990-PF




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
Special Rules
......................... 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
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)
Name of organization
Covenant Health
  		Employer identification number

62-1646734
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




(Complete Part II if there is a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is a noncash contribution.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

     
 
   

$  




(Complete Part II if there is a noncash contribution.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)

Page 3
Schedule B (Form 990, 990-EZ, or 990-PF) (2011)
Name of organization
Covenant Health
  		Employer identification number

62-1646734
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
Covenant Health
  		Employer identification number

62-1646734
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		 (c)
Use 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		 (c)
Use 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		 (c)
Use 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		 (c)
Use 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:  
SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet Complete if the organization is described below.
SchCMd Bullet Attach to Form 990 or Form 990-EZ. SchCMd Bullet See separate instructions.
OMB No. 1545-0047
2011
Open to Public
Inspection
If the organization answered “Yes” to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet Section 527 organizations: Complete Part I-A only.
If the organization answered “Yes” to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)) Complete Part II-A. Do not complete Part II-B.
Round Bullet Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered “Yes” to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, line 35c (Proxy Tax), then
Round Bullet Section 501(c)(4), (5), or (6) organizations: Complete Part III.
Name of the organization
Covenant Health
 
Employer identification number

62-1646734
Part I-A
Complete if the organization is exempt under section 501(c) or is a section 527 organization.

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

Part I-B
Complete if the organization is exempt under section 501(c)(3).
1
Enter the amount of any excise tax incurred by the organization under section 4955 .........SchCMd Bullet
$  
2
Enter the amount of any excise tax incurred by organization managers under section 4955 ......SchCMd Bullet
$  
3
If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............
4a
Was a correction made? .........................................
b
If "Yes," describe in Part IV.
Part I-C
Complete if the organization is exempt under section 501(c) except section 501(c)(3).
1
Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet
$  
2
Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt function activities ...................................SchCMd Bullet

$  
3
Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b..SchCMd Bullet

$  
4
Did the filing organization file Form 1120-POL for this year? ..........................
5
Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.
(a) Name (b) Address (c) EIN (d) Amount paid from filing organization's funds. If none, enter -0-. (e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.










For Privacy Act and Paperwork Reduction Act Notice, see the instructions for Form 990.
Cat. No. 50084S
Schedule C (Form 990 or 990-EZ) 2011

Schedule C (Form 990 or 990-EZ) 2011
Page 2
Part II-A
Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).
A Check expenses, and share of excess lobbying expenditures).
B Check
Limits on Lobbying Expenditures
(The term "expenditures" means amounts paid or incurred.) 		(a) Filing
organization's
totals 		(b) Affiliated group
totals
1a Total lobbying expenditures to influence public opinion (grass roots lobbying) ......    
b Total lobbying expenditures to influence a legislative body (direct lobbying) .......    
c Total lobbying expenditures (add lines 1a and 1b) ...................    
d Other exempt purpose expenditures ........................    
e Total exempt purpose expenditures (add lines 1c and 1d) ...............    
f Lobbying nontaxable amount. Enter the amount from the following table in both
columns.		    
  If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:    
  Not over $500,00020% of the amount on line 1e.    
  Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.    
  Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.    
  Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.    
  Over $17,000,000$1,000,000.    
       
g Grassroots nontaxable amount (enter 25% of line 1f) .................    
h Subtract line 1g from line 1a. If zero or less, enter -0-. ................    
i Subtract line 1f from line 1c. If zero or less, enter -0-. ................    
j If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting
section 4911 tax for this year? ......................................

4-Year Averaging Period Under Section 501(h)
(Some organizations that made a section 501(h) election do not have to complete all of the five
columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
  Calendar year (or fiscal year
beginning in) 		(a) 2008 (b) 2009 (c) 2010 (d) 2011 (e) Total
             
2a Lobbying non-taxable amount          
             
b Lobbying ceiling amount
(150% of line 2a, column(e)) 		         
             
c Total lobbying expenditures          
             
d Grassroots nontaxable amount          
             
e Grassroots ceiling amount
(150% of line 2d, column (e))		          
             
f Grassroots lobbying expenditures          
Schedule C (Form 990 or 990-EZ) 2011


Schedule C (Form 990 or 990-EZ) 2011
Page 3
Part II-B
Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).
For each “Yes” response to lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.
(a)
Yes
No
(b)
Amount
1
During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:
a
Volunteers? .........................................
Yes
 
b
Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....
Yes
 
c
Media advertisements? ....................................
 
No
 
d
Mailings to members, legislators, or the public? .........................
Yes
 
50
e
Publications, or published or broadcast statements? .......................
 
No
 
f
Grants to other organizations for lobbying purposes? .......................
 
No
 
g
Direct contact with legislators, their staffs, government officials, or a legislative body? ........
Yes
 
8,998
h
Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......
 
No
 
i
Other activities? ..........................
Yes
 
114,419
j
Total. Add lines 1c through 1i ...............................
123,467
2a
Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....
 
No
b
If "Yes," enter the amount of any tax incurred under section 4912 .................
 
c
If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....
 
d
If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? .......
 
 
Part III-A
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).
Yes
No
1
Were substantially all (90% or more) dues received nondeductible by members? ................
1
 
 
2
Did the organization make only in-house lobbying expenditures of $2,000 or less? ................
2
 
 
3
Did the organization agree to carry over lobbying and political expenditures from the prior year? ..........
3
 
 
Part III-B
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either (a) BOTH Part III-A, lines 1 and 2 are answered “No” OR (b) Part III-A, line 3 is answered “Yes”.
1
Dues, assessments and similar amounts from members .....................
1
 
2
Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).
a
Current year .........................................
2a
 
b
Carryover from last year ....................................
2b
 
c
Total ...........................................
2c
 
3
Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .
3
 
4
If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ................................
4
 
5
Taxable amount of lobbying and political expenditures (see instructions) ..............
5
 
Part IV
Supplemental Information
Complete this part to provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, Part II-A; line 5; and Part ll-B, line 1.
Also, complete this part for any additional information.
Identifier Return Reference Explanation
Explanation of Lobbying Activities: Part II-B, Line 1: Covenant Health indirectly conducts lobbying activities through various membership organizations. A portion of membership dues paid is included in the amount on Line 1i.
Schedule C (Form 990 or 990EZ) 2011

Additional Data


Software ID:  
Software Version:  

SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet 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
Covenant Health
 
Employer identification number

62-1646734
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 .......    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............
6
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? ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
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.
Held at the End of the Year
a Total number of conservation easements ....................... 2a  
b Total acreage restricted by conservation easements .................. 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register .................... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting and enforcing conservation easements during the year SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet $  
8
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)? ....................................
9
In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
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.
1a
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.
b
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 $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958), relating to these items:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
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

Schedule D (Form 990) 2011
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s accession and other records, check any of the following that are a significant use of its collection
items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIV.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........
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.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIV and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
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 ......        
2
Provide the estimated percentage of the year end balance (line 1g) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages in lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
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 (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................   9,427,981 9,427,981
b Buildings ................   14,999,092 1,875,559 13,123,533
c Leasehold improvements ............   1,422,709 1,232,017 190,692
d Equipment ................   16,857,566 13,030,985 3,826,581
e Other .................   29,373,155   29,373,155
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 55,941,942
Schedule D (Form 990) 2011

Schedule D (Form 990) 2011
Page 3
Part VII
Investments—Other 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.)Small Bullet  
Part VIII
Investments—Program Related. See Form 990, Part X, line 13.
(a) Description of investment type (b) Book value (c) Method of valuation:
Cost or end-of-year market value








Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. See Form 990, Part X, line 15.
(a) Description (b) Book value
(1) Accrued Interest Receivable 6,066,691
(2) Assets Limited as to Use 2,537,768
(3) Bond Issuance Costs, Net 14,714,557
(4) Deferred Compensation 3,194,411
(5) Due from Affiliates 121,476,480
(6) Long Term Deposit 111,216
(7) Other Receivables 722,843


Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet 148,823,966
Part X
Other Liabilities. See Form 990, Part X, line 25.
1.(a) Description of Liability (b) Book value
Federal Income Taxes  
Long-Term ASO Agreement 3,744,400
Long-Term Deferred Compensation 4,499,604
Long-Term Reserve for Malpractice 18,964,501
Long-Term Reserve for Workers Comp 938,535





Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 28,147,040
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

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
Description of Uncertain Tax Positions Under FIN 48: Part X: Part X, Line 2: Note G to the consolidated audited financial statements of Covenant Health, reads in part: At December 31, 2011, tax returns for 2008 through 2011 are subject to examination by the Internal Revenue Service. Covenant has no uncertain tax positions that would require financial statement recognition on disclosure under generally accepted accounting principles at December 31, 2011 or 2010.
Schedule D (Form 990) 2011

Additional Data


Software ID:  
Software Version:  




Schedule I
(Form 990)
Department of the Treasury
Internal Revenue Service
Grants and Other Assistance to Organizations,
Governments and Individuals in the United States
Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet Attach to Form 990
OMB No. 1545-0047
2011
Open to Public
Inspection
Name of the organization
Covenant Health
 
Employer identification number
62-1646734
Part I
General Information on Grants and Assistance
1
Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................
2
Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.
Part II
Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21 for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Use
Part IV and Schedule I-1 (Form 990) if additional space is needed ......................... lBullet
(a) Name and address of organization
or government		 (b) EIN (c) IRC Code section
if applicable		 (d) Amount of cash grant (e) Amount of non-cash
assistance		 (f) Method of valuation
(book, FMV, appraisal,
other)		 (g) Description of
non-cash assistance		 (h) Purpose of grant
or assistance
(1) Cancer Support Community Inc2230 Sutherland Ave
Knoxville,TN37919 		58-1846210 501(c)(3) 15,000       Support for 2012 Cancer Support
(2) American Heart Association4708 Papermill Road
Knoxville,TN37909 		13-5613797 501(c)(3) 20,000       Sponsorship of 2011 Heart Walk and 2012 Gala
(3) Boys and Girls Club of the TN Valley220 Carrick St Suite 318
Knoxville,TN37921 		62-0475743 501(c)(3) 8,334       Drug screenings
(4) Catholic Charities of East TN Inc3009 Lake Brook Blvd
Knoxville,TN37909 		62-1377551 501(c)(3) 52,000       Support of HUD housing and sponsorship of fundraisers
(5) East TN Children's HospitalPO Box 15016
Knoxville,TN37901 		62-6002604 501(c)(3) 7,720       Sponsorship of fundraisers
(6) Coalition to Protect Americas Health CarePO Box 30211
Bethesda,MD20824 		52-2253225 501(c)(3) 12,000       General support
(7) Fort Sanders Foundation280 Ft Sanders West Blvd Ste 100
Knoxville,TN37922 		62-1748601 501(c)(3) 12,500       Fundraisers benefiting Patricia Neal Rehab. Center, Peninsula, & the Hope Center
(8) Foundation of National Student Nurses45 Main Street Suite 606
Brooklyn,NY11201 		13-3123125 509(a)(3) 7,500       General support
(9) Honor Air Knoxville7536 Taggart Ln
Knoxville,TN37938 		26-2825063 501(c)(3) 30,000       General supportGeneral support
(10) Methodist Medical Center Foundation990 Oak Ridge Tpk
Knoxville,TN37830 		62-1414205 501(c)(3) 5,290       General support fundraising
(11) Interfaith Health Clinic315 Gill Avenue
Knoxville,TN37917 		58-1947641 501(c)(3) 60,000       General support for Interfaith Health Clinic
(12) Knoxville Academy of Medicine Foundation115 Suburban Road
Knoxville,TN37923 		62-1458199 501(c)(3) 17,500       Knoxville Area Project Access - medical care for needy
(13) Knoxville News Sentinel Charities Inc2332 News Sentinel Drive
Knoxville,TN37921 		51-0141541 501(c)(3) 25,500       General support fundraiser - Knoxville Sentinel Open Tournament
(14) Knoxville Symphony OrchestraPO Box 360
Knoxville,TN37901 		62-6008097 501(c)(3) 8,000       General support
(15) Knoxville Soccer LLCPO Box 52250
Knoxville,TN37950 		27-2949086 501(c)(3) 20,000       2011 Knoxville Marathon and Covenant Kids' Run
(16) Komen Knoxville Race for Cure9724 Kingston Pike Ste 705
Knoxville,TN37922 		75-1835298 501(c)(3) 12,000       Race sponsor for organization supporting breast cancer research and awareness
(17) Robert F Thomas FoundationPO Box 4395
Sevierville,TN37864 		58-1537582 501(c)(3) 8,000       Fundraisers to benefit Leconte Medical Center
(18) Metropolitan Drug CommissionPO Box 53375
Knoxville,TN37950 		58-1704454 501(c)(3) 10,000       2011 Heart Gala Fundraiser
(19) Sacred Heart Church711 S Northshore Drive
Knoxville,TN37919 		62-0572260 501(c)(3) 13,000       Hope for Haiti medical outreach; general support for fundraising
(20) Knoxville Track ClubPO Box 32035
Knoxville,TN37930 		62-0731345 501(c)(3) 50,000       General support; Covenant Health Marathon
(21) Wee Course ClassicPO Box 2123
Morristown,TN37816 		30-0155523 501(c)(3) 10,000       Sponsor fundraising event - Larry Flemming Kids Classic
(22) Variety Children's Charity of East TN7132 Regal Lane
Knoxville,TN37918 		33-1025696 501(c)(3) 20,000       General support
(23) Morristown Hamblen Hospital FoundationPO Box 1178
Morristown,TN37816 		62-1697090 501(c)(6) 6,200       General support fundraising
(24)  
 
  		          General support
(25) United Way of Greater Knoxville1301 Hannah Ave
Knoxville,TN37921 		62-6001636 501(c)(3) 60,500       2011 & 2012 General support
(26) University of TN Athletic DeptPO Box 15016
Knoxville,TN37901 		62-6001636 501(c)(3) 9,000       General support
(27) Emerald Youth Foundation1718 N Central St
Knoxville,TN37917 		62-1474791 501(c)(3) 17,500       General support fundraiser
(28) Thompson Cancer Center Foundation1915 White Ave
Knoxville,TN37916 		58-2130450 501(c)(3) 7,025       2011 Buddy's Race for a Cure
2
Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image
26
3
Enter total number of other organizations listed in the line 1 table ......................... . Bullet Image
1
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50055P
Schedule I (Form 990) 2011

Schedule I (Form 990) 2011
Page 2
Part III
Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Use Schedule I-1 (Form 990) if additional space is needed.
(a)Type of grant or assistance (b)Number of
recipients		 (c)Amount of
cash grant		 (d)Amount of
non-cash assistance		 (e)Method of valuation (book,
FMV, appraisal, other)		 (f)Description of non-cash assistance













Part IV
Supplemental Information. Complete this part to provide the information required in Part I, line 2, and any other additional information.
Identifier Return Reference Explanation
Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: Eligibility and selection criteria for charitable contributions from Covenant Health are determined by a review of a written proposal or similar documentation submitted by the requesting organization. Intended use of funds must be stated or evident in the proposal/documentation. Recipient organizations generally verify use of funds in one or more of the following ways: event publicity, follow-up reports or newsletters, sponsor recognition at a program or event, itemized receipts, year-end summaries.
Schedule I (Form 990) 2011


Additional Data


Software ID:  
Software Version:  


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
Covenant Health
 
Employer identification number

62-1646734
Part I
Questions Regarding Compensation
Yes
No
1a
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.
b
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....
1b
Yes
 
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? ....
2
Yes
 
3
Indicate which, if any, of the following the organization uses to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. 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.
4
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:
a
Receive a severance payment or change-of-control payment? ...............
4a
 
No
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? ........
4b
Yes
 
c
Participate in, or receive payment from, an equity-based compensation arrangement? ........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.
5
For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ...........................
5a
 
No
b
Any related organization? .........................
5b
 
No
If "Yes," to line 5a or 5b, describe in Part III.
6
For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization? ...........................
6a
 
No
b
Any related organization? .........................
6b
 
No
If "Yes," to line 6a or 6b, describe in Part III.
7
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............
7
 
No
8
Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................
8
 
No
9
If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990
Cat. No. 50053T
Schedule J (Form 990) 2011

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
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
(1) Anthony L Spezia (i)
(ii)		 924,445
0 		326,250
0 		1,241,947
0 		9,800
0 		15,907
0 		2,518,349
0 		759,468
0
(2) John T Geppi (i)
(ii)		 393,584
0 		237,900
0 		73,983
0 		9,800
0 		19,248
0 		734,515
0 		0
0
(3) James D Vandersteeg (i)
(ii)		 421,899
0 		174,000
0 		58,416
0 		9,800
0 		19,215
0 		683,330
0 		0
0
(4) William M Ward (i)
(ii)		 234,760
0 		76,794
0 		38,433
0 		9,800
0 		21,995
0 		381,782
0 		0
0
(5) Lawrence C Kleinman (i)
(ii)		 242,808
0 		25,000
0 		47,561
0 		22,672
0 		7,815
0 		345,856
0 		0
0
(6) Samuel R Buscetta (i)
(ii)		 69,528
0 		161,600
0 		80,704
0 		9,800
0 		6,048
0 		327,680
0 		0
0
(7) Janice McKinley (i)
(ii)		 185,371
6,287 		18,664
0 		18,522
357 		8,721
0 		8,064
295 		239,342
6,939 		0
0
(8) Michael R Belbeck Jr (i)
(ii)		 275,817
0 		104,450
0 		33,042
0 		9,800
0 		24,152
0 		447,261
0 		0
0
(9) Larry R Lassiter (i)
(ii)		 279,389
0 		81,725
0 		41,933
0 		10,597
0 		19,784
0 		433,428
0 		0
0
(10) Richard L Clark (i)
(ii)		 235,546
0 		6,778
0 		98,318
0 		9,800
0 		19,931
0 		370,373
0 		0
0
(11) Keith N Altshuler (i)
(ii)		 254,454
0 		26,896
0 		44,620
0 		9,800
0 		19,677
0 		355,447
0 		0
0
(12) Gordon E Lintz (i)
(ii)		 192,198
0 		55,350
0 		34,371
0 		9,800
0 		8,857
0 		300,576
0 		0
0




Schedule J (Form 990) 2011

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
  Part I, Line 1a Part I, Line 1a: Tax gross-up payments are provided to certain executives and managers. Additionally, housing allowances are provided to certain executives and managers in connection with relocation. These benefits are treated as taxable compensation to the recipients. Officers and Board members attending official Board retreats are offered a discretionary spending allowance that may be used for incidental spending and/or companion travel. The allowance is treated as taxable compensation to the recipient. In addition, Board members receive tax indemnification payments related to reportable compensation from the spending allowances, which are also treated as taxable compensation.
  Part I, Line 4b Part II, Anthony L. Spezia (compensated by Covenant Health, parent organization) - Column (B)(iii): Other reportable compensation. $1,010,702 of the total amount reported as "other reportable compensation" under Column (B)(iii) is the total amount accrued during years 2007, 2008, 2009, 2010 and 2011 under a 457(f) deferred compensation plan established for Mr. Spezia in year 2000. Amounts accrued in years 2007 through 2010 have been previously reported and included in compensation on Form 990 for the applicable year. Although all deferred amounts became fully vested and taxable in 2011, only 2007 accruals were distributed to Mr. Spezia in 2011. Accruals for 2008-2011 are distributable in future years. Consequently, the $1,103, 451 is comprised of the following: $586,516 accrued and previously reported as income on Form 990 for years 2008, 2009, and 2010; which is fully vested but has not been distributed $235,299 distributed in 2011, of which $172,952 was previously reported as income on Form 990 for year 2007, the remainder representing earnings on the deferred amount distributed $188,887 accrued in 2011, which is fully vested but has not been distributed
Schedule J (Form 990) 2011

Additional Data


Software ID:  
Software Version:  
Schedule K
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Information on Tax Exempt Bonds
SchKMediumBullet 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
Covenant Health
 
Employer identification number
62-1646734
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
Yes No Yes No Yes No
A Health Educ & Housing Facil Brd of Knox Co
  		62-1220275 499523UUO 12-20-2006 46,245,448 See Part VI.   X   X   X
B Health Educ & Housing Facil Brd of Knox Co
  		62-1220275 499523VR6 03-24-2011 103,700,000 See Part VI.   X   X   X
C Health Educ & Housing Facil Brd of Knox Co
  		62-1220275 noneavail 09-15-2011 135,500,000 See Part VI.   X   X   X
D Health Educ & Housing Facil Brd of Knox Co
  		62-1220275 noneavail 09-15-2011 125,000,000 See Part VI.   X   X   X
Part II
Proceeds
A B C D
1 Amount of bonds retired . . . . . . . . . . . . . 122,000,000 122,000,000 35,500,000  
2 Amount of bonds legally defeased . . . . . . . . . . 23,755,001      
3 Total proceeds of issue . . . . . . . . . . . . . 46,245,448 103,700,000 135,500,000 125,000,000
4 Gross proceeds in reserve funds . . . . . . . .        
5 Capitalized interest from proceeds . . . . . . . . . .        
6 Proceeds in refunding escrows . . . . . . . . . . . 18,647,502      
7 Issuance costs from proceeds . . . . . . . . . . . 506,941      
8 Credit enhancement from proceeds . . . . . . . . . .        
9 Working capital expenditures from proceeds . . . . . . .        
10 Capital expenditures from proceeds . . . . . . . . . . 21,983,506   29,917,819  
11 Other spent proceeds . . . . . . . . . . .        
12 Other unspent proceeds . . . . . . . . . . . 70,082,181   70,082,181  
13 Year of substantial completion . . . . . . . . . . . 2010 2006 2010
Yes No Yes No Yes No Yes No
14 Were the bonds issued as part of a current refunding issue? . . . .   X X   X   X  
15 Were the bonds issued as part of an advance refunding issue? . . . . X     X   X   X
16 Has the final allocation of proceeds been made? . . . . . . X   X     X X  
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . X   X   X   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   X   X   X
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . .   X   X   X   X
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50193E
Schedule K (Form 990) 2011
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   X   X   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   X   X   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 . . SchKMediumBullet 0.00000%   % 0.00000% 0.00000%
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 . . . . . . . SchKMediumBullet 0.00000%   % 0.00000% 0.00000%
6 Total of lines 4 and 5 . . .. . . . . . . . . 0.00000%   % 0.00000% 0.00000%
7 Does the bond issue meet the private security or payment test? . . . X     X X   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     X X   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   X   X   X
2 Is the bond issue a variable rate issue?   X X   X   X  
3a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?   X   X   X   X
b Name of provider . . . . . . . .  
  		 
  		 
  		 
 
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   X   X   X
b Name of provider . . . . . .  
  		 
  		 
  		 
 
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   X   X   X
6 Did the bond issue qualify for an exception to rebate? .   X   X   X   X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .   X   X   X   X
Schedule K (Form 990) 2011

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? . . . . . . . . . . . . . .
Part VI
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule K (see instructions).
Identifier Return Reference Explanation
    Schedule K, Part I, Column (F) Bond issues - description of purpose: Bond Issue A - These capital appreciation bonds were initially related to a larger bond issue, subsequently refinanced as noted below, the majority of which were used to build a replacement hospital and cancer treatment center in Sevier County and to make numerous renovations and improvements at all the member hospitals. A portion of the capital appreciation bonds were used for the refunding of bonds issued December 12, 2002. Bond Issue B - These bonds were issued for the partial refunding of bonds issued December 12, 2002. Bond Issue C - $35,500,000 relates to the conversion of a portion of the bonds issued December 20, 2006. All other proceeds are designated to build a replacement hospital in Roane County and for various facility and equipment improvements and additions at other affiliates. Bond Issue D - These bonds relate to the conversion of a portion of the bonds issued December 20, 2006.
Schedule K (Form 990) 2011

Additional Data


Software ID:  
Software Version:  

Schedule L
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
Transactions with Interested Persons
MediumBullet Complete if the organization answered
"Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c,
or Form 990-EZ, Part V lines 38a or 40b.
MediumBullet Attach to Form 990 or Form 990-EZ. MediumBulletSee separate instructions.
OMB No. 1545-0047
2011
Open to Public Inspection
Name of the organization
Covenant Health
 
Employer identification number

62-1646734
Part I
Excess Benefit Transactions (section 501(c)(3) and section 501 (c)(4) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.
1(a) Name of disqualified person (b) Description of transaction (c) Corrected?
Yes No





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

Part II
Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 26, or Form 990-EZ, Part V, line 38a.
(a) Name of interested person and purpose (b) Loan to or from the organization? (c)Original principal amount (d)Balance due (e) In default? (f) Approved by board or committee? (g)Written agreement?
To From Yes No Yes No Yes No
Total ...............Small Bullet $  
Part III
Grants or Assistance Benefitting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.
(a) Name of interested person (b)Relationship between interested person and the organization (c)Amount of grant or type of assistance
For Privacy Act and Paperwork Reduction Act Notice, see the
Instructions for Form 990 or 990-EZ.
Cat. No. 50056A
Schedule L (Form 990 or 990-EZ) 2011
Schedule L (Form 990 or 990-EZ) 2011
Page 2
Part IV
Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of transaction (d) Description of transaction (e) Sharing of organization's revenues?
Yes No
(1) First Tennessee Bank
  		Independent contractor 159,842 Investment management   No
Part V
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule L (see instructions).
Identifier Return Reference Explanation
Schedule L (Form 990 or 990-EZ) 2011

Additional Data


Software ID:  
Software Version:  




SCHEDULE M
(Form 990)

Department of the Treasury
Internal Revenue Service
NonCash Contributions
Right pointing arrow large imageComplete if the organization answered "Yes" on Form 990, Part IV, lines 29 or 30.
Right pointing arrow large image Attach to Form 990.
OMB No. 1545-0047
2011
Open to Public Inspection
Name of the organization
Covenant Health
 
Employer identification number

62-1646734
Part I
Types of Property
(a)
Check if applicable 		(b)
Number of Contributions or items contributed 		(c)
Noncash contribution amounts reported on
Form 990, Part VIII, line 1g 		(d)
Method of determining
noncash contribution amounts
1 Art—Works of art .... X 21 17,534 Retail value,expert
2 Art—Historical treasures .        
3 Art—Fractional interests ..        
4 Books and publications .. X 50 FMV
5 Clothing and household
goods ....... 		X 56,827 Various
6 Cars and other vehicles ..        
7 Boats and planes ....        
8 Intellectual property ...        
9 Securities—Publicly traded .        
10 Securities—Closely held stock .        
11 Securities—Partnership, LLC,
or trust interests .... 		       
12 Securities—Miscellaneous ..        
13 Qualified conservation
contribution—Historic
structures ..... 		       
14 Qualified conservation
contribution—Other ... 		       
15 Real estate—Residential .        
16 Real estate—Commercial ..        
17 Real estate—Other ...        
18 Collectibles ..... X 1 200 Comparables
19 Food inventory ... X 3 2,600  
20 Drugs and medical supplies .        
21 Taxidermy ......        
22 Historical artifacts ....        
23 Scientific specimens ..        
24 Archeological artifacts ...        
25 Other Right pointing arrow large image ( Gift cards/certificates/tickets ) X 18 5,886 Retail or face value
26 Other Right pointing arrow large image ( Donated services/use of facilities ) X 1 5,000 Retail value
27 Other Right pointing arrow large image( )
28 Other Right pointing arrow large image ( )
29
Number of Forms 8283 received by the organization during the tax year for contributions
for which the organization completed Form 8283, Part IV, Donee Acknowledgement ...
29
 
Yes
No
30a
During the year, did the organization receive by contribution any property reported in Part I, lines 1-28 that it
must hold for at least three years from the date of the initial contribution, and which is not required to be used
for exempt purposes for the entire holding period? ..................
30a
 
No
b
If "Yes," describe the arrangement in Part II.
31
Does the organization have a gift acceptance policy that requires the review of any non-standard contributions?
31
 
No
32a
Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash
contributions? ............................
32a
 
No
b
If "Yes," describe in Part II.
33
If the organization did not report revenues in column (c) for a type of property for which column (a) is checked,
describe in Part II.
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 51227J
Schedule M (Form 990) 2011
Schedule M (Form 990) 2011
Page 2
Part II
Supplemental Information. Complete this part to provide the information required by Part I, lines 30b,
32b, and 33 and whether the organization is reporting in Part I, column (b) the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information.
Identifier Return Reference Explanation
Schedule M (Form 990) 2011
Additional Data


Software ID:  
Software Version:  
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
Covenant Health
 
Employer identification number

62-1646734
Identifier Return Reference Explanation
Organization Mission Statement Form 990, Part III, Line 1 In 1996 two healthcare systems - Fort Sanders Alliance and MMC Healthcare System of Oak Ridge consolidated to form what is known today as Covenant Health. The two organizations, which had a combined legacy of more than 100 years of service in East Tennessee, united with the strong belief that by working together, they could do more for their communities than they could alone. Nearly two decades later, the connections Covenant Health has forged with East Tennessee communities have strengthened as the health system has worked in tandem with area leaders, businesses and organizations to provide excellent local healthcare. In recent years Covenant Health has opened replacement hospitals, outpatient centers and clinics; made innovative technology and medical advances available, and achieved national recognition for quality care and service excellence. As a tax-exempt health system, Covenant Health reinvests every dollar for the benefit of the community, not profitability or shareholder interests. As the largest private employer in the greater Knoxville area, Covenant Health's staff of more than 10,000 supports local communities by purchasing goods and services, participating in local activities, and contributing volunteer time and leadership in local organizations. Covenant Health is both committed to and connected to the communities it serves, as it lives out the health system's mission. COVENANT HEALTH'S MISSION We serve the community by improving the quality of life through better health. COVENANT HEALTH'S VALUES In service to God and community, we value: Integrity, Quality, Service, Caring, Developing People, and Using Resources Wisely. COVENANT HEALTH'S VISION Covenant Health's clinical and service excellence will make us the first and best choice for patients, employees, physicians, employers, volunteers, and the community. COVENANT HEALTH MEMBER ORGANIZATIONS AND SERVICES The Covenant Health System ("the System") provides comprehensive health care services throughout East Tennessee. Headquartered in Knoxville, Tennessee, Covenant Health and its affiliates seek to provide affordable, superior healthcare to patients through continued operation of both acute care and non-hospital programs. The System includes seven acute care hospitals with a total of more than 1,700 licensed beds, a behavioral health hospital, and numerous outpatient services and clinics. The System also includes specialty providers of behavioral, oncology and rehabilitation services, along with home health care, physician clinics, community wellness programs and managed care products and services. Member organizations and programs are listed by name below. Hospitals and Other Healthcare Providers: Covenant Homecare and Hospice Fort Loudoun Medical Center Fort Sanders Perinatal Center Fort Sanders Regional Medical Center LeConte Medical Center Methodist Medical Center of Oak Ridge Morristown-Hamblen Healthcare System Parkwest Medical Center Peninsula Hospital, a Division of Parkwest Medical Center Roane County Medical Center Thompson Cancer Survival Center Thompson Oncology Group Outpatient and Specialty Care Departments, and Joint Ventures: Fort Sanders Sevier Nursing Home Fort Sanders West Diagnostic Center Fort Sanders West Outpatient Surgery Center Morristown Regional Diagnostic Center Patricia Neal Rehabilitation Center Peninsula Outpatient Centers Surgery-Endoscopy Center of Morristown Foundations: Fort Sanders Foundation Methodist Medical Center Foundation Morristown-Hamblen Hospital Foundation Thompson Cancer Survival Center Foundation CONNECTING WITH OUR COMMUNITIES THROUGH QUALITY CARE Covenant Health delivers quality care in local settings, with services designed to meet the needs of our communities. The acute care hospitals located in Knoxville and surrounding areas comprise the foundation of the health system. They offer comprehensive care provided by board certified medical staffs, including emergency care, specialty services, and a full range of diagnostics and treatment. When specialty care is needed, Covenant Health provides: * Innovative cancer care and technologies to deliver radiation therapy and other cancer treatment at facilities affiliated with Thompson Cancer Survival Center in Knox and surrounding counties. * Nationally recognized care for patients suffering from physical disabilities, stroke and traumatic brain injury at Fort Sanders Regional Medical Center's Patricia Neal Rehabilitation Center. * Rehabilitation services including physical therapy, speech therapy, sports medicine, and specialized therapy such as hand therapy and vestibular (balance) rehabilitation are offered at a dozen Covenant Therapy Centers locations. In addition, more than 30 affiliated physician clinics throughout the region offer convenient access to primary and specialty care. BEHAVIORAL HEALTH - A COMMITMENT TO ESSENTIAL SERVICES Covenant Health provides comprehensive behavioral health services under the auspices of Peninsula, a Division of Parkwest Medical Center ("Peninsula"). Peninsula operates a behavioral health hospital and outpatient centers for treatment of addictive behaviors, depression, and other mental health issues. With 75 years of combined experience, Peninsula organizations have helped thousands of people recover from disorders and dependencies and lead healthy, positive and productive lives. In 2012 the State of Tennessee announced the closing of Lakeshore Mental Health Institute in Knoxville, as Tennessee moves toward more community-based mental health services. In response, Covenant Health announced that Peninsula would do everything it could to help the vulnerable population Lakeshore served. Peninsula pledged to take as many Lakeshore patients as it feasibly could, adding staff (including some former Lakeshore employees) and expanding facilities to handle the expected influx. It is not the first time the State has sought Peninsula's help. When Lakeshore closed its child and adolescent program in 2004, Peninsula became the only child and adolescent inpatient psychiatric facility between Chattanooga and Johnson City, Tennessee. COMMUNITY CELEBRATES PROGRESS FOR NEW ROANE COUNTY MEDICAL CENTER "One Community. One Hospital" is the theme of progress for the new Roane County Medical Center, a replacement hospital for the current facility in Harriman. The new facility is under construction near the Midtown exit off I-40, and scheduled to open in February 2013. About 200 people attended a mid-progress celebration in Spring 2012 at the hospital construction site. Covenant Health President Tony Spezia welcomed guests and introduced dignitaries, including legislative representatives, Roane County leaders, Covenant Health board members, and others. The celebration included a time capsule where speakers could place items that represent the legacy and future of Roane County Medical Center. Items will be placed in the time capsule until it is sealed in February 2013. Gaye Jolly, the President and CAO of Roane County Medical Center, said employees and physicians look forward to continuing recent quality accomplishments and the hospital's tradition of excellent care for every patient in the new facility. Key features of the new hospital include all private, modern patient rooms with large natural light windows, 15 emergency suites, technologically-advanced surgery suites, and enlarged and modern nursing units. Patient drop-off and pick-up areas will be available, as well as free parking in more than 500 parking spots. Patients and visitors can enjoy freshly prepared meals in the new Three Rivers Cafe. The new medical center campus will be wired with new and innovative technologies including computer systems, information technologies and hardware for transition to electronic medical records. Adjacent to the hospital will be a new professional office building, which will be home to medical professionals including Thompson Oncology Group, Roane Medical Patricia Neal Outpatient Center, and Roane Medical Cardiopulmonary Rehabilitation. Thompson Oncology Group will be staffed with board-certified oncology physicians, who will have access to nationally-acclaimed multidisciplinary cancer care through Thompson Cancer Survival Center. Roane Patricia Neal Outpatient Center will feature an in-ground therapy pool complete with a built-in treadmill, and Roane Cardiopulmonary Rehabilitation will offer a new, state-of-the-art telemetry monitoring system.
    CARDIAC INNOVATIONS FOR THE HEARTS OF EAST TENNESSEE Innovative Valve Centers Offer Specialty Cardiac Care The most complex cardiovascular problems can now be treated in Knoxville. Covenant Health is debuting Valve Centers at Parkwest, Fort Sanders Regional, and Methodist Medical Centers. Valve centers are staffed by experienced cardiovascular surgeons, cardiologists, nurses and other professional medical staff who are educated in the latest protocols. The coordination of care made possible by the Valve Centers will help Covenant Health hospitals deliver better outcomes, with fewer complications and higher survival rates. A new $2.6 million "hybrid" operating room opened this spring at Parkwest Medical Center and is used by Covenant Health physicians primarily for cardiac and vascular procedures. A hybrid operating room combines the best of a traditional surgical suite with large imaging equipment such as real-time X-ray and CT in a sterile setting. Hybrid operating rooms allow surgeons to perform combined open, minimally invasive, image-guided and/or catheter-based procedures in the same operating room. Patients facing aortic aneurysm surgery or aortic valve replacement may have a less invasive option and a quicker recovery. COVENANT HEALTH PERFORMS REGION'S FIRST BREAKTHROUGH TAVR PROCEDURE What if a heart valve could be replaced without surgically opening the chest cavity? That is now a reality for some patients. Parkwest Medical Center is one of only 140 sites in the nation and the first Knoxville hospital to offer Trans Aortic Valve Replacement (TAVR), an innovative procedure to replace diseased aortic valves. TAVR is appropriate for some high-risk patients with severe aortic stenosis (narrowing of the aortic valve opening) who are not candidates for surgery. In the United States, TAVR continues to be studied as part of the PARTNER (Placement of Aortic Transcatheter Valves) trial which studied inoperable patients with severe symptomatic aortic stenosis. Covenant Health has been selected by Edwards Lifesciences as the only entity in Knoxville to have surgeons trained in the TAVR procedure. STANDING STRONG FOR THE COMMUNITIES WE SERVE As a tax-exempt organization governed by a voluntary Board of Directors, Covenant Health reinvests excess revenues after expenses in improving patient care. Since 2000 Covenant Health has invested nearly $1 billion in facilities, technologies, programs and services. No other health system in East Tennessee in this decade has approached Covenant Health's investment in clinical and medical information technology, and new, renovated and expanded hospitals and services. The current economic environment has been particularly difficult and challenging for healthcare organizations, and has included cuts in reimbursement for services and the sale or closure of hospitals in our region. Covenant Health is committed to standing strong, and to the wise use of the health system's resources. Despite operating results at roughly a break-even level over the last five years, a strong balance sheet has allowed Covenant Health to continue providing substantial care to those with limited resources. In 2011 Covenant Health provided more than $150 million in charity and uncompensated care. CONNECTING MEDICAL COMMUNITIES WITH ADVANCED TECHNOLOGY When one thinks of technology, machines are often thought of - not only imposing-looking diagnostic equipment, but smaller electronic tools such as computers and hand-held devices. Often the concept of technology revolves around the hardware seen in healthcare settings. Using Technology to Achieve Quality Covenant Health's data center includes over 850 servers and 200 terabytes of storage capacity that are available to each hospital across the system via a high-speed gigabit network. The system is progressing toward a national meaningful use mandate, where healthcare organizations are challenged to use data in ways that improve patient safety and outcomes while paying close attention to information security. Some Covenant Health meaningful use initiatives include computerized patient order entry, real-time medication alerts to prevent allergy or drug interactions, and automated evidence-based care processes so that physicians and caregivers have immediate access to information about best practices. Other initiatives include computer-generated review and reconciliation of the patient's medications upon admission to the hospital, and delivery of relevant clinical information to the case management system in order to plan appropriate post-discharge care. Beyond Health System Boundaries Covenant Health is also leading the charge to expand technology benefits by participants beyond the system. The East Tennessee Health Information Network is a collaboration of leaders at other tax exempt health systems to create what will eventually be an electronic community of care that will encompass 17 counties in East Tennessee. The local initiative supports national efforts to move to electronic health records and create secure networks for sharing information through a health information exchange. REACHING OUT TO CREATE A HEALTHIER EAST TENNESSEE To improve the health of the community, Covenant Health reaches beyond hospital walls. Local initiatives and partnerships create opportunities to interact with people of all ages and encourage healthier lifestyles. * In Knoxville nearly 7,000 people participated in the 2012 Covenant Health Knoxville Marathon, which attracted local runners and hand cyclists, as well as competitors from throughout the U.S. and other countries. * The Covenant Kids Run attracted over 1,000 children who participated in a "marathon" of activities over a period of several weeks, culminating in a run to Neyland Stadium on the day before the Covenant Health Knoxville Marathon. * Covenant Health's Body Works program makes community fitness classes convenient, affordable, and fun. With more than 80 classes offered weekly throughout East Tennessee, Body Works offers a variety of exercise options for adults of all ages and fitness levels. * Covenant Health was the fitness sponsor of the Dogwood Arts Festival, held annually in April. Fitness activities included several outdoor walks, Bikes and Blooms bike rides on local dogwood trails, and a Dogwood Mile run and Kids Race held in downtown Knoxville. * Covenant Passport is a free membership program for adults age 50 and older. The program encourages healthy, active lifestyles through a newsletter, community presentations, health screenings, and travel/recreation opportunities. Nearly 25,000 members are currently enrolled. * Covenant Health annually sponsors M*A*S*H* Camp at Methodist Medical Center to give high school students a sneak preview of healthcare career options and a chance to job shadow professionals in several hospital departments. * Covenant HomeCare Hospice helps children grieving the loss of a loved one through Katerpillar Kids Camp, offered with the support of Variety-The Children's Charity. The camp is staffed by health system volunteers and helps children in grades 1-12 express their feelings in a supportive environment while enjoying camp activities. * Morristown-Hamblen's Wellness of Women is dedicated to improving the lives of area women and their families. The program sponsors events such as an annual Girls' Night Out, which offers free health screenings and encourages women to have fun while learning to stay healthy. * Fort Sanders Regional Medical Center's Patricia Neal Rehabilitation Center leads the Innovation Recreation Cooperative, a collaboration of groups and individuals who help disabled persons enjoy leisure and recreation activities such as water skiing and cycling. * Fort Loudoun Medical Center sponsors "Let's Move Day" for area children and their families, featuring a day of games and activities, healthy snacks, and fitness checks.
    HEARTFELT CONNECTIONS INCREASE AWARENESS OF WOMEN AND HEART DISEASE The latest advancement in reducing heart disease in women is not a new test or treatment. Women can dramatically reduce their risks of developing heart disease by doing just four things - eating right, being physically active, not smoking, and maintaining a healthy weight. According to the most current research 62 percent of women are aware that heart disease is the number one killer of women. But many women still fail to take their risks personally or seriously. The Heart Truth Champions of Covenant Health are reaching out to help women understand that heart disease risk is a personal thing. Covenant Health was selected by the National Heart Lung and Blood Institute and the Office on Women's Health as one of a handful of sites across the United States to initiate a Heart Truth Champions program. Twelve Heart Truth Champion volunteers were selected based on their involvement in community health education activities, and their willingness to create and participate in local events to raise awareness of women and heart disease. SIX NUMBERS AT THE HEART OF GOOD HEALTH What you measure, you improve. That was the goal of Know Your Six, Chicks, a year-long community campaign to help women fight heart disease through awareness of six measures of heart health: blood pressure, cholesterol, fasting glucose, body mass index (BMI), physical activity and sleep habits. The campaign included heart health information, Lunch and Learns, community screenings, an interactive website and online health assessment, and mobile blood pressure screening units placed at local businesses. Know Your Six, Chicks is estimated to have directly reached just over 10,000 participants. Local businesses played an important role in Know Your Six, Chicks, providing locations for mobile Heart Centers and even providing spokespersons for the initiative. In addition to business participation, Know Your Six, Chicks also reached out to community centers, church locations, cultural events and trade shows - and expanded to include men in its outreach efforts. CONNECTING TO THE FUTURE THROUGH EDUCATION Covenant Health actively supports education programs for future nurses and other healthcare professionals. One example is the health system's partnership with Tennessee Wesleyan College-Fort Sanders Nursing, ("TWC"). The program offers a bachelor's degree in nursing through TWC in Athens, Tennessee, with classroom and clinical training opportunities at the school's Knoxville campus and at Covenant Health organizations. The collaboration has been in place for more than 10 years. This past Spring of 2012, more than 70 nursing students graduated from TWC. In summer 2012 the program launched an online RN-to-BSN degree designed especially for professional nurses who want to earn a baccalaureate degree while still continuing their nursing responsibilities. In addition to the TWC partnership, Covenant Health provides clinical training opportunities for students in health career programs at other area universities, community colleges and post-secondary schools, and has affiliation agreements with more than 100 schools across the country. COMMUNITY LEADERS PLAY KEY ROLES IN FOUNDATIONS' EVENTS AND PROGRAMS The Covenant Health Office of Philanthropy coordinates the philanthropic contributions of individuals and businesses throughout East Tennessee and beyond. Fund raising efforts are coordinated by four foundations: Fort Sanders Foundation, Methodist Medical Center Foundation, Morristown-Hamblen Hospital Foundation, and Thompson Cancer Survival Center Foundation. During the past year these foundations received contributions of about $4 million to help provide new equipment and facilities at the hospitals, staff training, and provide assistance to patients. While the Foundations coordinate community events and fund raisers, local community involvement is critical to the success of the events. CARING FOR THOSE UNABLE TO PAY One of the most tangible expressions of the charitable purpose of Covenant Health is providing care to people in need. As a tax-exempt system, Covenant Health provides medically necessary services to people with limited resources. Covenant Health actively participates in the state's TennCare program, and collaborates with other area providers to identify and support efforts to make community healthcare resources available for those in need. 2011 Summary of Community Benefit Totals for Uncompensated Care* Charity Care. . . . . . . . . . . . . . .$44 million TennCare . . . . . . . . . . . . . . . . $52 million Medicare . . . . . . . . . . . . . . . . . $60 million Total Uncompensated Care. . $156 million *Care which costs more to provide than reimbursements from state and national programs cover. Covenant Health provides community benefit that far exceeds the value of its tax-exempt status.
  Form 990, Part VI, Section B, line 11 Part VI, Section B, Line 11: Covenant Health is a large integrated health system which files twelve Forms 990. Annually, at the September Finance Committee meeting, one of the twelve 990's is selected (a different entity each year) for distribution to each member of the Committee. Management then reviews in detail each of the Form 990 schedules and describes variances between entities, if any. The remaining eleven Forms are made available for review by any committee member. The same presentation is made to the Covenant Health Board of Directors at the October meeting. All twelve Forms 990 are then made available to all Board members for their review throughout the month of October.
  Form 990, Part VI, Section B, line 12c Board members, officers and employees are required to adhere to rules and policies regarding conflicts of interest. Covenant Health distributes a Board-approved employee handbook to all employees. The hand book covers among other subjects, conflicts of interest. Additionally, managers are required to complete and sign an annual management certification that addresses conflicts of interest. Board members' conflicts of interests are dealt with in the corporate bylaws, and Board members are required to complete and sign a conflict of interest questionnaire on an annual basis. The Integrity Compliance Office maintains records that contain conflict of interest information obtained from Board members, officers and employees. These records are available to be queried prior to engaging in business transactions. The Integrity Compliance Officer initially reviews all conflict of interest data. Based on this information, the officer determines what conflicts of interest exist at that point in time. Between times when surveys are collected Board members are expected to disclose any new conflicts that have arisen that affect pending Board decisions. As well, managers and other employees are expected to report conflicts to the Integrity Compliance Officer as they arise. Depending on the nature of the conflict and the circumstances surrounding the conflict and transaction, the Integrity Compliance Officer, Senior Leadership, or the Board of Directors may review the conflict of interest. Where appropriate these bodies may also consult legal counsel. Restrictions imposed on persons with a conflict of interest are determined on a case by case basis. For Covenant Health employees, the Integrity Compliance Officer in conjunction with Executive Leadership determines how to appropriately handle the conflict. In any conflict involving a Board member, such member is expected to excuse himself or herself from voting on matters that give rise to the conflict.
  Form 990, Part VI, Section B, line 15 Form 990, Part VI, Section B, Line 15a: Annual compensation for Covenant Health's President and CEO, Anthony L. Spezia, is determined by the Compensation Committee of the Covenant Health Board of Directors,("the Committee") which is composed of independent members of the board and chaired by the chairman of the board. The Committee is guided in its decision-making process by an independent, nationally recognized executive compensation consultant experienced in advising nonprofit hospital boards ("consultant") whose services include: (1) providing pay comparisons with market comparables; (2) recommending salary ranges and annual base salary adjustments; (3) designing incentive compensation and deferred compensation components of the CEO's total compensation package; (4) reviewing benefits and perquisites; and (5) certifying as to the reasonableness of total annual compensation. The consultant analyzes and makes recommendations with respect to the CEO's total compensation package through analysis of CEO compensation data for comparable healthcare nonprofit health systems in the United States. The systems selected for comparison are similar to Covenant Health in size, revenue, total assets, number of full time employees and services provided. Covenant Health's current compensation methodology includes setting base salary at, or near the midpoint recommended by the consultant based on the CEO's experience and market conditions. In addition, annual incentive bonus compensation may be awarded upon achievement of established targets. Bonus opportunity ranges from 35-50% of base salary depending upon the executive's performance. The CEO also earns forfeitable, deferred compensation, the amount of which depends upon the amount of any annual bonus awarded. As a part of its CEO performance evaluation process, the Committee asks each member of the board of directors to submit a written evaluation of the CEO's performance using an evaluation form prepared by an independent audit firm. This information is collected, collated, and reported to the Committee by the audit firm; however, results are "blinded" so that individual board members are not identified. The collated results are shared with the CEO as part of the evaluation process. Any increase in base salary, award of annual bonus, or changes in overall compensation methodology are made by the Committee after discussion with and advice of the consultant and conditioned upon the consultant's determination that such decisions result in total annual compensation that is reasonable and within a fair market value range. Once the annual performance evaluation is completed, the chairman and at least one other member of the Committee meet with the CEO and share the Committee and board's evaluation of his prior year's performance, communicate his performance goals for the upcoming year, and inform him of the Committee's actions with respect to any annual bonus award for the prior year and any base salary adjustment for the upcoming year. Minutes of the actions of the Committee are recorded and kept on file. In addition, all determinations of the Committee with respect to the CEO's compensation are reported to and ratified by the full board of directors. Form 990, Part VI, Section B, Line 15b: Base salaries and annual bonus opportunities for Key Executives (*1) are set by the Covenant Health CEO or Executive Vice President-Human Resources, subject to approval of the Compensation Committee of the Covenant Health Board of Directors ("the Committee"), after review by and discussion with the executive compensation consultant ("the consultant") to insure that total compensation for each executive is reasonable and within a fair market value range. Salary ranges for each executive position are based upon the recommendations of the consultant made after comparison with similar jobs in similar size health systems across the nation. Bonuses are recommended by the CEO and approved by the Committee conditioned upon receipt of a written opinion from the consultant that total compensation for each Key Executive is reasonable and consistent with fair market value. Base salaries are initially targeted at midpoint and vary according to the individual's experience, market conditions and competition. Annual bonuses are designed to award 0 - 45% for the EVP's, and 0 - 35% for the SVP's and CAO's of base salary based upon system performance and accomplishment of certain targets established by the CEO. (*1) KEY EXECUTIVES: Covenant Health employees: John T. Geppi, EVP-Chief Financial Officer James D. Vandersteeg, EVP-Hospital Operations Lawrence C. Kleinman, EVP-Human Resources Samuel R. Buscetta, EVP-Human Resources William M. Ward, SVP-Chief Information Officer Janice McKinley, SVP-Quality, Safety & Nursing Operations Related organization employees compensated by Covenant Health: Keith Altshuler, President & CAO of Fort Sanders Regional Medical Ctr. Michael R. Belbeck, Jr., President & CAO of Methodist Medical Center Larry R. Lassiter, President & CAO of Parkwest Medical Center Ellen F. Wilhoit, President & CAO of LeConte Medical Center Jeffrey Feike, President & CAO of Fort Loudoun Medical Center James Gann, President & CAO of Roane Medical Center Richard Clark, President & CAO of Morristown Hamblen Medical Center
  Form 990, Part VI, Section C, line 19 Form 990, Part VI, Section C, Line 19: Per its tax exempt bond provisions, Covenant Health, is required to file quarterly and annual consolidated and obligated group financial statements in addition to other documentation, with various bond insurers and other agencies, including the Electronic Municipal Market Access, EMMA ,website. Any member of such a repository has access to these financial statements.
Average Hours Per Week/Contact Addresses for Highest Compensated Employees: Form 990, Part VI, Section A, Line 9 & Part VII, Section A Covenant Health compensates the Presidents and CAOs of its member hospitals in its role as a supporting organization. Average hours worked per week by the following persons are reported on the Form 990 of the facility for which they work. Their contact addresses are provided here, as well. Michael R. Belbeck, Jr. Methodist Medical Center 990 Oak Ridge Turnpike Oak Ridge, TN 37830 Larry R. Lassiter Parkwest Medical Center 9352 Park West Boulevard Knoxville, TN 37923 Richard Clark 3102 Hampton Circle Morristown, TN 37814 Keith Altshuler Fort Sanders Regional Medical Center & Fort Sanders Perinatal Center 1901 Clinch Avenue Knoxville, TN 37916 Gordon Lintz Morristown-Hamblen Healthcare System 908 West Fourth North Morristown, TN 37814 All other persons listed in Part VII, Section A may be contacted at the organization's address.
Changes in Net Assets or Fund Balances: Form 990, Part XI, line 5: Net unrealized losses on investments: -17,251,918. Book/Tax Diff in Income(Loss) from Partnerships/Trusts -13,371,470. UBI Accrual -5,230. Return of capital from subsidiaries 150,771. Capital contributed to subsidiaries -32,937,198. Change in 457(b) unrealized gain/loss -176,935. Total to Form 990, Part XI, Line 5: -63,591,980.
  Form 990, Part XII, Line 2c: The Finance Committee of the Board of Directors assumes responsibility for oversight of the audit of the consolidated financial statements and selection of an independent accountant.
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:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.

OMB No. 1545-0047
2011
Open to Public Inspection
Name of the organization
Covenant Health
 
Employer identification number

62-1646734
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
Yes No
(1) Fort Sanders Regional Medical Center

1901 W Clinch Avenue

Knoxville,TN37916
62-0528340 		Acute care hospital TN 501(c)(3) Line 3 Covenant Health
 
 
No
(2) Parkwest Medical Center

9352 Park West Boulevard

Knoxville,TN37923
58-1897274 		Acute care hospital & behavioral services TN 501(c)(3) Line 3 Covenant Health
 
 
No
(3) Methodist Medical Center

990 Oak Ridge Turnpike

Oak Ridge,TN37830
62-0636239 		Acute care hospital TN 501(c)(3) Line 3 Covenant Health
 
 
No
(4) LeConte Medical Center

742 Middle Creek Road

Sevierville,TN37862
62-1114867 		Acute care hospital TN 501(c)(3) Line 3 Covenant Health
 
 
No
(5) Roane County Medical Center dba Roane Medical Center

412 Devonia St

Harriman,TN37748
68-0673354 		Acute care hospital TN 501(c)(3) Line 3 Covenant Health
 
 
No
(6) Fort Loudoun Medical Center

550 Fort Loudoun Medical Ctr Dr

Lenoir City,TN37772
62-1373691 		Acute care hospital TN 501(c)(3) Line 3 Covenant Health
 
 
No
(7) Thompson Cancer Survival Center

1915 White Avenue

Knoxville,TN37916
62-1250943 		Cancer treatment facility TN 501(c)(3) Line 3 Covenant Health
 
 
No
(8) Thompson Oncology Group

1915 White Avenue

Knoxville,TN37916
62-1619239 		Oncology services TN 501(c)(3) Line 3 Covenant Health
 
 
No
(9) Fort Sanders Foundation

280 Fort Sanders West Blvd Ste 100

Knoxville,TN37922
62-1748601 		Fundraising and patient outreach TN 501(c)(3) Line 11a, I Covenant Health
 
 
No
(10) Covenant Homecare

3001 Lake Brook Blvd Ste 101

Knoxville,TN37909
62-1623114 		Home health services TN 501(c)(3) Line 9 Covenant Health
 
 
No
(11) Fort Sanders Perinatal Center

501 19th St Ste 304

Knoxville,TN37916
04-3760551 		High risk obstetrical services TN 501(c)(3) Line 3 Covenant Health
 
Yes
 
(12) Morristown-Hamblen Hospital Assoc dba M-H Healthcare System

908 W 4th North St

Morristown,TN37814
62-0545814 		Acute care hospital TN 501(c)(3) Line 3 Covenant Health
 
 
No
(13) Thompson Cancer Survival Center Foundation

1915 White Avenue

Knoxville,TN37916
58-2130450 		Fundraising and patient outreach TN 501(c)(3) Line 11a, I Thompson Cancer Survival Center
 
 
No
(14) Morristown Regional Cancer Center LLC

908 W 4th North St

Morristown,TN37814
20-0916364 		Cancer treatment facility TN 501(c)(3) Line 3 Morristown-Hamblen Hospital Association
 
 
No
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2011
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 V—UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) Endoscopy Center of Oak Ridge LLC

988 Oak Ridge Turnpike Ste 220
Oak Ridge,TN37830
62-1667358 		Outpatient medical facility TN N/A
                  
(2) Fort Sanders West OP Surgery Ctr LLC

210 Fort Sanders West Blvd Ste 106
Knoxville,TN37922
62-1366907 		Outpatient surgery center TN N/A
                  
(3) Fort Sanders West Associates

280 Fort Sanders West Blvd Ste 214
Knoxville,TN37922
62-1384171 		Building ownership TN N/A
                  
(4) Assoc of the Meridian Health Outpatient Surgery Ctr LLC

908 W 4th North St
Morristown,TN37814
86-1167487 		Outpatient surgery center TN N/A
                  
(5) Tellico Senior Living LLC

PO Box 308
Caryville,TN37714
36-4353505 		Retirement village TN N/A
                  
(6) KOSC Properties LLC

260 Fort Sanders West Blvd Ste 200
Knoxville,TN37922
26-2444076 		Building ownership TN N/A
                  
(7) Knoxville Orthopaedic Surgery Center LLC

260 Fort Sanders West Blvd Ste 200
Knoxville,TN37922
26-2437385 		Orthodopaedic surgery TN N/A
                  
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) Fortress Corporation
280 Ft Sanders West Blvd Suite 214
Knoxville,TN37922
62-1308885 		Management company TN N/A
 C      
(2) KASC Acquisition Company Inc
1420 Centerpoint Blvd Bldg C
Knoxville,TN37932
26-3400984 		Real estate holdings TN N/A
 C      
(3) Covenant Medical Management Inc
280 Ft Sanders West Blvd Suite 205
Knoxville,TN37922
62-1282917 		Physician practice management TN N/A
 C      
(4) Knoxville Heart Group
1819 Clinch Avenue Suite 108
Knoxville,TN37916
27-1528941 		Cardiology medical practice TN N/A
 C      
(5) Morristown-Hamblen Health Services Inc
908 W 4th North St
Morristown,TN37814
62-1588521 		Inactive - dissolved 2/5/2011 TN N/A
 C      




Schedule R (Form 990) 2011
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
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest (ii) annuities (iii) royalties (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .
1a
Yes
 
b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
Yes
 
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
Yes
 
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
Yes
 
g Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
Yes
 
j Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
Yes
 
k Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1k
Yes
 
l Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
Yes
 
m Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1n
Yes
 
o Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
Yes
 
p Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
Yes
 
q Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
Yes
 
r Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
Yes
 
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of other organization 		(b)
Transaction
type(a-r) 		(c)
Amount involved 		(d)
Method of determining amount involved
(1) Fort Sanders Regional Medical Center

 A 3,352,748 Cash
(2) Fort Sanders Regional Medical Center

 B 84,500 FMV
(3) Fort Sanders Regional Medical Center

 F 2,372,606 FMV
(4) Fort Sanders Regional Medical Center

 K 57,388,288 FMV
(5) Fort Sanders Regional Medical Center

 N 5,331,336 FMV
(6) Fort Sanders Regional Medical Center

 O 1,816,511 Cost
(7) Fort Sanders Regional Medical Center

 P 38,529,656 Cost
(8) Fort Sanders Regional Medical Center

 R 471,704,834 Cash
(9) Parkwest Medical Center

 A 25,406,428 Cash
(10) Parkwest Medical Center

 F 3,440,273 FMV
(11) Parkwest Medical Center

 K 59,099,323 FMV
(12) Parkwest Medical Center

 N 2,833,819 FMV
(13) Parkwest Medical Center

 O 202,213 Cost
(14) Parkwest Medical Center

 P 389,734,198 Cost
(15) Parkwest Medical Center

 Q 13,731,020 Cash
(16) Parkwest Medical Center

 R 515,073,917 Cash
(17) Methodist Medical Center

 A 176,925 Cash
(18) Methodist Medical Center

 F 1,487,359 FMV
(19) Methodist Medical Center

 K 36,950,152 FMV
(20) Methodist Medical Center

 N 2,183,607 FMV
(21) Methodist Medical Center

 O 294,243 Cost
(22) Methodist Medical Center

 P 181,686,031 Cost
(23) Methodist Medical Center

 R 230,484,155 Cash
(24) Morristown-Hamblen Hospital Association

 K 4,500,002 FMV
(25) Morristown-Hamblen Hospital Association

 N 367,560 FMV
(26) Morristown-Hamblen Hospital Association

 P 83,156,427 Cost
(27) Morristown-Hamblen Hospital Association

 R 77,966,662 Cash
(28) LeConte Medical Center

 A 1,132,354 Cash
(29) LeConte Medical Center

 F 497,599 FMV
(30) LeConte Medical Center

 K 13,522,449 FMV
(31) LeConte Medical Center

 N 1,321,671 FMV
(32) LeConte Medical Center

 O 157,504 Cost
(33) LeConte Medical Center

 P 113,304,989 Cost
(34) LeConte Medical Center

 R 55,350,343 Cash
(35) Roane County Medical Center

 K 1,150,000 FMV
(36) Roane County Medical Center

 N 1,652,534 FMV
(37) Roane County Medical Center

 O 2,259,207 Cost
(38) Roane County Medical Center

 P 16,376,837 Cost
(39) Roane County Medical Center

 Q 1,102,200 Cash
(40) Fort Loudoun Medical Center

 A 244,278 Cash
(41) Fort Loudoun Medical Center

 F 155,291 FMV
(42) Fort Loudoun Medical Center

 K 6,219,000 FMV
(43) Fort Loudoun Medical Center

 N 733,301 FMV
(44) Fort Loudoun Medical Center

 P 35,875,480 Cost
(45) Fort Loudoun Medical Center

 R 44,835,021 Cash
(46) Thompson Cancer Survival Center

 K 6,334,326 FMV
(47) Thompson Cancer Survival Center

 N 870,521 FMV
(48) Thompson Cancer Survival Center

 O 200,610 Cost
(49) Thompson Cancer Survival Center

 P 19,122,240 Cost
(50) Thompson Cancer Survival Center

 Q 1,514,218 Cash
(51) Thompson Cancer Survival Center

 R 37,877,700 Cash
(52) Thompson Oncology Group

 K 715,814 FMV
(53) Thompson Oncology Group

 P 63,813,948 Cost
(54) Thompson Oncology Group

 R 46,186,916 Cash
(55) Covenant Homecare

 I 54,950 FMV
(56) Covenant Homecare

 K 3,204,656 FMV
(57) Covenant Homecare

 J 131,880 FMV
(58) Covenant Homecare

 N 100,182 FMV
(59) Covenant Homecare

 P 24,531,955 Cost
(60) Covenant Homecare

 R 25,334,805 Cash
(61) Fort Sanders Perinatal Center

 P 16,843,843 Cost
(62) Fort Sanders Perinatal Center

 Q 204,405 Cash
(63) Fort Sanders Perinatal Center

 R 19,863,540 Cash
(64) Surgery Endoscopy Ctr of Morristown

 P 398,949 Cost
(65) Covenant Medical Management

 K 457,454 FMV
(66) Covenant Medical Management

 P 7,494,296 Cost
(67) Fortress Corporation

 J 474,471 FMV
(68) Fortress Corporation

 P 2,308,909 Cost
(69) Fort Sanders West OP Surgery Center

 P 107,424 Cost
(70) Fort Sanders West Association

 P 76,927 Cost
(71) Knoxville Heart Group

 K 315,385 FMV
(72) Knoxville Heart Group

 P 7,135,855 Cost
(73) Knoxville Heart Group

 Q 144,741 Cash
(74) Knoxville Heart Group

 R 4,407,436 Cash
(75) Fort Sanders Foundation

 N 111,406 FMV
Schedule R (Form 990) 2011
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) 		(d)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(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 V—UBI
amount in box
20 of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2011
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
Additional Data


Software ID:  
Software Version: