TY 2011 Form 990

- TIN:

Form990

Department of the Treasury
Internal Revenue Service

Return of Organization Exempt From Income Tax

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

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

OMB No. 1545-0047

2011

Open to Public Inspection

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

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

CName of organization
DELTA DENTAL OF NEW JERSEY INC

Doing Business As

Number and street (or P.O. box if mail is not delivered to street address)
1639 ROUTE 10 PO BOX 222

Room/suite

City or town, state or country, and ZIP + 4
PARSIPPANY, NJ070540222

D Employer identification number

22-1896118

E Telephone number

G Gross receipts $ 655,981,714

F Name and address of principal officer:
WALTER VANBRUNT
1639 ROUTE 10
PARSIPPANY,NJ070540222

Tax-exempt status: 501(c)(3) 501(c) ( 4 ) LeftBullet

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

Website:

deltadentalnj.com

H(a)

Is this a group return for
affiliates? Yes No

H(b)

Are all affiliates included?

Yes No

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

H(c)

Group exemption number MediumBullet

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 1969

M State of legal domicile: NJ

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: TO PROMOTE ORAL HEALTH TO THE GREATEST NUMBER OF PEOPLE BY PROVIDING ACCESSIBLE DENTAL BENEFIT PROGRAMS OF THE HIGHEST QUALITY, SERVICE AND VALUE.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a).....	3	15
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	13
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...	5	328
6	Total number of volunteers (estimate if necessary) ....	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	566,330,693	568,365,246
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	8,732,129	10,307,155
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	1,959,036	1,551,813
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	577,021,858	580,224,214
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	1,000,000	900,000
14	Benefits paid to or for members (Part IX, column (A), line 4).....	511,151,709	513,306,702
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	29,250,602	29,637,280
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	27,492,173	27,082,387
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	568,894,484	570,926,369
19	Revenue less expenses. Subtract line 18 from line 12.......	8,127,374	9,297,845
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	274,516,189	292,503,594
21	Total liabilities (Part X, line 26).............	72,294,819	82,742,516
22	Net assets or fund balances. Subtract line 21 from line 20.....	202,221,370	209,761,078

Part II

Signature Block

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

Sign Here

	Signature of officer	Date

	Type or print name and title.

Paid preparer use only

Print/type preparer's name

Preparer's signature

Date

Check if
self-employed

PTIN

Firm's name Right pointing arrowhead image

Firm's EIN Right pointing arrowhead image

Firm's address Right pointing arrowhead image

Phone no.

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

YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y

Form 990 (2011)

Page 2

Part III

Statement of Program Service Accomplishments

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

Briefly describe the organization’s mission: TO PROMOTE ORAL HEALTH TO THE GREATEST NUMBER OF PEOPLE BY PROVIDING ACCESSIBLE DENTAL BENEFIT PROGRAMS OF THE HIGHEST QUALITY, SERVICE AND VALUE. THE ORGANIZATION ALSO OFFERS AFFORDABLE DENTAL COVERAGE FOR THOSE INDIVIDUALS IN NEW JERSEY WITHOUT ACCESS TO A GROUP DENTAL PLAN. THE ORGANIZATION'S PLANS PROVIDE ACCESS TO A BROAD ARRAY OF DENTAL SERVICES THROUGH ITS VAST NETWORK OF PARTICIPATING DENTISTS. THE ORGANIZATION'S PLANS OFFER QUALITY COVERAGE OPTIONS AT COMPETITIVE RATES. FOR MORE THAN 40 YEARS, DELTA DENTAL OF NEW JERSEY HAS REACHED OUT TO SERVE THE PEOPLE OF NEW JERSEY AND MORE RECENTLY IN CONNECTICUT. IT IS OUR MISSION TO PROMOTE ORAL HEALTH TO THE GREATEST NUMBER OF PEOPLE BY PROVIDING ACCESSIBLE DENTAL BENEFIT PROGRAMS OF THE HIGHEST QUALITY, SERVICE, AND VALUE. IN 1986, WE FORMED THE DELTA DENTAL OF NEW JERSEY FOUNDATION, INC. TO AID IN CREATING ACCESS TO CARE FOR THE UNDER-INSURED AND UN-INSURED, AND SUPPORT DENTAL EDUCATION PROGRAMS FOR CHILDREN, AS WELL AS DENTAL ASSIST

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

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

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

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

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


4a	(Code: ) (Expenses $ 562,290,670 including grants of $ 900,000 ) (Revenue $ 568,365,246 )
	PROMOTING ORAL HEALTH TO THE GREATEST NUMBER OF PEOPLE BY PROVIDING ACCESSIBLE DENTAL BENEFIT PROGRAMS OF THE HIGHEST QUALITY, SERVICE AND VALUE; PRIMARILY THROUGH CONTRACTS WITH INDEPENDENT DENTISTS TO MEMBER SUBSCRIBERS.

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












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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses$ 562,290,670

Form 990 (2011)

Page 3

Part IV

Checklist of Required Schedules

Yes

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

Is the organization required to complete Schedule B, Schedule of Contributors? ........

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

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

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

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

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

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

...

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

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

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

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

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

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

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

11a

Yes

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

11b

Yes

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

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

11d

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

11e

Yes

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

11f

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

Yes

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

12b

Yes

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

14a

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

14a

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

14b

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

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

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

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

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

20a

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

20a

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)

Page 4

Part IV

Checklist of Required Schedules (continued)

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

Yes

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

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

Yes

24a

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

24a

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

24b

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

24c

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

24d

25a

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

25a

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

25b

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

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

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

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

28a

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

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

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

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

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

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

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

Yes

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

Yes

35a

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

35a

Yes

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

35b

Yes

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

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

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

Yes

Form 990 (2011)

Page 5

Part V

Statements Regarding Other IRS Filings and Tax Compliance

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

Yes

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

48,457

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

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

Yes

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

328

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

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

Yes

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

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Sponsoring organizations maintaining donor advised funds.

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

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

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

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

10a

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

10b

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

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

11a

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

11b

12a

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

12a

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

12b

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

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

13a

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

13b

Enter the aggregate amount of reserves on hand.

13c

14a

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

14a

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

14b

Form 990 (2011)

Page 6

Part VI

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

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

Section A. Governing Body and Management

Yes

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

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

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

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

Yes

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

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

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

Yes

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

Yes

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

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

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

Yes

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

Yes

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

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

Yes

10a

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

10a

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

10b

11a

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

11a

Yes

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

12a

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

12a

Yes

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

12b

Yes

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

12c

Yes

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

Yes

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

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

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

15a

Yes

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

15b

Yes

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

16a

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

16a

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

16b

Section C. Disclosure

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

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

Own website Another's website Upon request

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

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

JAMES SULESKI
1639 ROUTE 10
PARSIPPANY,NJ070540222
(973) 285-4029

Form 990 (2011)

Page 7

Part VII

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

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

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

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

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

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

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

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

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

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

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

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)		(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) RONALD DEBLINGER DMD CHAIRMAN - TRUSTEE	10.0	X	X	89,282	0	1,588
(2) GERALD A SYDELL DDS VICE CHAIRMAN - TRUSTEE	5.0	X	X	139,739	0	1,588
(3) ROBERT H BARNEY ESQ TRUSTEE	2.0	X		41,220	0	1,588
(4) CARL CHAITYN DDS TRUSTEE	2.0	X		40,445	0	1,588
(5) WILLIAM F FAHERTY JR CORRESPONDING TRUSTEE	2.0	X		39,862	0	1,588
(6) WILLIAM FAULKNER TRUSTEE	2.0	X		42,517	2,000	940
(7) JEROME FELDMAN DDS TRUSTEE	2.0	X		41,194	0	1,588
(8) JOHN P HALL JR TRUSTEE	2.0	X		42,070	0	1,588
(9) HENRY F HENDERSON JR TRUSTEE	2.0	X		45,355	0	1,588
(10) W THOMAS MARGETTS ESQ TRUSTEE	2.0	X		43,684	0	1,588
(11) GEORGE C MCLAUGHLIN DMD TRUSTEE	2.0	X		46,730	0	1,588
(12) GENE NAPOLIELLO DDS TRUSTEE	2.0	X		42,048	0	1,588
(13) MORTON REINHART TRUSTEE	2.0	X		42,820	2,000	1,588
(14) DEBRA G SALMAN DDS TRUSTEE	2.0	X		37,758	0	2,702
(15) HOWARD A SCHWARTZ DDS TRUSTEE	2.0	X		38,962	0	940
(16) WALTER VANBRUNT PRESIDENT/CEO	55.0		X	838,574	0	68,529
(17) JAMES SULESKI SENIOR VP/CFO	55.0		X	329,718	0	74,659

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)			(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(18) DOUGLAS G SANBORN ESQ SR VP/GENERAL COUNSEL	55.0	X		435,871	0	68,889
(19) BRUCE SILVERMAN SR VP/OPERATIONS	55.0	X		356,737	0	74,707
(20) STEVEN FLEISCHER VICE PRESIDENT	55.0	X		276,798	0	74,355
(21) DAVID SCOTT NAVARRO DDS VICE PRESIDENT	55.0	X		249,320	0	67,782
(22) THOMAS C KAHLER VICE PRESIDENT	55.0	X		202,300	0	66,687
(23) KATHLEEN FENNELL BORGES VICE PRESIDENT	55.0	X		202,236	0	59,975
(24) STEPHEN STOLL VICE PRESIDENT	55.0	X		199,875	0	67,530
(25) VINCENT FARINELLA VICE PRESIDENT	55.0	X		156,880	0	39,568
(26) DIANE BELLE VICE PRESIDENT	55.0	X		155,973	0	38,397
(27) JOHN GUMKOWSKI DIRECTOR - MARKETING	55.0		X	258,624	0	73,704
(28) KIM WHITE WAPELHORST ACCOUNT EXECUTIVE	55.0		X	236,803	0	74,755
(29) ALLAN BERKIN ACCOUNT EXECUTIVE	55.0		X	225,798	0	70,770
(30) DAVID ATHA DIRECTOR	55.0		X	202,830	0	61,715
(31) CONCETTA SPARROW ACCOUNT EXECUTIVE	55.0		X	162,121	0	59,259

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	5,264,144	4,000	1,064,919

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

Yes

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

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

Yes

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

Section B. Independent Contractors

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

(A) Name and business address	(B) Description of services	(C) Compensation
ACCENTURE LLP 1345 AVENUE OF THE AMERICAS NEW YORK,NY10105	CONSULTING	5,167,299
DENTAL ASSOCIATES OF CONNECTICUT 36 PADANARAM ROAD DANBURY,CT06811	DENTAL PROVIDER	1,735,165
DECARE SYSTEMS IRELAND LTD CURRANHEEN ROAD CORK,0 EI	SYSTEMS DEVELOPER	1,600,501
BROWN BROWN BENEFIT ADVISORS 5 REGENT STREET LIVINGSTON,NJ07039	BROKERAGE	1,362,359
HAMILTON DENTAL ASSOCIATES 2501 KUSER ROAD TRENTON,NJ08691	DENTAL PROVIDER	1,299,927
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 974

Form 990 (2011)

Page 9

Part VIII

Statement of Revenue

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

f	All other contributions, gifts, grants, and similar amounts not included above1f
g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			0
			Business Code
2a	DENTAL BENEFITS COVERAGE REVENUE		524,114	568,365,246	568,365,246
b
c
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			568,365,246
3	Investment income (including dividends, interest
	and other similar amounts).....			6,980,760		0	6,980,760
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties............			0
		(i) Real	(ii) Personal
6a	Gross rents	1,404,676
b	Less: rental expenses	2,057,780
c	Rental income or (loss)	-653,104
d	Net rental income or (loss).......			-653,104			-653,104
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	77,026,115
b	Less: cost or other basis and sales expenses	73,699,720
c	Gain or (loss)	3,326,395
d	Net gain or (loss)..........			3,326,395			3,326,395
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...			0
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..			0
Miscellaneous Revenue			Business Code
11a	REINSURANCE REIMBURSEMENT		900,099	2,169,744			2,169,744
b	LEGAL SETTLEMENTS		900,099	35,173			35,173
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			2,204,917
12	Total revenue. See Instructions....			580,224,214	568,365,246	0	11,858,968

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	900,000	900,000
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	0
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16	0
4	Benefits paid to or for members	513,306,702	513,306,702
5	Compensation of current officers, directors, trustees, and key employees ....	4,902,684	3,922,147	980,537	0
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	0
7	Other salaries and wages	15,799,477	12,639,578	3,159,899	0
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	3,451,178	2,760,942	690,236
9	Other employee benefits .......	3,839,750	3,071,800	767,950
10	Payroll taxes ...........	1,644,191	1,315,353	328,838
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	104,518	94,066	10,452
c	Accounting ...........	260,388	234,349	26,039
d	Lobbying ...........	101,435	91,292	10,143
e	Professional fundraising. See Part IV, line 17..	0
f	Investment management fees ......	0
g	Other ..........	4,970,000	4,473,000	497,000
12	Advertising and promotion ....	1,152,568	1,037,311	115,257
13	Office expenses .......	4,285,412	3,856,871	428,541
14	Information technology ......	744,214	669,793	74,421
15	Royalties ..	0
16	Occupancy ...........	1,294,816	1,165,334	129,482
17	Travel ............	300,832	270,749	30,083
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	0
20	Interest ...........	0
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	783,350	705,015	78,335
23	Insurance ..............	522,730	470,457	52,273
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	BROKERAGE COMMISSIONS	9,167,083	8,250,375	916,708	0
b	HONORARIUMS	746,320	671,688	74,632	0
c	MEMBERSHIPS	706,636	635,972	70,664	0
d	REGULATORY FEES	489,246	440,321	48,925	0
e
f	All other expenses	1,452,839	1,307,555	145,284
25	Total functional expenses. Add lines 1 through 24f	570,926,369	562,290,670	8,635,699	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 if following SOP 98-2 (ASC 958-720).

Form 990 (2011)

Page 11


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			9,873,773	1	10,269,230
2	Savings and temporary cash investments .......			0	2	0
3	Pledges and grants receivable, net .........			0	3	0
4	Accounts receivable, net .........			36,402,327	4	40,986,562
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........			0	5	0
6	Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of
	Schedule L ..........			0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			0	8	0
9	Prepaid expenses and deferred charges ............			1,692,616	9	1,646,014
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	36,389,940
b	Less: accumulated depreciation. .....	10b	10,367,629	20,486,584	10c	26,022,311
11	Investments—publicly traded securities ..........			176,767,517	11	181,234,843
12	Investments—other securities. See Part IV, line 11 ......			16,525,095	12	18,134,026
13	Investments—program-related. See Part IV, line 11 ..			9,475,904	13	9,749,161
14	Intangible assets .........			41,263	14	196,774
15	Other assets. See Part IV, line 11 ...........			3,251,110	15	4,264,673
16	Total assets. Add lines 1 through 15 (must equal line 34)...			274,516,189	16	292,503,594
17	Accounts payable and accrued expenses .			10,104,484	17	10,217,391
18	Grants payable ..........			0	18	0
19	Deferred revenue ..........			0	19	0
20	Tax-exempt bond liabilities ..........			0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.....			62,190,335	25	72,525,125
26	Total liabilities. Add lines 17 through 25.....			72,294,819	26	82,742,516
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....				27
28	Temporarily restricted net assets .....				28
29	Permanently restricted net assets .....				29
	Organizations that do not follow SFAS 117, check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....			25,000	30	25,000
31	Paid-in or capital surplus, or land, building or equipment fund .....			209,271,107	31	218,568,952
32	Retained earnings, endowment, accumulated income, or other funds			-7,074,737	32	-8,832,874
33	Total net assets or fund balances .....			202,221,370	33	209,761,078
34	Total liabilities and net assets/fund balances .....			274,516,189	34	292,503,594

Form 990 (2011)

Page 12

Part XI

Reconcilliation of Net Assets

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

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

580,224,214

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

570,926,369

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

9,297,845

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

202,221,370

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

-1,758,137

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

209,761,078

Part XII

Financial Statements and Reporting

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

Yes

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

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

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

Yes

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

Yes

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

Separate basis Consolidated basis Both consolidated and separated basis

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

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. ..

Form 990 (2011)

Additional Data

Software ID:
Software Version:

Form 990, Special Condition Description:

Special Condition Description

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

DELTA DENTAL OF NEW JERSEY INC

Employer identification number

22-1896118

Part I

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

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

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

Yes No

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

Yes No

Part II

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

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

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

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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


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

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

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

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

Yes No

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

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

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

Yes No

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

Part III

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

If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of
art, historical treasures, or other similar assets held for public exhibition, education or research in furtherance of public service,
provide, in Part XIV, the text of the footnote to its financial statements that describes these items.

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

(i)

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

(ii)

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

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958), relating to these items:

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

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

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

Cat. No. 52283D

Schedule D (Form 990) 2011

Page 2

Part III

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

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

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

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

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

Yes No

Part IV

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

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

Yes No

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


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

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

Yes No

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

Part V

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

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

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

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

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

Yes

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

3a(i)

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

3a(ii)

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

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

Part VI

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

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	10,060,407		10,060,407
b	Buildings ................	7,415,378	239,570	7,175,808
c	Leasehold improvements ............	1,251,971	611,766	640,205
d	Equipment ................	17,268,891	9,133,910	8,134,981
e	Other .................	393,293	382,383	10,910
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				26,022,311

Schedule D (Form 990) 2011

Page 3

Part VII

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

(a) Description of security or category (including name of security)	(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
(3)Other (A) EQUITY SECURITIES	18,134,026	F








Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	18,134,026

Part VIII

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

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









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

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of Liability		(b) Book value
Federal Income Taxes		0
UNPAID CLAIMS		35,000,000
UNPAID CLAIMS ADJUSTMENT EXPENSES		2,254,000
DEPOSITS AND ADVANCES		4,494,052
ACCRUED PENSION COSTS		22,501,970
OTHER LIABILITIES		7,912,390
DUE TO AFFILIATES		254,489
SECURITY DEPOSITS		108,224


Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		72,525,125
2. Fin 48 (ASC 740) Footnote. In Part XIV, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC740).

Schedule D (Form 990) 2011

Page 4

Part XI Reconciliation of Change in Net Assets from Form 990 to Financial Statements
1	Total revenue (Form 990, Part VIII, column (A), line 12) ....................	1	580,224,214
2	Total expenses (Form 990, Part IX, column (A), line 25) .....................	2	570,926,369
3	Excess or (deficit) for the year. Subtract line 2 from line 1 .............	3	9,297,845
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	9,297,845

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
TEXT OF FIN 48 AUDITED FINANCIAL STATEMENT FOOTNOTE	SCHEDULE D, PART X	AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF THE TAXPAYER AND ITS AFFILIATES FOR THE YEARS ENDED DECEMBER 31, 2011 AND DECEMBER 31, 2010; RESPECTIVELY, AND ISSUED A CONSOLIDATED FINANCIAL STATEMENT WITH CONSOLIDATING SCHEDULES BY ENTITY. THE FIN 48 FOOTNOTE BELOW IS FROM THE ORGANIZATION'S 2011 CONSOLIDATED AUDITED FINANCIAL STATEMENTS. THE PLAN FOLLOWS THE RECOGNITION AND DISCLOSURE PROVISIONS OF THE ACCOUNTING STANDARD RELATED TO ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES. UNDER THIS STANDARD, TAX POSITIONS ARE EVALUATED FOR RECOGNITION USING A MORE-LIKELY-THAN-NOT THRESHOLD, AND THOSE TAX POSITIONS REQUIRING RECOGNITION ARE MEASURED AT THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY OF BEING REALIZED UPON ULTIMATE SETTLEMENT WITH A TAXING AUTHORITY THAT HAS FULL KNOWLEDGE OF ALL RELEVANT INFORMATION. THE PLAN HAS EVALUATED THE LIKELIHOOD OF THEIR TAX POSITIONS BEING CHALLENGED AS REMOTE AND, ACCORDINGLY HAS NOT INCLUDED ANY INCOME TAX PROVISIONS, INCLUDING INTEREST AND PENALTIES, IN THE FINANCIAL STATEMENTS RELATED TO POTENTIAL VIOLATIONS. THE PLAN HAS NO OPEN YEARS PRIOR TO 2008.

Schedule D (Form 990) 2011

Additional Data

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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
DELTA DENTAL OF NEW JERSEY INC

Employer identification number
22-1896118

Part I

General Information on Grants and Assistance

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

Yes No

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

Part II

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

(a) Name and address of organization or government	(b) EIN	(c) IRC Code section if applicable	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) DELTA DENTAL OF NEW JERSEY FOUNDATION INC1639 ROUTE 10 PARSIPPANY,NJ07054	22-2764745	501(c)(3)	900,000	PROGRAM SUPPORT

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ......................... . Bullet Image

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

Cat. No. 50055P

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
GRANT FUND MONITORING	SCHEDULE I, PART I, QUESTION 2	DELTA DENTAL OF NEW JERSEY FOUNDATION, INC. ("FOUNDATION"); A RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION, IS FUNDED SOLELY BY DELTA DENTAL OF NEW JERSEY, INC. THE MONIES DISBURSED BY THE FOUNDATION ARE BASED ON GRANT REQUESTS WHICH ARE REVIEWED AND APPROVED BY THE FOUNDATION BOARD OF TRUSTEES BASED ON NEED. IN THE CASE OF LARGE GRANT REQUESTS THAT MAY SPAN MULTIPLE YEARS, THE DISBURSEMENT MAY BE MADE FROM THE ORGANIZATION AND NOT ITS RELATED FOUNDATION. THE ORGANIZATION'S BOARD OF TRUSTEES' APPROVAL IS REQUIRED FOR THIS TYPE OF COMMITMENT. PROGRESS ON GRANTS OF THIS NATURE IS MONITORED BY THE ORGANIZATION WITH UPDATES PROVIDED TO THE BOARD OF TRUSTEES.

Schedule I (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

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

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

Attach to Form 990. SchJMediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

DELTA DENTAL OF NEW JERSEY INC

Employer identification number

22-1896118

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

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

Yes

Indicate which, if any, of the following the organization uses to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2011

Page 2

Part II

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

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

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

(A) Name		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(A) Name		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(1) WALTER VANBRUNT	(i) (ii)	494,132 0	119,684 0	224,758 0	39,935 0	28,594 0	907,103 0	0 0
(2) JAMES SULESKI	(i) (ii)	229,660 0	51,025 0	49,033 0	39,935 0	34,724 0	404,377 0	0 0
(3) DOUGLAS G SANBORN ESQ	(i) (ii)	304,922 0	66,226 0	64,723 0	39,935 0	28,954 0	504,760 0	0 0
(4) BRUCE SILVERMAN	(i) (ii)	284,042 0	57,693 0	15,002 0	39,935 0	34,772 0	431,444 0	0 0
(5) STEVEN FLEISCHER	(i) (ii)	228,019 0	41,004 0	7,775 0	39,935 0	34,420 0	351,153 0	0 0
(6) DAVID SCOTT NAVARRO DDS	(i) (ii)	196,669 0	37,079 0	15,572 0	39,638 0	28,144 0	317,102 0	0 0
(7) THOMAS C KAHLER	(i) (ii)	167,302 0	30,917 0	4,081 0	33,269 0	33,418 0	268,987 0	0 0
(8) KATHLEEN FENNELL BORGES	(i) (ii)	165,958 0	30,309 0	5,969 0	33,164 0	26,811 0	262,211 0	0 0
(9) STEPHEN STOLL	(i) (ii)	152,491 0	30,553 0	16,831 0	33,154 0	34,376 0	267,405 0	0 0
(10) VINCENT FARINELLA	(i) (ii)	127,756 0	23,458 0	5,666 0	25,868 0	13,700 0	196,448 0	0 0
(11) DIANE BELLE	(i) (ii)	127,816 0	23,428 0	4,729 0	25,570 0	12,827 0	194,370 0	0 0
(12) JOHN GUMKOWSKI	(i) (ii)	192,992 0	61,831 0	3,801 0	39,784 0	33,920 0	332,328 0	0 0
(13) KIM WHITE WAPELHORST	(i) (ii)	170,866 0	64,008 0	1,929 0	38,746 0	36,009 0	311,558 0	0 0
(14) ALLAN BERKIN	(i) (ii)	172,067 0	50,835 0	2,896 0	36,878 0	33,892 0	296,568 0	0 0
(15) DAVID ATHA	(i) (ii)	185,141 0	13,358 0	4,331 0	31,452 0	30,263 0	264,545 0	0 0
(16) CONCETTA SPARROW	(i) (ii)	86,520 0	71,344 0	4,257 0	26,871 0	32,388 0	221,380 0	0 0

Schedule J (Form 990) 2011

Page 3

Part III

Supplemental Information

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

Identifier	Return Reference	Explanation
COMPENSATION INFORMATION	SCHEDULE J, PART I; QUESTIONS 1A AND 1B	THE ORGANIZATION'S PRESIDENT/CEO TRAVELS FIRST CLASS ON BUSINESS RELATED FLIGHTS EXCEEDING THREE HOURS TO ATTEND ORGANIZATION RELATED WORK EVENTS. THIS PROVIDES THE PRESIDENT/CEO THE ABILITY TO WORK ON ORGANIZATIONAL MATTERS DURING TRAVEL. ON OCCASION, TRAVEL EXPENSES FOR SPOUSES OF SENIOR OFFICERS ARE PAID BY THE ORGANIZATION WHEN RELATED TO A COMPANY EVENT (DELTA DENTAL PLANS ASSOCIATION ANNUAL MEETING, ETC). THE EXCESS COST OVER STANDARD RELATED TO THE 1ST CLASS AND SPOUSAL TRAVEL WAS NOT INCLUDED IN THE RESPECTIVE INDIVIDUAL'S 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES. THE ORGANIZATION REIMBURSES ITS PRESIDENT/CEO, WALTER VANBRUNT, FOR A MEMBERSHIP IN A COUNTRY CLUB. DURING 2011, MR. VANBRUNT'S 2011 FORM W-2, BOX 5, MEDICARE WAGES, INCLUDES $5,209 OF TAXABLE COMPENSATION WHICH RELATES TO HIS PERSONAL USAGE OF THE COUNTRY CLUB. THE ORGANIZATION PAID FOR FINANCIAL/TAX PLANNING SERVICES FOR CERTAIN EMPLOYEES. THE FINANCIAL/TAX PLANNING SERVICES AMOUNTS OUTLINED HEREIN WERE INCLUDED IN EACH INDIVIDUAL'S RESPECTIVE 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: WALTER VANBRUNT, $395; BRUCE SILVERMAN, $470; STEVEN FLEISCHER, $615; DAVID SCOTT NAVARRO, D.D.S., $750; THOMAS C. KAHLER, $750; KATHLEEN FENNELL-BORGES, $350 AND DIANE BELLE, $160. THE ORGANIZATION'S PRESIDENT/CEO, WALTER VANBRUNT, 2011 FORM W-2, BOX 5, INCLUDES A TAX GROSS-UP PAYMENT OF $11,604, RELATED TO HIS FORM W-2, BOX 5, TAXABLE COMPENSATION RESULTING FROM THE PERSONAL USAGE OF AN AUTO, COUNTRY CLUB DUES AND FINANCIAL/TAX PLANNING SERVICES. THE ORGANIZATION'S SENIOR VICE PRESIDENT/OPERATIONS, BRUCE SILVERMAN, 2011 FORM W-2, BOX 5, INCLUDES A TAX GROSS-UP PAYMENT OF $4,021, RELATED TO HIS FORM W-2, BOX 5, TAXABLE COMPENSATION RESULTING FROM FINANCIAL/TAX PLANNING SERVICES AND AUTO ALLOWANCE. THE ORGANIZATION'S SENIOR VICE PRESIDENT/CHIEF FINANCIAL OFFICER, JAMES SULESKI, 2011 FORM W-2, BOX 5, INCLUDES A TAX GROSS-UP PAYMENT OF $3,896, RELATED TO HIS FORM W-2, BOX 5, TAXABLE COMPENSATION RESULTING FROM AN AUTO ALLOWANCE. THE ORGANIZATION'S SENIOR VICE PRESIDENT/GENERAL COUNSEL, DOUGLAS G. SANBORN, ESQ., 2011 FORM W-2, BOX 5, INCLUDES A TAX GROSS-UP PAYMENT OF $4,867, RELATED TO HIS FORM W-2, BOX 5, TAXABLE COMPENSATION RESULTING FROM THE PERSONAL USAGE OF AN AUTO. IN ADDITION, CERTAIN BOARD OF TRUSTEE MEMBERS 2011 FORM 1099-MISC INCLUDES TAX GROSS-UP PAYMENTS RELATED TO COMPENSATION PAID TO THEM FOR PERSONAL USAGE OF AN AUTO AND/OR FINANCIAL/TAX PLANNING SERVICES.
COMPENSATION INFORMATION	SCHEDULE J, PART I; QUESTION 4B	THE AMOUNTS REFLECTED IN COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS INCLUDE PARTICIPATION IN A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP"). THE AMOUNTS OUTLINED HEREIN WERE INCLUDED IN EACH INDIVIDUAL'S 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: WALTER VANBRUNT, $180,924; JAMES SULESKI, $22,018 AND DOUGLAS G. SANBORN, ESQ., $35,508. PLEASE NOTE THAT THE AMOUNTS REFLECTED INCLUDE A GROSS UP FOR 50% OF THE TAX LIABILITY WITH RESPECT TO THE SERP PAYMENTS.
COMPENSATION INFORMATION	SCHEDULE J, PART I; QUESTION 7 AND CORE FORM, PART VII	CERTAIN INDIVIDUALS INCLUDED IN SCHEDULE J, PART II RECEIVED A BONUS DURING CALENDAR YEAR 2011 WHICH AMOUNTS WERE INCLUDED IN COLUMN B(II) HEREIN AND IN EACH INDIVIDUAL'S 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES. PLEASE REFER TO THIS SECTION OF THE FORM 990, SCHEDULE J FOR THIS INFORMATION BY PERSON BY AMOUNT.

Schedule J (Form 990) 2011

Additional Data

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Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Attach to Form 990 or Form 990-EZ. MediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

DELTA DENTAL OF NEW JERSEY INC

Employer identification number

22-1896118

Part I

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

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

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

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

Part II

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

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






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

Part III

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

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

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 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?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) CLIFTON ENDODONTICS ASSOCIATION	COMPANY-DEBLINGER,TRUSTEE	185,980	DENTAL CARE PROVIDER		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
BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS	SCHEDULE L, PART IV	RONALD DEBLINGER, DMD, IS THE CHAIRMAN OF THE BOARD OF TRUSTEES OF THE ORGANIZATION. THE ORGANIZATION UTILIZED THE SERVICES OF HIS DENTAL PRACTICE, CLIFTON ENDODONTICS ASSOCIATION, DURING 2011. TOTAL FEES PAID TO CLIFTON ENDODONTICS ASSOCIATION WERE $185,980. SERVICES WERE PAID BASED ON THE SAME FEE CRITERIA AS APPLY TO SIMILARLY SITUATED DENTISTS THROUGHOUT THE CORPORATION'S DENTAL NETWORK.

Schedule L (Form 990 or 990-EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

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

Attach to Form 990 or 990-EZ.

OMB No. 1545-0047

2011

Open to Public
Inspection

Name of the organization

DELTA DENTAL OF NEW JERSEY INC

Employer identification number

22-1896118

Identifier	Return Reference	Explanation
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION A; QUESTION 3	The organization retained the services of an outside property manager with respect to its single member LLC; 1639 Real Estate, LLC.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION A; QUESTIONS 6 & 7	MEMBERS OF THE ORGANIZATION SERVE AS THE TRUSTEES OF THE ORGANIZATION AND EXISTING MEMBERS VOTE TO ELECT NEW MEMBERS OF THE ORGANIZATION.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION B; QUESTION 11B	THE ORGANIZATION'S FEDERAL FORM 990 WAS PROVIDED TO EACH VOTING MEMBER OF THE ORGANIZATION'S GOVERNING BODY (ITS BOARD OF TRUSTEES) PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. AS PART OF THE TAX RETURN PREPARATION PROCESS THE ORGANIZATION HIRED WITHUMSMITH+BROWN, PC, A PROFESSIONAL CPA FIRM WITH EXPERIENCE AND EXPERTISE IN BOTH HEALTHCARE AND NOT-FOR-PROFIT TAX RETURN PREPARATION, TO PREPARE THE FEDERAL FORM 990. THE CPA FIRM'S TAX PROFESSIONALS WORKED CLOSELY WITH THE ORGANIZATION'S SENIOR MANAGEMENT AND VARIOUS OTHER INDIVIDUALS OF THE ORGANIZATION TO OBTAIN THE INFORMATION NEEDED IN ORDER TO PREPARE A COMPLETE AND ACCURATE TAX RETURN. THE CPA FIRM PREPARED A DRAFT FEDERAL FORM 990 AND FURNISHED IT TO THE ORGANIZATION'S FINANCE PERSONNEL AND OTHER INDIVIDUALS FOR THEIR REVIEW. THE ORGANIZATION'S SENIOR MANAGEMENT AND OTHER INDIVIDUALS REVIEWED THE DRAFT FEDERAL FORM 990 AND DISCUSSED QUESTIONS AND COMMENTS WITH THE CPA FIRM. REVISIONS WERE MADE TO THE DRAFT FEDERAL FORM 990 WHERE NECESSARY AND A FINAL DRAFT WAS FURNISHED BY THE CPA FIRM TO THE ORGANIZATION'S SENIOR MANAGEMENT AND VARIOUS OTHER INDIVIDUALS FOR FINAL REVIEW AND APPROVAL PRIOR TO PROVIDING IT TO EACH VOTING MEMBER OF THE ORGANIZATION'S GOVERNING BODY.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION B; QUESTION 12	THE ORGANIZATION REGULARLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY. ANNUALLY ALL MEMBERS OF THE BOARD OF TRUSTEES, OFFICERS, SENIOR MANAGEMENT AND OTHER KEY PERSONNEL ARE REQUIRED TO REVIEW THE EXISTING CONFLICT OF INTEREST POLICY AND COMPLETE A QUESTIONNAIRE. THE COMPLETED QUESTIONNAIRES ARE RETURNED TO MEMBERS OF THE ORGANIZATION'S SENIOR MANAGEMENT. SENIOR MANAGEMENT PROVIDES THE COMPLETED QUESTIONNAIRES TO THE ORGANIZATION'S AUDIT COMMITTEE FOR ITS REVIEW AND DISCUSSION WITH RESPECT TO CONFLICTS AND ANY ASSOCIATED MITIGATING BEHAVIOR. THE AUDIT COMMITTEE THEN REPORTS TO THE ORGANIZATION'S BOARD OF TRUSTEES.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION B; QUESTION 14	THE ORGANIZATION IS CURRENTLY IN THE PROCESS OF ADOPTING A FORMAL WRITTEN DOCUMENT RETENTION AND DESTRUCTION POLICY. FOR 2011, THE ORGANIZATION CURRENTLY FOLLOWS STATE AND INTERNAL REVENUE SERVICE RULES AND REGULATIONS WITH RESPECT TO DOCUMENT RETENTION AND DESTRUCTION POLICIES AND PROCEDURES.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION B; QUESTION 15	THE ORGANIZATION'S BOARD OF TRUSTEES HAS AN EXECUTIVE AND HUMAN RESOURCES COMMITTEE ("COMMITTEE"). THE BOARD HAS ADOPTED A WRITTEN EXECUTIVE COMPENSATION PHILOSOPHY WHICH IT FOLLOWS WHEN IT REVIEWS THE COMPENSATION AND BENEFITS OF THE ORGANIZATION'S SENIOR MANAGEMENT TEAM, WHICH INCLUDES THE PRESIDENT/CHIEF EXECUTIVE OFFICER, SENIOR VICE PRESIDENT/CHIEF FINANCIAL OFFICER, SENIOR VICE PRESIDENT/GENERAL COUNSEL AND THE SENIOR VICE PRESIDENT/OPERATIONS. THE "TOTAL COMPENSATION" OF THE INDIVIDUALS REVIEWED INCLUDES BOTH CURRENT AND DEFERRED COMPENSATION AND ALL EMPLOYEE BENEFITS, BOTH QUALIFIED AND NON-QUALIFIED. THIS REVIEW IS DONE ON AN ANNUAL BASIS AND ENSURES THAT THE "TOTAL COMPENSATION" OF SENIOR MANAGEMENT OF THE ORGANIZATION IS REASONABLE. COMPENSATION FOR THE SENIOR VICE PRESIDENT & GENERAL COUNSEL, SENIOR VICE PRESIDENT & CFO AND SENIOR VICE PRESIDENT - OPERATIONS, WHO REPRESENT SENIOR MANAGEMENT OF THE ORGANIZATION, IS REVIEWED AND APPROVED BY THE HUMAN RESOURCES COMMITTEE OF THE BOARD OF TRUSTEES ANNUALLY, AND IS EFFECTIVE JANUARY 1ST. THE PRESIDENT & CEO'S PERFORMANCE IS REVIEWED BY THE EXECUTIVE AND HUMAN RESOURCES COMMITTEES OF THE BOARD OF TRUSTEES, WHO PROVIDE INPUT TO THE FULL BOARD. COMPENSATION OF THE PRESIDENT & CEO IS DETERMINED AND APPROVED BY THE BOARD OF TRUSTEES.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION C; QUESTION 19	THE ORGANIZATION'S FILED CERTIFICATE OF INCORPORATION AND ANY AMENDMENTS CAN BE OBTAINED AND REVIEWED THROUGH THE SECRETARY OF STATE FOR THE STATE OF NEW JERSEY.
COMPENSATION INFORMATION DISCLOSURE	CORE FORM, PART VII AND SCHEDULE J	PART VII AND SCHEDULE J REFLECT CERTAIN BOARD MEMBERS AND OFFICERS RECEIVING COMPENSATION AND BENEFITS FROM THIS ORGANIZATION OR A RELATED ORGANIZATION. PLEASE NOTE THIS REMUNERATION WAS FOR SERVICES RENDERED AS FULL-TIME EMPLOYEES OR INDEPENDENT CONTRACTORS OF THE ORGANIZATION OR A RELATED ORGANIZATION AND NOT FOR SERVICES RENDERED AS A VOTING MEMBER OR OFFICER OF THIS ORGANIZATION'S BOARD OF TRUSTEES.
RELATED HOURS DISCLOSURE	CORE FORM, PART VII, SECTION A, COLUMN B	CERTAIN BOARD OF TRUSTEE MEMBERS AND/OR OFFICERS LISTED ON CORE FORM, PART VII AND SCHEDULE J OF THIS FORM 990 MAY HOLD SIMILAR POSITIONS WITH BOTH THIS ORGANIZATION AND OTHER RELATED ORGANIZATIONS. THE HOURS SHOWN ON THIS FORM 990, FOR BOARD MEMBERS WHO RECEIVE NO COMPENSATION FOR SERVICES RENDERED IN A NON-BOARD CAPACITY, REPRESENT THE ESTIMATED HOURS DEVOTED PER WEEK FOR THIS ORGANIZATION. TO THE EXTENT THESE INDIVIDUALS SERVE AS A MEMBER OF THE BOARD OF TRUSTEES OF OTHER RELATED ORGANIZATIONS, THEIR RESPECTIVE HOURS PER WEEK PER ORGANIZATION ARE AT THE MINIMUM TWO HOURS. THE HOURS REFLECTED ON PART VII OF THIS FORM 990, FOR BOARD MEMBERS WHO RECEIVE COMPENSATION FOR SERVICES RENDERED IN A NON-BOARD CAPACITY PAID OFFICERS AND KEY EMPLOYEES, REFLECT TOTAL HOURS WORKED PER WEEK ON BEHALF OF THE ORGANIZATION AND ITS AFFILIATES; NOT SOLELY THIS ORGANIZATION.
BALANCE SHEET RESTATEMENT	CORE FORM, PART X	Please note that the beginning balance sheet has been restated to conform to its audited financial statements for the year ended December 31, 2010.
OTHER CHANGES IN NET ASSETS	CORE FORM, PART XI; QUESTION 5	OTHER CHANGES IN NET ASSETS OR FUND BALANCE INCLUDES: - CHANGE IN NET UNREALIZED HOLDINGS GAINS ON INVESTMENTS; $1,465,391; - NET CHANGE ARISING DURING THE PERIOD RELATED TO ACCRUED PENSION; ($3,223,528). - TOTAL TO CORE FORM PART XI; LINE 5; ($1,758,137)
AUDITED FINANCIAL STATEMENTS	CORE FORM, PART XII; QUESTION 2	AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF THE TAXPAYER AND ITS AFFILIATES FOR THE YEARS ENDED DECEMBER 31, 2011 AND DECEMBER 31, 2010; RESPECTIVELY, AND ISSUED A CONSOLIDATED FINANCIAL STATEMENT WITH CONSOLIDATING SCHEDULES BY ENTITY. AN UNQUALIFIED OPINION WAS ISSUED BY THE INDEPENDENT CPA FIRM EACH YEAR. THE TAXPAYER'S AUDIT COMMITEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND THE SELECTION OF AN INDEPENDENT AUDITOR.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

DELTA DENTAL OF NEW JERSEY INC

Employer identification number

22-1896118

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
(1) DELTA DENTAL OF NEW JERSEY PAC INC 1639 ROUTE 10 PARSIPPANY,NJ07054 22-3754874	RELATED	NJ	6,251	25,699	NA
(2) 1639 REAL ESTATE LLC 1639 ROUTE 10 PARSIPPANY,NJ07054	RELATED	NJ	3,206,503	21,964,137	DDNJ

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled organization
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) DELTA DENTAL OF NJ FOUNDATION INC 1639 ROUTE 10 PARSIPPANY,NJ07054 22-2764745	PUBLIC SRVC.	NJ	501(c)(3)	Line 11a	DDNJ	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2011

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

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) DDPNJ CORPORATION 1639 ROUTE 10 PARSIPPANY,NJ07054 22-3085009	HOLDING COMPANY	NJ	DDNJ	C CORP.	0	7,646,355	100.000 %
(2) FLAGSHIP HEALTH SYSTEMS INC 1639 ROUTE 10 PARSIPPANY,NJ07054 22-2671069	DENTAL PLAN ORG	NJ	N/A	C CORP.
(3) DENTAL REINSURANCE COMPANY LTD 44 CHURCH STREET HAMILTON BD 98-0160853	FOREIGN REINS.	BD	N/A	C CORP.			0 %

Schedule R (Form 990) 2011

Page 3

Part V

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

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

Yes

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

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

Yes

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

Yes

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

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

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

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

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

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

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

Yes

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

Yes

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

Yes

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

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

Yes

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

Yes

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

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

Yes

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

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

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

(a) Name of other organization	(b) Transaction type(a-r)	(c) Amount involved	(d) Method of determining amount involved
(1) DELTA DENTAL OF NJ FOUNDATION INC	B	900,000	COST
(2) FLAGSHIP HEALTH SYSTEMS INC	K	814,343	COST
(3)
(4)
(5)
(6)

Schedule R (Form 990) 2011

Page 4

Part VI

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

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

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

Schedule R (Form 990) 2011

Page 5

Part VII

Supplemental Information

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

Identifier	Return Reference	Explanation

Additional Data

Software ID:
Software Version: