TY 2011 Form 990

(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)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) MICHAEL J NEUSTADTER CHAIRMAN - TRUSTEE	1.0	X	X	0	0	0
(2) EUGENE M ARNONE TRUSTEE	1.0	X		0	0	0
(3) JOSEPH L DESTEFANO MD TRUSTEE	1.0	X		0	0	0
(4) MATHEW FINKELSON MD TRUSTEE	1.0	X		0	0	0
(5) ROY GOLDBERG TRUSTEE	1.0	X		0	0	0
(6) DEE KASSIS TRUSTEE	1.0	X		0	0	0
(7) CRAIG KEYSER TRUSTEE	1.0	X		0	0	0
(8) RITA MACK TRUSTEE	1.0	X		0	0	0
(9) BRETT H MATIK TRUSTEE	1.0	X		0	0	0
(10) ROBERT O MCCLINTOCK TRUSTEE	1.0	X		0	0	0
(11) NADIA SADIK MD TRUSTEE	1.0	X		0	0	0
(12) KEN STEINBERG TRUSTEE	1.0	X		0	0	0
(13) DAVID P TILTON TRUSTEE - PRESIDENT/CEO	55.0	X	X	1,154,035	0	524,746
(14) MICHAEL WALSH TRUSTEE	1.0	X		0	0	0
(15) CHRISTOPHER A SCANZERA CHIEF INFORMATION OFFICER	55.0		X	298,444	30,560	55,627
(16) DANIEL MORREALE CIO (1/1-1/30)	55.0		X	115,904	26,665	17,667
(17) JAMES P NOLAN JR CPA SENIOR VP FINANCE	55.0		X	599,405	0	141,883

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(18) DOMINIC S MOFFA SENIOR VP ADMINISTRATION	55.0	X			458,926	0	121,605
(19) LORI S HERNDON EXEC VP OF ATLANTICARE SYSTEM	55.0	X			0	606,612	143,178
(20) DAVID A DESIMONE ESQ VP GENERAL COUNSEL	55.0	X			330,164	0	72,757
(21) RICHARD D LOVERING VP HUMAN RESOURCES	55.0	X			316,686	0	71,877
(22) RENE A ZANELOTTI BUNTING VP MARKETING	55.0	X			298,074	0	49,574
(23) IRA R PEEZICK VP STRATEGIC PLANNING	55.0	X			260,710	0	38,058
(24) TERRI LU SCHIEDER VP CLINICAL DEV AND INTEG	55.0	X			0	352,313	77,335
(25) JOAN MARY BRENNAN VP QUALITY MANAGEMENT	55.0	X			0	230,082	67,660
(26) CATHERINE IOCONA ASSOCIATE CIO	55.0		X		182,056	18,839	31,667
(27) FRANCIS KING CORP COMPLIANCE AUDITOR	55.0		X		163,007	0	10,911
(28) DONNA MICHAEL ZIEREIS ASSOC GEN COUNCIL-PRIV OFFICER	55.0		X		161,610	0	44,797
(29) ALEXANDER D SHARNOFF ASSOC GEN COUNCIL REGULATOR	55.0		X		160,331	0	33,407
(30) ROSEANN KOBIALKA CORP DIRECTOR ORG DEVELOPMENT	55.0		X		157,902	0	27,532
(31) GEORGE F LYNN PRESIDENT EMERITUS/CONSULTANT	40.0			X	1,338,627	0	22,511

(A) Name and business address	(B) Description of services	(C) Compensation
CERNER CORPORATION PO BOX 412702 KANSAS CITY,MO64141	IT	1,581,274
MCKESSON INFORMATION SOLUTIONS PO BOX 98347 CHICAGO,IL606938347	IT	760,330
HARMELIN MEDIA 525 RIGHTERS FERRY ROAD BALA CYNWYD,PA19004	ADVERTISING	677,200
EMC CORPORATION 4246 COLLECTIONS CENTER DRIVE CHICAGO,IL60693	IT	465,320
WELLOGIC 221 CRESCENT STREET SUITE 502 WALTHAM,MA02453	IT	348,758
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 28

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.	(A) Total expenses	(B) Program service expenses	(C) Management and general expenses	(D) Fundraising expenses
1	Grants and other assistance to governments and organizations in the United States. See Part IV, line 21	0
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	0
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16	0
4	Benefits paid to or for members	0
5	Compensation of current officers, directors, trustees, and key employees ....	4,923,901	4,431,511	492,390	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	12,935,432	11,641,889	1,293,543
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	1,131,727	1,018,555	113,172
9	Other employee benefits .......	4,776,036	4,298,435	477,601
10	Payroll taxes ...........	1,232,970	1,109,673	123,297
11	Fees for services (non-employees):
a	Management ......	890,529	801,476	89,053
b	Legal .........	29,261	26,335	2,926
c	Accounting ...........	82,163	73,947	8,216
d	Lobbying ...........	264,490	238,041	26,449
e	Professional fundraising. See Part IV, line 17..	0
f	Investment management fees ......	0
g	Other ..........	2,035,664	1,832,098	203,566
12	Advertising and promotion ....	2,425,341	2,182,807	242,534
13	Office expenses .......	2,421,789	2,179,610	242,179
14	Information technology ......	10,619,231	9,557,308	1,061,923
15	Royalties ..	0
16	Occupancy ...........	780,921	702,829	78,092
17	Travel ............	168,561	151,705	16,856
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	206,583	185,925	20,658
20	Interest ...........	0
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	244,364	219,928	24,436
23	Insurance ..............	59,774	53,797	5,977
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	SUPPORT FEES	1,877,229	1,689,506	187,723	0
b	PURCHASED SERVICES	1,087,970	979,173	108,797	0
c	DUES & SUBSCRIPTIONS	542,863	488,577	54,286	0
d	UTILITIES	170,320	153,288	17,032	0
e
f	All other expenses	1,486,611	1,337,950	148,661
25	Total functional expenses. Add lines 1 through 24f	50,393,730	45,354,363	5,039,367	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).

Part X Balance Sheet
	1	Cashnon-interest-bearing ..........	100	1	200
2	Savings and temporary cash investments .......	1,088,114	2	9,298,153
3	Pledges and grants receivable, net .........	0	3	0
4	Accounts receivable, net .........	0	4	0
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 .............	1,827,776	7	4,084,710
8	Inventories for sale or use ..............	0	8	0
9	Prepaid expenses and deferred charges ............	160,596	9	3,640,879
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	5,469,252
b	Less: accumulated depreciation. .....	10b	5,212,123	274,331	10c	257,129
11	Investments—publicly traded securities ..........	0	11	0
12	Investments—other securities. See Part IV, line 11 ......	0	12	0
13	Investments—program-related. See Part IV, line 11 ..	15,570,878	13	18,459,186
14	Intangible assets .........	0	14	0
15	Other assets. See Part IV, line 11 ...........	55,110	15	4,983
16	Total assets. Add lines 1 through 15 (must equal line 34)...	18,976,905	16	35,745,240
	17	Accounts payable and accrued expenses .	3,407,265	17	10,903,310
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.....	4,588,440	25	5,655,102
26	Total liabilities. Add lines 17 through 25.....	7,995,705	26	16,558,412
		Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....	10,981,200	27	19,186,828
28	Temporarily restricted net assets .....	0	28	0
29	Permanently restricted net assets .....	0	29	0
	Organizations that do not follow SFAS 117, check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances .....	10,981,200	33	19,186,828
34	Total liabilities and net assets/fund balances .....	18,976,905	34	35,745,240

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SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

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

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

See separate instructions.

OMB No. 1545-0047

2011

Open to Public
Inspection

Name of the organization

ATLANTICARE HEALTH SYSTEM INC

Employer identification number

22-3265213

Part I

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Type I

Type II

Type III - Functionally integrated

Type III - Other

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

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

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

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

Yes

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

11g(i)

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

11g(ii)

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

11g(iii)

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

(i) Name of supported organization	(ii) EIN	(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))	(iv) Is the organization in col. (i) listed in your governing document?		(v) Did you notify the organization in col. (i) of your support?		(vi) Is the organization in col. (i) organized in the U.S.?		(vii) Amount of support?
(i) Name of supported organization	(ii) EIN		Yes	No	Yes	No	Yes	No	(vii) Amount of support?
(1) ATLANTICARE REGIONAL MEDICAL CENTER	210634549	03		No	Yes		Yes		0
(2) ATLANTICARE BEHAVIORAL HEALTH INC	210721208	03		No	Yes		Yes		0
(3) ATLANTICARE FOUNDATION	222148992	03		No	Yes		Yes		0
(4) ATLANTICARE HEALTH ENGAGEMENT INC	611608389	0		No	Yes		Yes		0
(5) ATLANTICARE HEALTH SERVICES INC	223265214	04		No	Yes		Yes		0
(6) INFOSHARE INC	223337816	0		No	Yes		Yes		0
Total									0

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2011

Page 2

Part II

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

Section A. Public Support

Calendar year(or fiscal year beginning in)		(a) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3..
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6	Public Support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year(or fiscal year beginning in)		(a) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
11	Total support (Add lines 7 through 10).

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

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

Section C. Computation of Public Support Percentage

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

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

16a

33 1/3% support test—2011. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ...................... right arrow

33 1/3% support test—2010. If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2011. If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization .................................................. right arrow

10%-facts-and-circumstances test—2010. If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly
supported organization .............................................. right arrow

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

Schedule A (Form 990 or 990-EZ) 2011

Page 3

Part III

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

Section A. Public Support

Calendar year(or fiscal year beginning in)		(a) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3	Gross receipts from activities that are not an unrelated trade or business under section 513..
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge..
6	Total. Add lines 1 through 5.
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons...
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public Support (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2007	(b) 2008	(c) 2009	(d) 2010	(e) 2011	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
13	Total support (Add lines 9, 10c, 11 and 12.).

Section C. Computation of Public Support Percentage

Public Support Percentage for 2011 (line 8 column (f) divided by line 13 column (f)) .........

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

Section D. Computation of Investment Income Percentage

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

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

19a

33 1/3% support tests—2011. If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .......... right arrow

33 1/3% support tests—2010. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

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

Schedule A (Form 990 or 990-EZ) 2011

Page 4

Part IV

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

Facts And Circumstances Test

Explanation

Schedule A (Form 990 or 990-EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

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

Complete if the organization is described below.
SchCMd Bullet

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

See separate instructions.

OMB No. 1545-0047

2011

Open to Public
Inspection

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

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

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

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

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

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

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

Name of the organization

ATLANTICARE HEALTH SYSTEM INC

Employer identification number

22-3265213

Part I-A

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

Provide a description of the organization’s direct and indirect political campaign activities in Part IV.

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

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

Part I-B

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

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

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

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

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

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

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

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

Yes No

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

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

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2011

Page 2

Part II-A

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

A Check if the filing organization belongs to an affiliated group (and list in Part IV each affiliated group member's name, address, EIN, expenses, and share of excess lobbying expenditures).
B Check if the filing organization checked box A and "limited control" provisions apply.

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(a) Filing organization's totals	(b) Affiliated group totals
1a	Total lobbying expenditures to influence public opinion (grass roots lobbying) ......
b	Total lobbying expenditures to influence a legislative body (direct lobbying) .......	264,490	264,490
c	Total lobbying expenditures (add lines 1a and 1b) ...................	264,490	264,490
d	Other exempt purpose expenditures ........................	50,393,730	728,288,510
e	Total exempt purpose expenditures (add lines 1c and 1d) ...............	50,658,220	728,553,000
f	Lobbying nontaxable amount. Enter the amount from the following table in both columns.	1,000,000	1,000,000
	If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
	Not over $500,00020% of the amount on line 1e.
	Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
	Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
	Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
	Over $17,000,000$1,000,000.

g	Grassroots nontaxable amount (enter 25% of line 1f) .................	250,000	250,000
h	Subtract line 1g from line 1a. If zero or less, enter -0-. ................
i	Subtract line 1f from line 1c. If zero or less, enter -0-. ................
j	If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting section 4911 tax for this year? ......................................		Yes No

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2008	(b) 2009	(c) 2010	(d) 2011	(e) Total

2a	Lobbying non-taxable amount	1,000,000	1,000,000	1,000,000	1,000,000	4,000,000

b	Lobbying ceiling amount (150% of line 2a, column(e))					6,000,000

c	Total lobbying expenditures	276,388	260,187	252,734	264,490	1,053,799

d	Grassroots nontaxable amount	250,000	250,000	250,000	250,000	1,000,000

e	Grassroots ceiling amount (150% of line 2d, column (e))					1,500,000

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2011

Page 3

Part II-B

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

For each “Yes” response to lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.

(a)

Yes

(b)

Amount

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

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

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

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

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

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

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

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

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

Other activities? ..........................

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

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

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

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

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

Part III-A

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

Yes

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

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

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

Part III-B

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

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

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

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

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

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

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

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

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

Part IV

Supplemental Information

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

Identifier	Return Reference	Explanation

Schedule C (Form 990 or 990EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

ATLANTICARE HEALTH SYSTEM INC

Employer identification number

22-3265213

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 .................
b	Buildings ................
c	Leasehold improvements ............	504,465	299,056	205,409
d	Equipment ................	4,964,787	4,913,067	51,720
e	Other .................
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				257,129

Schedule D (Form 990) 2011

Page 3

Part VII

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

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








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

Part VIII

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

(a) Description of investment type	(b) Book value	(c) Method of valuation: Cost or end-of-year market value
(1) REGIONAL MEDICAL CENTER	17,502,212	F
(2) OTHER INVESTMENTS	956,974	F







Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)	18,459,186

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
PENSION PAYABLE		4,619,102
DUE TO AFFILIATES		1,036,000







Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		5,655,102
2. Fin 48 (ASC 740) Footnote. In Part XIV, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC740).

Schedule D (Form 990) 2011

Page 4

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

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

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

Part XIV

Supplemental Information

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

Identifier	Return Reference	Explanation
TEXT OF FIN 48 AUDITED FINANCIAL STATEMENT FOOTNOTE	SCHEDULE D, PART X	THE ORGANIZATION IS THE PARENT ENTITY IN THE ATLANTICARE HEALTH SYSTEM, INC. ("SYSTEM"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM. AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF ATLANTICARE HEALTH SYSTEM, INC. AND ALL ENTITIES WITHIN THE SYSTEM FOR THE YEAR ENDED DECEMBER 31, 2011. THE FOLLOWING FOOTNOTE IS INCLUDED IN THE ORGANIZATION'S 2008 AUDITED FINANCIAL STATEMENTS THAT REPORTS THE ORGANIZATION'S LIABILITY FOR UNCERTAIN TAX PROVISIONS UNDER FIN 48: IN 2006, FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) INTERPRETATION NO. 48 (FIN 48), ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, AN INTERPRETATION FASB STATEMENT NO. 109, ACCOUNTING FOR INCOME TAXES, WAS ISSUED. FIN 48 CREATES A SINGLE MODEL TO ADDRESS UNCERTAINTY IN TAX POSITION AND CLARIFIES THE ACCOUNTING FOR INCOME TAXES BY PRESCRIBING THE MINIMUM RECOGNITION THRESHOLD A TAX POSITION IS REQUIRED TO MEET BEFORE BEING RECOGNIZED IN THE FINANCIAL STATEMENTS. UNDER THE REQUIREMENTS OF FIN 48, TAX-EXEMPT ORGANIZATIONS MAY BE REQUIRED TO RECORD AN OBLIGATION AS THE RESULT OF A TAX POSITION HISTORICALLY TAKEN ON VARIOUS TAX EXPOSURES ITEMS. PRIOR TO FIN 48, THE DETERMINATION OF WHEN TO RECORD A LIABILITY FOR A TAX EXPOSURE WAS BASED ON WHETHER A LIABILITY WAS CONSIDERED PROBABLE AND REASONABLY ESTIMABLE IN ACCORDANCE WITH STATEMENT OF FINANCIAL ACCOUNTING STANDARDS (SFAS) NO. 5, ACCOUNTING FOR CONTINGENCIES. ON JANUARY 1, 2007 THE COMPANY ADOPTED FIN 48. THE IMPACT OF THE ADOPTION OF FIN 48 ON THE COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS IS NOT SIGNIFICANT.

Schedule D (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

ATLANTICARE HEALTH SYSTEM INC

Employer identification number

22-3265213

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

Yes

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

Yes

Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in 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) DAVID P TILTON	(i) (ii)	676,103 0	315,000 0	162,932 0	494,758 0	29,988 0	1,678,781 0	0
(2) CHRISTOPHER A SCANZERA	(i) (ii)	221,431 30,446	64,137 0	12,876 114	35,716 2,243	17,668 0	351,828 32,803	0 0
(3) DANIEL MORREALE	(i) (ii)	0 26,665	0 0	115,904 0	0 0	17,667 0	133,571 26,665	354 0
(4) JAMES P NOLAN JR CPA	(i) (ii)	377,669 0	165,000 0	56,736 0	98,009 0	43,874 0	741,288 0	0 0
(5) DOMINIC S MOFFA	(i) (ii)	305,060 0	120,000 0	33,866 0	81,814 0	39,791 0	580,531 0	0 0
(6) LORI S HERNDON	(i) (ii)	0 390,416	0 160,000	0 56,196	0 104,858	0 38,320	0 749,790	0 0
(7) DAVID A DESIMONE ESQ	(i) (ii)	233,774 0	62,250 0	34,140 0	35,831 0	36,926 0	402,921 0	0 0
(8) RICHARD D LOVERING	(i) (ii)	230,837 0	60,000 0	25,849 0	34,787 0	37,090 0	388,563 0	0 0
(9) RENE A ZANELOTTI BUNTING	(i) (ii)	197,243 0	55,000 0	45,831 0	32,966 0	16,608 0	347,648 0	0 0
(10) IRA R PEEZICK	(i) (ii)	178,536 0	46,000 0	36,174 0	31,752 0	6,306 0	298,768 0	0 0
(11) TERRI LU SCHIEDER	(i) (ii)	0 261,713	0 63,000	0 27,600	0 39,589	0 37,746	0 429,648	0 0
(12) JOAN MARY BRENNAN	(i) (ii)	0 139,203	0 50,000	0 40,879	0 29,699	0 37,961	0 297,742	0 0
(13) CATHERINE IOCONA	(i) (ii)	180,846 18,734	0 0	1,210 105	11,643 3,015	17,009 0	210,708 21,854	0 0
(14) FRANCIS KING	(i) (ii)	147,519 0	14,150 0	1,338 0	10,096 0	815 0	173,918 0	0 0
(15) DONNA MICHAEL ZIEREIS	(i) (ii)	143,293 0	17,997 0	320 0	10,079 0	34,718 0	206,407 0	0 0
(16) ALEXANDER D SHARNOFF	(i) (ii)	143,645 0	16,507 0	179 0	9,933 0	23,474 0	193,738 0	0 0
(17) ROSEANN KOBIALKA	(i) (ii)	144,040 0	13,000 0	862 0	11,533 0	15,999 0	185,434 0	0 0
(18) GEORGE F LYNN	(i) (ii)	116,889 0	0 0	1,221,738 0	15,760 0	6,751 0	1,361,138 0	1,117,426 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; QUESTION 1A	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 AS TAXABLE WAGES: DAVID P. TILTON, $1,500; DOMINIC S. MOFFA, $1,500; LORI S. HERNDON, $1,500; RENE A. ZANELOTTI BUNTING, $1,500; DAVID A. DESIMONE, ESQ., $1,500 AND GEORGE F. LYNN, $1,500.
COMPENSATION INFORMATION	SCHEDULE J, PART I; QUESTION 4A	THE FOLLOWING INDIVIDUAL RECEIVED A SEVERANCE PAYMENT DURING CALENDAR YEAR 2011 WHICH THE SEVERANCE PAYMENT WAS INCLUDED IN COLUMN B (III) HEREIN AND IN THE INDIVIDUAL'S 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: DANIEL MORREALE, $115,550.
COMPENSATION INFORMATION	SCHEDULE J, PART I; QUESTION 4B	THE AMOUNTS REFLECTED IN COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS INCLUDES VESTED BENEFITS IN SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") WHICH ARE NO LONGER SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. THE AMOUNTS OUTLINED HEREIN WERE INCLUDED IN EACH INDIVIDUAL'S 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: DANIEL MORREALE, $354 AND GEORGE F. LYNN, $1,117,426. THE DEFERRED COMPENSATION AMOUNT IN COLUMN C FOR THE FOLLOWING INDIVIDUALS INCLUDES UNVESTED BENEFITS IN AN INTERNAL REVENUE CODE SECTION 457(F) PLAN (NON-QUALIFIED DEFERRED COMPENSATION PLAN) WHICH IS SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. ACCORDINGLY, THE INDIVIDUALS MAY NEVER ACTUALLY RECEIVE THIS UNVESTED BENEFIT AMOUNT. THE AMOUNTS OUTLINED HEREIN WERE NOT INCLUDED IN EACH INDIVIDUAL'S 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: DAVID P. TILTON, $308,000; CHRISTOPHER A. SCANZERA, $21,667; JAMES P. NOLAN, JR., CPA, $33,750; DOMINIC S. MOFFA, $26,833; LORI S. HERNDON, $35,250; DAVID A. DESIMONE, ESQ., $20,833; RICHARD D. LOVERING, $20,000; RENE A. ZANELOTTI BUNTING, $18,333; IRA R. PEEZICK, $16,000; TERRI LU SCHIEDER, $22,500 AND JOAN MARY BRENNAN, $14,167. THE DEFERRED COMPENSATION AMOUNT IN COLUMN C FOR THE FOLLOWING INDIVIDUALS INCLUDES UNVESTED BENEFITS IN A LONG TERM INCENTIVE PLAN WHICH ARE SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. ACCORDINGLY, THE INDIVIDUALS MAY NEVER ACTUALLY RECEIVE THE UNVESTED BENEFIT AMOUNT. THE AMOUNTS OUTLINED HEREIN WERE NOT INCLUDED IN THE INDIVIDUAL'S 2011 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: DAVID P. TILTON, $171,500; JAMES P. NOLAN, JR., CPA, $49,613; DOMINIC S. MOFFA, $39,445 AND LORI S. HERNDON, $51,818.
COMPENSATION INFORMATION	SCHEDULE J, PART I; QUESTION 7	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.
COMPENSATION INFORMATION	SCHEDULE J, PART II, COLUMN F	THE AMOUNT REPORTED IN SCHEDULE J, PART II, COLUMN F FOR THE FOLLOWING INDIVIDUALS INCLUDES VESTED BENEFITS IN A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("sERP") BECAUSE THE AMOUNT WAS NO LONGER SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. THESE AMOUNTS WERE TREATED AS TAXABLE INCOME AND REPORTED ON EACH INDIVIDUAL'S 2011 FORM W-2, BOX 5 AS TAXABLE MEDICARE WAGES AS FOLLOWS: DANIEL MORREALE, $354 AND GEORGE F. LYNN, $1,117,426.

Schedule J (Form 990) 2011

Additional Data

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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

ATLANTICARE HEALTH SYSTEM INC

Employer identification number

22-3265213

Identifier	Return Reference	Explanation
COMMUNITY BENEFIT STATEMENT	CORE FORM, PART III; STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	ATLANTICARE HEALTH SYSTEM, INC. FEID: 22-3265213 ATLANTICARE HEALTH SYSTEM, INC. ("SYSTEM") IS A NOT-FOR-PROFIT ORGANIZATION LOCATED IN ATLANTIC CITY, NEW JERSEY. THE SYSTEM IS THE SOLE CORPORATE MEMBER OF VARIOUS HEALTHCARE RELATED ORGANIZATIONS, THE MAJORITY OF WHICH ARE TAX-EXEMPT ENTITIES (COLLECTIVELY "ATLANTICARE"). THE SYSTEM PROVIDES LEADERSHIP, MANAGERIAL AND SUPPORT SERVICES TO A NUMBER OF AFFILIATED HEALTHCARE RELATED ORGANIZATIONS. THE INTERNAL REVENUE SERVICE HAS RECOGNIZED THE SYSTEM AS BEING A TAX-EXEMPT ORGANIZATION UNDER INTERNAL REVENUE CODE ("IRC") CODE SECTION 501(C)(3). SYSTEM AND AFFILIATES ("ATLANTICARE") IS AN INTEGRATED HEALTHCARE SYSTEM DEDICATED TO TRANSFORMING HEALTHCARE AT THE REGIONAL LEVEL BY PROVIDING HIGH QUALITY HEALTH AND WELLNESS SERVICES. ATLANTICARE INCLUDES THE SYSTEM, ATLANTICARE REGIONAL MEDICAL CENTER ("ARMC" AND FORMERLY THE ATLANTIC CITY MEDICAL CENTER), ATLANTICARE BEHAVIORAL HEALTH ("ABH"), ATLANTICARE FOUNDATION ("FOUNDATION"), ATLANTICARE HEALTH SERVICES ("SERVICES"), ATLANTICARE HEALTH PLANS ("HEALTH PLANS"), ATLANTICARE HEALTH ENGAGEMENT(HEALTH ENGAGEMENT) AND INFOSHARE. ADDITIONALLY, THESE KEY ATLANTICARE DIVISIONS PARTICIPATE IN OTHER HEALTH CARE RELATED ACTIVITIES IN COLLABORATION WITH OTHER MEMBERS OF THE COMMUNITY. THE REGION'S LARGEST HEALTHCARE ORGANIZATION AND LARGEST NON-CASINO EMPLOYER, ATLANTICARE'S NEARLY 5,000 EMPLOYEES SERVE THE COMMUNITY IN MORE THAN 60 LOCATIONS. ATLANTICARE AND ITS AFFILIATED ORGANIZATION ARE GOVERNED BY MORE THAN 80 VOLUNTEER COMMUNITY LEADERS WHO DEDICATE CONSIDERABLE TIME AND ENERGY TOWARD THE ULTIMATE ACHIEVEMENT OF ATLANTICARE'S MISSION, VISION AND VALUES: MISSION STATEMENT ================= WE DELIVER HEALTH AND HEALING TO ALL PEOPLE THROUGH TRUSTING RELATIONSHIPS. VISION ====== ATLANTICARE BUILDS HEALTHY COMMUNITIES. VALUES ====== ATLANTICARE STRESSES THE FOLLOWING VALUES: INTEGRITY --------- ACTIONS AND DECISIONS CONSISTENTLY REFLECT THE HIGHEST ETHICAL STANDARDS. ATLANTICARE OPERATES ON THE BASIS OF OPENNESS, TO NURTURE AN ENVIRONMENT OF HONESTY AND TRUST. RESPECT ------- EACH INDIVIDUAL IS TREATED WITH DIGNITY AND COMPASSION. CREATIVITY IS ENCOURAGED. EACH INDIVIDUAL IS EQUALLY IMPORTANT IN A UNIQUE WAY. SAFETY ------ SAFETY OF PATIENTS AND STAFF IS OUR TOP PRIORITY. WE CONTINUE TO INTEGRATE NEW LEARNING IN QUALITY IMPROVEMENT AND SAFETY MANAGEMENT TO ALL ASPECTS OF OUR CARE ENVIRONMENT. SERVICE ------- CUSTOMER COMMITMENTS ARE BUILT UPON THE PHILOSOPHY THAT QUALITY AND SERVICE WILL IMPROVE OVER TIME USING A PROCESS OF CONTINUOUS QUALITY IMPROVEMENT. PERFORMANCE IS MEASURED AGAINST CUSTOMER'S STANDARDS, WITH THE GOAL TO EXCEED THEIR EXPECTATIONS. TEAMWORK -------- TO ACHIEVE THE GREATEST SUCCESS, COLLABORATION AND OPEN COMMUNICATION ARE ESSENTIAL. CHARITABLE PURPOSE ================== ATLANTICARE PROVIDES URGENT AND EMERGENT HEALTH CARE SERVICES TO ALL INDIVIDUALS AND ALSO PROVIDES ELECTIVE PROCEDURES TO INDIVIDUALS WHO RESIDE IN OUR PRIMARY AND REGIONAL SERVICE AREAS IN A NON-DISCRIMINATORY MANNER REGARDLESS OF MEDICAL CONDITION, RACE, COLOR, CREED, SEX, NATIONAL ORIGINS, HANDICAP, AGE, LIFESTYLE, FINANCIAL STATUS OR ABILITY TO PAY. ARMC IS ONE OF TWO "SAFETY NET" HOSPITALS IN SOUTHERN NEW JERSEY PROVIDING APPROXIMATELY $49 MILLION IN CHARITY CARE, AT COST, WHICH REPRESENTS APPROXIMATELY 90% OF THE CHARITY CARE PROVIDED IN ATLANTIC COUNTY AND MORE CHARITY CARE THAN THE 7 CLOSEST HOSPITALS COMBINED. ATLANTICARE ALSO PROVIDES FREE CARE TO PATIENTS THAT DO NOT MEET THE STATE ELIGIBILITY REQUIREMENTS FOR CHARITY CARE DESIGNATION OR WHO ARE NOT COMPLIANT IN PURSUING ELIGIBILITY STATUS. ADDITIONALLY, ATLANTICARE SPONSORS OTHER CHARITABLE PROGRAMS, WHICH PROVIDE SUBSTANTIAL BENEFIT TO THE BROADER COMMUNITY. SUCH PROGRAMS INCLUDE SERVICES TO THE NEEDY AND ELDERLY POPULATION THAT MAY REQUIRE SPECIAL SUPPORT, VARIOUS CLINICAL OUTREACH PROGRAMS, IN ADDITION TO HEALTH PROMOTION AND DISEASE PREVENTION AND MANAGEMENT EDUCATION FOR THE GENERAL COMMUNITY WELFARE. ATLANTICARE PROUDLY SUPPORTS THE COMMUNITY IN MANY WAYS BY PARTICIPATING IN EVENTS AND OFFERING ACTIVITIES AND SERVICES THAT ENHANCE THE OVERALL QUALITY OF LIFE FOR PEOPLE. THE TOTALITY OF THESE ACTIONS WORK TO BUILD HEALTHY COMMUNITIES. THE UNITED WAY OF ATLANTIC COUNTY IS AN ORGANIZATION WITH WHICH ATLANTICARE HAS HAD CONSIDERABLE INVOLVEMENT. EACH YEAR, ATLANTICARE'S UNITED WAY CAMPAIGN IS AMONG THE STRONGEST AND MOST SUCCESSFUL OF ANY BUSINESS IN ATLANTIC COUNTY. DURING THE 2011 CAMPAIGN, ATLANTICARE AND ITS EMPLOYEES CONTRIBUTED APPROXIMATELY $250,000. ATLANTICARE PROVIDES SCHOLARSHIPS/SUPPORT TO LOCAL SCHOOLS WHICH INCLUDE SCHOLARSHIPS FOR NURSING AND ALLIED HEALTH DEGREES, TECHNICAL HONOR SOCIETY, SILVER EAGLE AWARD AND SUPPORT OF NUMEROUS LOCAL SCHOOL SPORTS PROGRAMS. ATLANTICARE ALSO PROVIDES EXTENSIVE SUPPORT TO CHARITABLE EVENTS SUCH AS; THE AMERICAN HEART ASSOCIATION HEART WALK, BIG BROTHERS & BIG SISTERS BOWL-A-THON, RUTH NEWMAN SHAPIRO HEART & CANCER MEMORIAL FUND BALL, SHIRLEY MAE BREAST CANCER ASSISTANCE FUND WALK/RUN AND THE GOLD FOUNDATION GOLF TOURNAMENT TO NAME A FEW. OTHER COMMUNITY SERVICE PROGRAMS/ORGANIZATIONS OF WHICH ATLANTICARE IS INVOLVED WITH ARE GILDA'S CLUB OF SOUTH JERSEY, AMERICAN RED CROSS, MARCH OF DIMES, SOUTH JERSEY AIDS ALLIANCE AND LOCAL POLICE, FIRE & EMS DEPARTMENTS. ATLANTICARE'S INVOLVEMENT IN HEALTH FAIRS, SEMINARS AND SUPPORT GROUPS INCLUDE, BUT IS NOT LIMITED TO, THE ATLANTIC CITY MARATHON, THE HAMMONTON AND MARGATE COMMUNITY FARMERS' MARKETS, NAACP STATE CONFERENCE, SEVERAL HEALTH FAIRS SPONSORED BY LOCAL FAITH BASED GROUPS, THE RICHARD STOCKTON COLLEGE WELLNESS DAYS, ATLANTIC CITY CHAMBER & JEWISH COMMUNITY CENTER'S SENIOR EXPO, COMMUNITY BASED BREAST CANCER SURVIVOR SUPPORT GROUP, THE LINKS/GOLDEN CIRCLE HEALTH FAIR AND HAMMONTON GREEN DAY FESTIVAL. ATLANTICARE IS ALSO INVOLVED WITH VARIOUS EDUCATIONAL PROGRAMS. THESE INCLUDE, BUT ARE NOT LIMITED TO, JOB SHADOW DAYS, COMMUNITY HEALTH SERVICES SCHOOL PRESENTATIONS, SAFE SITTER PROGRAM, FIRST AID CLASSES, PARENTING, SIBLING AND BIRTHING CLASSES. VARIOUS COMMUNITY EVENTS ARE OFFERED BY ATLANTICARE. THESE FREE COMMUNITY EVENTS ARE PROMOTED VIA ATLANTICARE ADVANCES, A CALENDAR MAILING, ADS PLACED IN LOCAL NEWSPAPERS AND ATLANTICARE'S WEBSITE. COMMUNITY EVENTS INCLUDE: - CANCER SURVIVORS DAY - ADULT DIABETES SUPPORT GROUP - WEIGHT LOSS SURGERY SEMINARS & SUPPORT GROUPS - HEART HEROES MEETINGS - HEADACHES: PREVENTION, DIAGNOSIS AND TREATMENT - LOW BACK PAIN: BODY BASICS - DEALING WITH A CANCER DIAGNOSIS - MATTERS OF THE HEART LECTURES & CARDIAC SCREENINGS - DEALING WITH JOINT PAIN - PREPARING FOR CHEMOTHERAPY - STRIKE OUT STROKE - COPING WITH LOSS THIS IS NOT AN ALL INCLUSIVE LIST. ATLANTICARE BRINGS HEALTH AND WELLNESS SERVICES TO THE COMMUNITY THROUGH MOBILE OUTREACH, EDUCATION, SCREENINGS AND SUPPORT GROUPS. COMMUNITY OUTREACH SERVICES IN CURRENT AND PRIOR YEARS INCLUDE: - HEART CHECK IS A THOROUGH, CONVENIENT AND AFFORDABLE CARDIAC SCREENING PERFORMED BY AN EXPERIENCED TEAM FROM THE HEART INSTITUTE ON THE ATLANTICARE COMMUNITY HEALTH MOBILE. - THE ATLANTICARE REGIONAL MEDICAL CENTER RNS MOBILE MAMMOGRAPHY VAN OFFERS WOMEN OVER AGE 35 A BREAST SCREENING IN LESS THAN 30 MINUTES AT A LOCATION CLOSE TO THEIR HOME OR WORKPLACE. ARMC PROVIDES MAMMOGRAPHY SERVICES FREE OR ON A SLIDING FEE BASIS TO WOMEN WHO DO NOT HAVE INSURANCE IN 2011 WE SCREENED APPROXIMATELY 3,000 WOMEN THROUGH THE MOBILE MAMMOGRAPHY VAN. - "MATTERS OF THE HEART" IS A FREE MONTHLY HEART HEALTH SEMINAR THE HEART INSTITUTE AT ARMC OFFERS THE COMMUNITY. IT INCLUDES SCREENINGS FOR BLOOD PRESSURE, CHOLESTEROL AND BLOOD SUGAR. IN 2010 THE HEART INSTITUTE CONDUCTED 653 HEART HEALTH CHECKS. - SUPPORT GROUPS INCLUDE A STROKE SUPPORT GROUP, A BREAST CANCER SURVIVOR SUPPORT GROUP AND LOOK GOODFEEL BETTER FOR BREAST CANCER PATIENTS; AND A SUPPORT GROUPS FOR PATIENTS WHO HAVE HAD WEIGHT LOSS SURGERY ALONG WITH CARE FOR THE CAREGIVER SUPPORT GROUP, CHRONIC FATIGUE SYNDROME, TOURETTE SYNDROME ALONG WITH LOSS SUPPORT GROUPS OFFERED THROUGH HOSPICE AND WOMEN EXPERIENCING A PERINATAL LOSS.
COMMUNITY BENEFIT STATEMENT CONTINUED	CORE FORM, PART III; STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	- ARMC REGIONAL TRAUMA CENTER DONATED CHILD LIFE VESTS TO LOCAL MARINAS AND SPONSORED ITS SIXTH ANNUAL BIKE HELMET SAFETY PROGRAM ATLANTICARE'S HEALTH ENGAGEMENT SUPPORTS NUMEROUS COMMUNITY OUTREACH PROGRAMS DESIGNED TO IMPROVE THE HEALTH STATUS OF THE RESIDENTS OF SOUTHEASTERN NEW JERSEY. A NON-INCLUSIVE LIST OF SUCH PROGRAMS ARE AS FOLLOWS: - HEALTHY SCHOOLS/HEALTHY CHILDREN - CHRONIC DISEASE SELF MANAGEMENT CLASSES - A COMMUNITY GARDENING INITIATIVE, ENTITLED GROWING GREEN - HEALING ARTS PROGRAMMING ATLANTICARE PROVIDES VARIOUS LIFE SUPPORT TRAINING CLASSES INCLUDING THE FOLLOWING: - BASIC LIFE SUPPORT PROGRAMS - EMERGENCY CARDIOVASCULAR CARE PROGRAMS - INSTRUCTOR DEVELOPMENT PROGRAMS AWARDS AND RECOGNITIONS ----------------------- - AMERICAN HOSPITAL ASSOCIATION- MCKESSON QUEST FOR QUALITY PRIZE FINALIST-2011 - AMERICAN HOSPITAL ASSOCIATION FOSTER G. MCGAW PRIZE FOR EXCELLENCE IN COMMUNITY SERVICE FINALIST-2011 - ATLANTICARE KIDS EARNS ACCREDITATION FROM THE NATIONAL ASSOCIATION OF THE EDUCATION OF YOUNG CHILDREN (NAEYC)-2010 - ATLANTICARE EARNS SUCCESSFUL OUTCOMES THROUGH LEARNING AWARD IN CATEGORY ENTERPRISE LEARNING BY HEALTH STREAM INC.-2010 - ATLANTICARE'S BREAST HEALTH PROGRAM RECEIVES A THREE YEAR/FULL ACCREDITATION FROM THE NATIONAL ACCREDITATION PROGRAM FOR BREAST CENTERS (NAPBC)-2010 - ATLANTICARE NAMED A WINNER IN THE MALCOLM BALDRIDGE NATIONAL QUALITY AWARD-2009 - ATLANTICARE NAMED ONE OF THE 100 MOST WIRED HOSPITALS AND HEALTH SYSTEMS IN THE NATION BY HOSPITALS & HEALTH NETWORKS MAGAZINE.-2009 - ATLANTICARE HEART INSTITUTE EARNS AMERICAN HEART/AMERICAN STROKE ASSOCIATION'S SILVER GET WITH THE GUIDELINES SILVER PERFORMANCE ACHIEVEMENT AWARD-2009 - ATLANTICARE'S T.E.A.M DIABETES RECEIVES AMERICAN DIABETES ASSOCIATION (ADA) FOR QUALITY SELF MANAGEMENT EDUCATION RECOGNITION-2009 - ATLANTICARE HOMECARE WAS NAMED ONE OF THE TOP 100 OUT OF 2,600 AGENCIES NATIONWIDE-2008. - ARMC JOINT INSTITUTE EARNS JOINT COMMISSION GOLD SEAL OF APPROVAL-2008 - HOSPITAL RECOGNITION FOR QUALITY & SAFETY FROM HORIZON BLUE CROSS BLUE SHIELD OF NEW JERSEY-2007 - NEW JERSEY'S GOVERNOR'S AWARD FOR PERFORMANCE EXCELLENCE FOR QUALITY AND PERFORMANCE - BRONZE 2007 - FREEDOM FUND AWARD FROM THE NAACP-2007 - UNITED WAY OF ATLANTIC COUNTY - THOMAS J. KUHAR FOUNDER'S AWARD-2006 - ATLANTIC CITY METROPOLITAN BUSINESS & CITIZEN'S APPRECIATION AWARD-2006 - NJ HOSPITAL AWARD FOR OUTREACH- MISSION HEALTHCARE-2006 CENTERS FOR MEDICARE AND MEDICAID (CMS) RANKED ARMC SEVENTH IN THE NATION FOR THE CARE OF HEART ATTACK, CONGESTIVE HEART FAILURE AND PNEUMONIA PATIENTS BASED ON DATA COMPILED BY HARVARD UNIVERSITY FOR THE COMMONWEALTH FUND. - UNITED STATES DEPARTMENT OF HEALTH AND HUMAN SERVICES (HHS) MEDAL OF HONOR FOR OUTSTANDING RATES OF ORGAN DONATION. ONLY THREE PERCENT OF HOSPITALS NATIONWIDE HAVE ACHIEVED THE AWARD. IN ADDITION, ATLANTICARE PROVIDES A SIGNIFICANT POSITIVE ECONOMIC CONTRIBUTION TO THE COMMUNITY. ATLANTICARE DIRECTLY IMPACTS THE COMMUNITY IN A POSITIVE MANNER BY VIRTUE OF EMPLOYING NEARLY 5,000 AREA RESIDENTS. ATLANTICARE SUPPORTS THE LOCAL BUSINESS COMMUNITY BY PURCHASING GOODS AND SERVICES FROM MANY LOCAL AREA BUSINESSES. ATLANTICARE REGIONAL MEDICAL CENTER FEID: 21-0634549 BACKGROUND ========== ARMC IS A 589-BED, NOT-FOR-PROFIT HOSPITAL THAT WAS FOUNDED IN 1898 AS A TEN-BED FACILITY IN A CONVERTED HOME ON OHIO AVENUE IN ATLANTIC CITY. THE INTERNAL REVENUE SERVICE HAS RECOGNIZED ARMC AS BEING A TAX-EXEMPT ORGANIZATION UNDER IRC CODE SECTION 501(C) (3). ARMC OPERATES CONSISTENTLY WITH THE FOLLOWING CRITERIA OUTLINED IN IRS REVENUE RULING 69-545: ARMC PROVIDES URGENT AND EMERGENT HEALTH CARE SERVICES TO ALL INDIVIDUALS AND ALSO PROVIDES ELECTIVE PROCEDURES TO INDIVIDUALS WHO RESIDE IN OUR PRIMARY SERVICE AREA IN A NON-DISCRIMINATORY MANNER REGARDLESS OF MEDICAL CONDITION, RACE, COLOR, CREED, SEX, NATIONAL ORIGINS, HANDICAP, AGE, LIFESTYLE, FINANCIAL STATUS OR ABILITY TO PAY. ARMC OPERATES TWO ACTIVE EMERGENCY ROOMS FOR ALL PERSONS; WHICH ARE OPEN 24 HOURS A DAY, 7 DAYS A WEEK, 365 DAYS PER YEAR; ARMC MAINTAINS AN OPEN MEDICAL STAFF, WITH PRIVILEGES AVAILABLE TO ALL QUALIFIED PHYSICIANS; AND CONTROL OF ARMC RESTS WITH ITS BOARD OF TRUSTEES; WHICH IS COMPRISED OF INDEPENDENT CIVIC LEADERS AND OTHER PROMINENT MEMBERS OF THE COMMUNITY. SURPLUS FUNDS ARE USED TO IMPROVE THE QUALITY OF PATIENT CARE, EXPAND AND RENOVATE FACILITIES AND ADVANCE MEDICAL CARE; PROGRAMS AND ACTIVITIES. THE OPERATIONS OF ARMC, AS SHOWN THROUGH THE FACTORS OUTLINED ABOVE AND OTHER INFORMATION CONTAINED HEREIN, CLEARLY DEMONSTRATE THAT THE USE AND CONTROL OF ARMC IS FOR THE BENEFIT OF THE PUBLIC AND THAT NO PART OF THE INCOME OR NET EARNINGS OF THE ORGANIZATION INURES TO THE BENEFIT OF ANY PRIVATE INDIVIDUAL NOR IS ANY PRIVATE INTEREST BEING SERVED OTHER THAN INCIDENTALLY. ARMC'S CITY CAMPUS IS LOCATED IN ATLANTIC CITY WHERE THE HOSPITAL WAS FOUNDED, AND IS A BUSY METROPOLITAN HOSPITAL SERVING A GROWING RESIDENT POPULATION AND MORE THAN 35 MILLION TOURISTS EACH YEAR. ARMC'S MAINLAND CAMPUS, WHICH OPENED IN 1975, IS LOCATED IN GALLOWAY, NEW JERSEY, ONE OF THE STATE'S FASTEST GROWING RESIDENTIAL AND COMMERCIAL AREAS. ARMC OFFERS A NUMBER OF OUTPATIENT SERVICES, MANY OF WHICH IT PROVIDES AT THE ATLANTICARE HEALTHPLEX, OWNED AND OPERATED BY ARMC. LOCATED IN ATLANTIC CITY, THE HEALTHPLEX OFFERS A WIDE RANGE OF OUTPATIENT SERVICES IN ONE CONVENIENT LOCATION. ARMC IS A TEACHING HOSPITAL, TRAINING RESIDENTS IN A NUMBER OF SPECIALTIES. ARMC IS HOME TO MANY CENTERS OF EXCELLENCE AND SPECIALIZED SERVICES, SEVERAL OF WHICH ARE EXCLUSIVE TO THE REGION. - LEVEL II REGIONAL TRAUMA CENTER - NEONATAL INTENSIVE CARE UNIT (NICU) - ACCREDITED CHEST PAIN CENTER - ACCREDITED STROKE CENTER - HEART INSTITUTE - THE REGION'S ONLY FULL SERVICE CARDIAC SURGERY PROGRAM - THE JOINT INSTITUTE - THE SPINE INSTITUTE - STANLEY M. GROSSMAN PEDIATRIC CENTER - THE CANCER CARE INSTITUTE - KLIGERMAN DIGESTIVE DISEASE CENTER - CENTER FOR SURGICAL WEIGHT LOSS AND WELLNESS - ROGER B. HANSEN CENTER FOR CHILDBIRTH - WOMEN'S HEALTH AND WELLNESS - PSYCHIATRIC UNIT AND CRISIS INTERVENTION PROGRAM - SPECIAL CARE CENTER - JOSLIN DIABETES CENTER - WOUNDCARE CENTERS ARMC IS PROUD OF ITS AFFILIATIONS WITH RENOWNED HEALTHCARE ORGANIZATIONS INCLUDING THOMAS JEFFERSON UNIVERSITY HOSPITAL AND JEFFERSON'S PEDIATRIC AFFILIATE, THE NEMOURS DUPONT HOSPITAL FOR CHILDREN IN WILMINGTON, DELAWARE; FOX CHASE CANCER CENTER AND NEW YORK UNIVERSITY. MISSION, VISION AND VALUES ========================== MISSION STATEMENT ================= TO CARE FOR THE SICK, INJURED AND POOR IN AN ENVIRONMENT WHERE PATIENTS, THEIR FAMILIES AND PHYSICIANS ARE EXTENDED A SUPERIOR LEVEL OF PERSONAL SERVICE; WHERE QUALITY IMPROVES IN MEASURABLE TERMS; IN AN ENVIRONMENT WHICH RESPECTS THE DIGNITY OF THE PATIENT, FAMILY AND ALL ON THE HEALTHCARE TEAM. VISION ====== ATLANTICARE REGIONAL MEDICAL CENTER WILL BE THE PREMIER HEALTHCARE PROVIDER IN NEW JERSEY. WE WILL ACHIEVE AND SUSTAIN EXCELLENCE IN QUALITY OF CARE AND PERSONAL SERVICE THROUGH TOTAL CONFORMANCE TO CUSTOMER'S EXPECTATIONS WHILE PROVIDING AN OUTSTANDING WORK ENVIRONMENT. CHARITABLE PURPOSE ================== ARMC PROVIDES URGENT AND EMERGENT HEALTH CARE SERVICES TO ALL INDIVIDUALS AND ALSO PROVIDES ELECTIVE PROCEDURES TO INDIVIDUALS WHO RESIDE IN OUR PRIMARY SERVICE AREA IN A NON-DISCRIMINATORY MANNER REGARDLESS OF MEDICAL CONDITION, RACE, COLOR, CREED, SEX, NATIONAL ORIGINS, HANDICAP, AGE, LIFESTYLE, FINANCIAL STATUS OR ABILITY TO PAY. MOREOVER, ARMC PROVIDES HEALTH CARE SERVICES TO PATIENTS WHO MEET CERTAIN CRITERIA DEFINED BY THE NEW JERSEY DEPARTMENT OF HEALTH AND HUMAN SERVICES WITHOUT CHARGE OR AT AMOUNTS LESS THAN ESTABLISHED RATES. THE COST OF PROVIDING THESE SERVICES AND SUPPLIES TO PATIENTS WHO MEET THE STATE-MANDATED CHARITY CARE ELIGIBILITY REQUIREMENTS APPROXIMATED $49 MILLION AND $47 MILLION FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010, RESPECTIVELY. BECAUSE THE MEDICAL CENTER DOES NOT PURSUE COLLECTIONS OF AMOUNTS DETERMINED TO QUALIFY AS CHARITY CARE, THEY ARE NOT REPORTED AS REVENUE. THE MEDICAL CENTER ALSO PROVIDES FREE CARE TO PATIENTS WHO DO NOT MEET THE STATE ELIGIBILITY REQUIREMENTS OR ARE NOT COMPLIANT IN PURSUING ELIGIBILITY STATUS. SUCH AMOUNTS ARE INCLUDED IN THE CONSOLIDATED STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS AS PART OF THE PROVISION FOR UNCOLLECTIBLES, NET OF ANY RECOVERIES REALIZED THROUGH COLLECTION EFFORTS.
COMMUNITY BENEFIT STATEMENT CONTINUED	CORE FORM, PART III; STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	ARMC HAS ALSO INSTITUTED A SELF PAY DISCOUNT POLICY THAT LIMITS CHARGES FOR MEDICAL SERVICES TO AN AMOUNT NOT TO EXCEED 115% OF THE APPLICABLE MEDICARE REIMBURSEMENT RATE FOR ALL QUALIFIED UNINSURED PATIENTS WHO ARE NOT ELIGIBLE FOR EXISTING STATE, FEDERAL AND LOCAL PROGRAMS. ADDITIONALLY, THE COMPANY SPONSORS OTHER CHARITABLE PROGRAMS, WHICH PROVIDE SUBSTANTIAL BENEFIT TO THE BROADER COMMUNITY. SUCH PROGRAMS INCLUDE SERVICES TO THE NEEDY AND ELDERLY POPULATION THAT REQUIRE SPECIALS SUPPORT, VARIOUS CLINICAL OUTREACH PROGRAMS AS WELL AS HEALTH PROMOTION AND EDUCATION FOR THE GENERAL COMMUNITY WELFARE. ARMC'S COLLECTION POLICIES INCLUDE DISCOUNTS FOR THOSE PATIENTS WHO ARE UNINSURED BUT DO NOT QUALIFY FOR THE STATE CHARITY CARE PROGRAM. ARMC IS ONE OF TWO DESIGNATED SAFETY NET HOSPITALS IN SOUTHERN NEW JERSEY PROVIDING APPROXIMATELY 90% OF THE CHARITY CARE IN ATLANTIC COUNTY AND MORE CHARITY CARE THAN THE 7 CLOSEST HOSPITALS COMBINED. AWARDS AND RECOGNITIONS ======================= - NATIONAL RECOGNITION FOR ORGAN DONATION THROUGH THE DEPARTMENT OF HEALTH & HUMAN SERVICES AT BOTH HOSPITAL CAMPUSES. - MAGNET TM DESIGNATION FOR EXCELLENCE IN NURSING - 2005 AND 2004 (105TH HOSPITAL IN NATION AND 15TH IN NEW JERSEY TO ACHIEVE THIS STATUS) REDESIGNATED IN OCTOBER OF 2008. - J.D. POWERS AND ASSOCIATES DISTINGUISHED HOSPITAL DESIGNATION - 2004, 2005 AND 2006. - VALOR AWARDS - ATLANTIC CITY FIRE DEPARTMENT - 2004 (RECOGNITION OF THE HOSPITAL'S RESPONSE TO THE 2003 TROPICANA GARAGE COLLAPSE). ATLANTICARE BEHAVIORAL HEALTH (ABH) FEID: 21-0721208 ABH IS SOUTHEASTERN NEW JERSEY'S LARGEST PROVIDER OF BEHAVIORAL HEALTH AND SUBSTANCE ABUSE/ADDICTION RECOVERY SERVICES. WITH 26 LOCATIONS THROUGHOUT THE REGION, ABH OFFERS A BROAD RANGE OF SERVICES TO HELP INDIVIDUALS AND THEIR FAMILIES WITH SERIOUS MENTAL ILLNESSES, ANXIETIES RELATED TO SCHOOL OR JOB STRESS, AND MARRIAGE COUNSELING SERVICES. ABH ALSO PROVIDES EMPLOYEE ASSISTANCE PROGRAMS FOR AREA EMPLOYERS, WHICH INCLUDE EMPLOYEE COUNSELING SERVICES, BEHAVIORAL HEALTH AND WELLNESS PROGRAMS AND CRITICAL INCIDENT DEBRIEFING SERVICES. ABH MANAGES A 30-BED PSYCHIATRIC INPATIENT PROGRAM LOCATED AT THE MAINLAND CAMPUS AND A PSYCHIATRIC CRISIS INTERVENTION PROGRAM AT THE CITY CAMPUS OF ARMC. THE INTERNAL REVENUE SERVICE HAS RECOGNIZED ABH AS A TAX-EXEMPT ORGANIZATION UNDER IRC CODE SECTION 501 (C)(3). THE MAJORITY OF ABH'S PATIENTS ARE UNDERINSURED (MEDICAID/MEDICARE) OR UNINSURED. BEHAVIORAL HEALTH PROVIDES SERVICES TO CLIENTS WITHOUT INSURANCE COVERAGE AND CHARGES RATES BASED ON A SLIDING SCALE FEE BASED ON INCOME AND FAMILY SIZE. THE COST OF PROVIDING THESE SERVICES AND SUPPLIES TO PATIENTS THAT MEET THE ESTABLISHED CRITERIA APPROXIMATED $1,923,000 AND $1,991,000 FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010 RESPECTIVELY. ABH PROVIDES MANY OF THEIR SERVICES UNDER GRANTS FROM STATE AND FEDERAL AGENCIES. SUCH PROGRAMS INCLUDE: DEPARTMENT OF EDUCATION ----------------------- - 21ST CENTURY COMMUNITY LEARNING CENTERS DEPARTMENT OF HUMAN SERVICES ---------------------------- - DIVISION OF MENTAL HEALTH SERVICES OUTPATIENT TREATMENT - DIVISION OF ADDICTION SERVICES, OUTPATIENT AND INTENSIVE OUTPATIENT TREATMENT - WELFARE TO WORK SERVICES DEPARTMENT OF CHILDREN AND FAMILIES ----------------------------------- - SCHOOL BASED YOUTH SERVICES PROGRAM - OAKCREST TEEN CENTER - SCHOOL BASED YOUTH SERVICES PROGRAM - AC TEEN - SCHOOL BASED YOUTH SERVICES PROGRAM - BUENA TEEN AND CLEARY MIDDLE SCHOOL - FAMILY FRIENDLY CENTER - HAMMONTON ELEMENTARY SCHOOL - JOB TRAINING PROGRAM - BUENA - FOSTER CARE RESOURCE HOMES - CHILDREN AND ADOLESCENT OUTPATIENT TREATMENT - FAMILY PERMANENCY AND MENTORING PROGRAMS - MOBILE OUTREACH DEPARTMENT OF HEALTH --------------------- - SUBSTANCE ABUSE TREATMENT SERVICES TO WOMEN - COUNTY OF ATLANTIC - SUBSTANCE ABUSE INTENSIVE OUTPATIENT TREATMENT FOR MEDICALLY INDIGENT ADULTS - ADOLESCENT OUTPATIENT SERVICES - FAMILY OUTREACH PROGRAM - ATLANTIC CITY MLK FAMILY CENTER - ATLANTIC CITY UPTOWN SCHOOL FAMILY CENTER - HAMMONTON FAMILY CENTER - NJ AFTER 3 HAMMONTON AFTER SCHOOL PROGRAM ATLANTICARE FOUNDATION FEID: 22-2148992 THE FOUNDATION EXISTS TO IMPROVE THE HEALTH AND WELLBEING OF OUR COMMUNITY THROUGH A COMPREHENSIVE DEVELOPMENT PROGRAM TO SUPPORT SAFE, EQUITABLE, QUALITY HEALTHCARE; AND TO PROMOTE HEALTHY BEHAVIORS. THE INTERNAL REVENUE SERVICE HAS RECOGNIZED THE FOUNDATION AS BEING A TAX-EXEMPT ORGANIZATION UNDER IRC CODE SECTION 501(C)(3). THE FOUNDATION IS COMMITTED TO SPREADING THE EPIDEMIC OF HEALTH THROUGHOUT OUR COMMUNITY BY PROVIDING FINANCIAL RESOURCES TO HELP FUND HEALTH STATUS IMPROVEMENT, WHICH INCLUDES SUPPORTING THE PROGRAMS AND CAPITAL EXPANSION PROJECTS AT ATLANTICARE REGIONAL MEDICAL CENTER AND ITS AFFILIATES. ATLANTICARE HEALTH SERVICES FEID: 22-3265214 SERVICES IS PRIMARILY AN AMBULATORY CARE NETWORK THAT REACHES BEYOND THE HOSPITAL TO ADDRESS THE HEALTH AND WELLNESS NEEDS FOR THE REGIONS RESIDENTS THROUGHOUT ALL STAGES OF LIFE. THE INTERNAL REVENUE SERVICE HAS RECOGNIZED SERVICES AS BEING A TAX-EXEMPT ORGANIZATION UNDER THE IRC CODE SECTION 501(C)(3). SERVICES PROGRAMS INCLUDE: - ATLANTICARE SURGERY CENTER LLC, A FULL SERVICE, FREESTANDING AMBULATORY SURGERY CENTERS. - ATLANTICARE KIDS CHILDCARE AND EARLY LEARNING CENTERS, INCLUDING IN-SCHOOL AND AFTER-SCHOOL PROGRAMS PROVIDING INFANT CARE THROUGH PRE-KINDERGARTEN AND PRE-SCHOOL PROGRAMS. APPROXIMATELY 400 CHILDREN ARE ENROLLED. - ATLANTICARE LIFE CENTER, OFFERING A FULL SPECTRUM OF HEALTH AND WELLNESS, PHYSICAL AND REHABILITATIVE CONDITIONING. - ATLANTICARE CLINICAL LABS, PROVIDING LAB SERVICES AT TEN CONVENIENT LOCATIONS. - ATLANTICARE HOME CARE NURSES AND OTHER HEALTHCARE PROFESSIONALS MAKE HOME VISITS TO ASSIST PATIENTS WITH THEIR MEDICAL NEEDS. - ATLANTICARE HOSPICE WORKS WITH PATIENTS AND THEIR FAMILIES TO ENHANCE THE END STAGES OF LIFE IN THE COMFORTABLE SURROUNDINGS OF THE PATIENT'S HOME. - ATLANTICARE HEALTH PARK, A REGIONAL HEALTHCARE AMBULATORY CARE CAMPUS OFFERING A VARIETY OF SERVICES. - ATLANTICARE OCCUPATIONAL MEDICINE PROVIDES OCCUPATIONAL MEDICINE FOR BUSINESSES AND MUNICIPALITIES, INCLUDING THE TREATMENT OF WORK RELATED INJURIES - MISSION HEALTHCARE, A PROGRAM OFFERING PRIMARY CARE TO THE HOMELESS POPULATION OPERATING AS A FEDERALLY QUALIFIED HEALTH CENTER - ATLANTICARE LIFELINE PROVIDES EMERGENCY MEDICAL ALERT CAPABILITY TO INDIVIDUALS WHO REQUIRE CONVENIENT NOTIFICATION CAPABILITIES. - WEISMAN PEDIATRICS JOINT VENTURE PARTNERSHIP PROVIDING MEDICALLY SUPERVISED CHILD CARE TO CHILDREN WITH HEALTH CHALLENGES. ATLANTICARE PHYSICIAN GROUP FEID: 22-3265314 THE PHYSICIAN GROUP PROVIDES SERVICES OUTSIDE OF THE HOSPITAL ATMOSPHERE TO SPECIALIZE IN PREVENTIVE CARE AND IN DIAGNOSING AND TREATING VARIOUS ILLNESSES. THE INTERNAL REVENUE SERVICE HAS RECOGNIZED SERVICES AS BEING A TAX-EXEMPT ORGANIZATION UNDER THE IRC CODE SECTION 501(C) (3). - ATLANTICARE PRIMARY/URGENT CARE CENTERS (LOCATED IN ATLANTIC, CAPE MAY AND OCEAN COUNTIES) OFFERING PRIMARY CARE AND URGENT CARE AS AN ALTERNATIVE TO MORE EXPENSIVE EMERGENCY ROOM TREATMENT. - PAVILION OB/GYN A FULL SERVICE OBSTETRICS AND GYNECOLOGY PRACTICE. - ATLANTICARE HEALTHRITE IN-STORE HEALTH CENTER THAT OFFERS QUICK CONVENIENT HEALTHCARE SERVICES TO WALK IN PATIENTS. INFOSHARE FEID: 22-3337816 INFOSHARE IS THE INFORMATION TECHNOLOGY FIRM OF ATLANTICARE AND, AS SUCH, SUPPORTS ALL OTHER ATLANTICARE AFFILIATES TO ACHIEVE MAXIMUM RESULTS THROUGH THE USE OF INFORMATION TECHNOLOGY. THE INTERNAL REVENUE SERVICE HAS RECOGNIZED INFOSHARE AS A TAX-EXEMPT ORGANIZATION UNDER IRC CODE SECTION 501(C)(3). INFOSHARE'S INNOVATIVE NETWORKING TECHNOLOGY ENHANCES THE SPEED AND EFFICIENCY OF PATIENT'S DIAGNOSIS AND TREATMENT WHILE MAINTAINING PATIENT CONFIDENTIALITY AND SAFETY. INFOSHARE HAS BEEN RECOGNIZED FOR ITS INNOVATION IN HEALTHCARE THROUGH THE FOLLOWING AWARDS: - TOP 100 INTEGRATED HEALTHCARE SYSTEMS BY HOSPITALS AND HEALTH NETWORK MAGAZINE. - TOP (7) NETWORKED HEALTHCARE SYSTEMS IN THE UNITED STATES FOR INFORMATION TECHNOLOGY BY HEALTHCARE INFORMATICS MAGAZINE. WORKING WITH COMMUNITY LEADERS AND IN PARTNERSHIP WITH ATLANTICARE HEALTH PLANS, INFOSHARE HAS BUILT A "CONNECTED COMMUNITY HEALTH EXCHANGE" THAT SHARES HEALTH INFORMATION SEAMLESSLY AMONG ALL PARTICIPATING HEALTHCARE AND HEALTH MANAGEMENT STAKEHOLDERS. THE GOAL OF THIS PROJECT IS TO IMPROVE THE HEALTHCARE STATUS OF THE COMMUNITY. ATLANTICARE HEALTH ENGAGEMENT, INC. FEID:61-1608389 AT THE END OF 2009 ATLANTICARE HEALTH ENGAGEMENT, INC. WAS ESTABLISHED TO SUPPORT THE DEVELOPMENT OF HEALTH MANAGEMENT CAPABILITIES AND STRUCTURES, AND HEALTH STATUS IMPROVEMENT INITIATIVES FOR THE BENEFIT OF THE BROADER COMMUNITY. THE ATLANTICARE REGIONAL MEDICAL CENTER CONTRIBUTED FOR THE YEAR ENDED DECEMBER 31,2011 AND 2010 $3,000,000 AND $4,000,000 RESPECTIVELY TO SUPPORT THE MISSION AND VISION OF HEALTH ENGAGEMENT.
DISCLOSURE INFORMATION	CORE FORM, PART III; QUESTION 2	INFOSHARE, INC.; A RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION, TRANSFERRED ITS ACTIVITY AND OPERATIONS TO THIS ORGANIZATION DURING 2011.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION A; QUESTION 2	MICHAEL J. NEUSTADTER AND ROY GOLDBERG - FAMILY RELATIONSHIP
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION B; QUESTION 11B	THE ORGANIZATION IS AN AFFILIATE IN THE ATLANTICARE HEALTH SYSTEM, INC. ("SYSTEM"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM. ATLANTICARE HEALTH SYSTEM, INC. IS THE PARENT ENTITY OF THE SYSTEM. THE ORGANIZATION'S FEDERAL FORM 990 WAS PROVIDED TO EACH MEMBER OF ATLANTICARE HEALTHCARE SYSTEM, INC'S GOVERNING BODY; ITS FULL BOARD OF TRUSTEES, FOR REVIEW PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE ("IRS"). AS PART OF THE TAX RETURN PREPARATION PROCESS THE ORGANIZATION HIRED 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 FINANCE PERSONNEL AND VARIOUS OTHER INDIVIDUALS OF THE ORGANIZATION AND THE SYSTEM 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 FINANCE PERSONNEL 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 FINANCE PERSONNEL AND VARIOUS OTHER SYSTEM INDIVIDUALS FOR FINAL REVIEW AND APPROVAL PRIOR TO PROVIDING THE FEDERAL FORM 990 TO EACH MEMBER OF THE ORGANIZATION'S GOVERNING BODY.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION B; QUESTION 12	THE ORGANIZATION IS THE PARENT ENTITY IN THE ATLANTICARE HEALTH SYSTEM, INC. ("SYSTEM"). THE ORGANIZATION AND THE SYSTEM REGULARLY MONITOR AND ENFORCE COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY. ANNUALLY ALL MEMBERS OF THE BOARD OF TRUSTEES, OFFICERS AND SENIOR MANAGEMENT PERSONNEL ARE REQUIRED TO REVIEW THE EXISTING CONFLICT OF INTEREST POLICY AND COMPLETE A QUESTIONNAIRE. THE COMPLETED QUESTIONNAIRES ARE RETURNED TO THE ORGANIZATION AND THE SYSTEM'S GENERAL COUNSEL FOR REVIEW. THE GENERAL COUNSEL THEN PREPARES A SUMMARY OF THE COMPLETED QUESTIONNAIRES WHICH CONTAINS INFORMATION DISCLOSED ON AN INDIVIDUAL BY INDIVIDUAL BASIS. THE SYSTEM'S GENERAL COUNSEL THEN PRESENTS THIS SUMMARY TO THE SYSTEM'S GOVERNANCE COMMITTEE FOR THEIR REVIEW AND DISCUSSION.
DISCLOSURE INFORMATION	CORE FORM, PART VI, SECTION B; QUESTION 15	THE EXECUTIVE COMPENSATION COMMITTEE ("COMMITTEE") OF THE BOARD OF TRUSTEES ("BOARD") OF ATLANTICARE HEALTH SYSTEM, INC. ("SYSTEM") REVIEWS AND APPROVES THE COMPENSATION PROVIDED TO THE EXECUTIVE STAFF OF THE SYSTEM. THE COMPENSATION DECISIONS OF THE COMMITTEE ARE SET WITHIN THE FRAMEWORK OF A FORMAL COMPENSATION PHILOSOPHY THAT IS APPROVED BY THE BOARD. THE COMPENSATION PHILOSOPHY APPROVES THE USE OF A NATIONAL PEER GROUP OF NOT-FOR-PROFIT HEALTHCARE ORGANIZATIONS THAT ARE SIMILAR TO THE SYSTEM IN SIZE AND ORGANIZATIONAL CHARACTERISTICS. THE KEY ELEMENTS OF THE COMPENSATION PHILOSOPHY ARE: TOTAL COMPENSATION POSITIONED AROUND THE 75TH PERCENTILE, COMPOSED OF THE FOLLOWING ELEMENTS OF PAY: - BASE SALARIES POSITIONED BETWEEN THE MEDIAN AND THE 75TH PERCENTILE - INCENTIVE OPPORTUNITIES COMPARABLE TO THOSE OF THE PEER GROUP AND DESIGNED TO POSITION TOTAL CASH COMPENSATION AT THE 75TH PERCENTILE FOR EXPECTED PERFORMANCE (INCLUDES BOTH ANNUAL AND LONG-TERM INCENTIVES) - EXECUTIVE BENEFITS POSITIONED AT THE 75TH PERCENTILE - CONSERVATIVE PERQUISITES AND SEVERANCE THE COMMITTEE APPROVES THE PAY OF ALL EXECUTIVES. IT SETS THE COMPENSATION FOR THE PRESIDENT AND CHIEF EXECUTIVE OFFICER ("PRESIDENT"). THE PRESIDENT RECOMMENDS SALARY ADJUSTMENTS AND INCENTIVE AWARD PAYMENTS TO THE COMMITTEE. THE COMMITTEE CAN APPROVE, MODIFY OR REJECT THE PRESIDENT'S RECOMMENDATIONS AS APPROPRIATE. EACH YEAR, PRIOR TO MAKING CHANGES TO THE COMPENSATION OF ANY EXECUTIVE, THE COMMITTEE ENGAGES AN INDEPENDENT, OUTSIDE CONSULTANT TO REVIEW EACH ELEMENT OF EXECUTIVE COMPENSATION, INCLUDING SALARIES, INCENTIVES, BENEFITS, PERQUISITES, AND TOTAL COMPENSATION. THE INTENT OF THE REVIEW IS TO PROVIDE THE COMMITTEE WITH INFORMATION IT NEEDS TO ENSURE THAT COMPENSATION PROVIDED TO THE SYSTEM'S EXECUTIVES IS REASONABLE, APPROPRIATE, AND CONSISTENT WITH THE BOARD-APPROVED COMPENSATION PHILOSOPHY. THE CONSULTANT COMPILES APPROPRIATE COMPARABILITY DATA ON TOTAL COMPENSATION FROM A PEER GROUP OR ORGANIZATIONS COMPARABLE TO THE SYSTEM. IN NOVEMBER OF 2011, THE CONSULTANT, INTEGRATED HEALTHCARE STRATEGIES ("IHSTRATEGIES"), PRESENTED ITS ANALYSES AND FINDINGS TO THE COMMITTEE. THE COMMITTEE HAD DIRECT ACCESS TO THE CONSULTANT TO ASK QUESTIONS ABOUT THE DATA AND ANALYSES, BOTH WITH AND WITHOUT THE PRESENCE OF MANAGEMENT. THE COMMITTEE APPROVED EXECUTIVE SALARIES AND INCENTIVE AWARD PAYOUTS AT A SUBSEQUENT MEETING IN FEBRUARY OF 2012. THE COMMITTEE'S PROCESS FOR REVIEWING EXECUTIVE COMPENSATION ESTABLISHES A "REBUTTABLE PRESUMPTION OF REASONABLENESS," AS DESCRIBED IN IRC SECTION 4958: - COMPENSATION FOR ALL EXECUTIVES IS APPROVED IN ADVANCE BY A COMMITTEE MADE UP ENTIRELY OF INDEPENDENT DIRECTORS WITH NO CONFLICT OF INTEREST WITH REGARD TO THE COMPENSATION DECISIONS. - THE COMMITTEE OBTAINS AND RELIES ON APPROPRIATE COMPARABILITY DATA ON TOTAL COMPENSATION IN MAKING THESE DECISIONS. ("APPROPRIATE" MEANS DATA ON PAY FOR LIKE JOBS IN LIKE ORGANIZATIONS AND LIKE CIRCUMSTANCES). - THE COMMITTEE DOCUMENTS ITS PROCESS AND THE TERMS OF ITS DECISIONS IN TIMELY MINUTES.
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 STATE OF NEW JERSEY SECRETARY OF THE TREASURY.
RELATED HOURS DISCLOSURE	CORE FORM, PART VII, SECTION A, COLUMN B	THIS ORGANIZATION IS THE PARENT ENTITY OF ATLANTICARE HEALTH SYSTEM; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). THE SYSTEM INCLUDES BOTH FOR-PROFIT AND NOT FOR-PROFIT ORGANIZATIONS. CERTAIN BOARD OF TRUSTEE MEMBERS, OFFICERS AND/OR DIRECTORS LISTED ON CORE FORM, PART VII AND SCHEDULE J OF THIS FORM 990 MAY HOLD SIMILAR POSITIONS WITH THIS ORGANIZATION AND OTHER AFFILIATES WITHIN THE SYSTEM. THE HOURS SHOWN ON THIS FORM 990 FOR BOARD MEMBERS WHO RECEIVE NO COMPENSATION FOR SERVICES RENDERED IN A NON-BOARD CAPACITY, REPRESENTS 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 IN THE SYSTEM, THEIR RESPECTIVE HOURS PER WEEK PER ORGANIZATION ARE APPROXIMATELY ONE HOUR. 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 ATLANTICARE HEALTH SYSTEM, INC. AND ALL AFFILIATES; NOT SOLELY THIS ORGANIZATION.
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 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.
OTHER CHANGES IN NET ASSETS	CORE FORM, PART XI; QUESTION 5	OTHER CHANGES IN NET ASSETS OR FUND BALANCE INCLUDE: - NET CHANGE IN UNREALIZED GAINS AND LOSSES ON INVESTMENTS - ($686,436) - NET TRANSFER OF EQUITY TO OTHER ATLANTICARE HEALTH SYSTEM INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT AFFILIATES - $8,400,667.
AUDITED FINANCIAL STATEMENTS	CORE FORM, PART XI; QUESTION 2	THE TAXPAYER IS THE PARENT ENTITY IN A TAX-EXEMPT, INTEGRATED HEALTHCARE DELIVERY SYSTEM. AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF THE TAXPAYER AND ALL 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 EACH YEAR BY THE INDEPENDENT CPA FIRM. THE TAXPAYER'S AUDIT COMMITTEE 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

ATLANTICARE HEALTH SYSTEM INC

Employer identification number

22-3265213

Part I

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

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

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled organization
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) ATLANTICARE BEHAVIORAL HEALTH INC 2511 FIRE ROAD EGG HARBOR TOWNSHIP,NJ08234 21-0721208	HEALTH SVCS.	NJ	501(C)(3)	509(a)(1)	ARMC		No
(2) ATLANTICARE FOUNDATION 6725 DELILAH ROAD EGG HARBOR TOWNSHIP,NJ08234 22-2148992	SUPPORT ARMC	NJ	501(C)(3)	509(a)(1)	AH SYSTEM	Yes
(3) ATLANTICARE HEALTH ENGAGEMENT INC 2500 ENGLISH CREEK AVE BLDG 500 EGG HARBOR TOWNSHIP,NJ08234 61-1608389	HEALTH SVCS.	NJ	501(C)(3)	509(A)(3)	AH SYSTEM	Yes
(4) ATLANTICARE HEALTH SERVICES INC 2500 ENGLISH CREEK AVE BLDG B EGG HARBOR TOWNSHIP,NJ08234 22-3265214	HEALTH SVCS.	NJ	501(C)(3)	509(a)(2)	AH SYSTEM	Yes
(5) ATLANTICARE PHYSICIAN GROUP PA 2500 ENGLISH CREEK AVENUE BUILDING EGG HARBOR TOWNSHIP,NJ08234 02-0701782	HEALTH SVCS.	NJ	501(C)(3)	509(A)(3)	ARMC		No
(6) ATLANTICARE REGIONAL MEDICAL CENTER 1925 PACIFIC AVENUE ATLANTIC CITY,NJ08401 21-0634549	HEALTH SVCS.	NJ	501(C)(3)	HOSPITAL	AH SYSTEM	Yes
(7) INFOSHARE INC 500 ENGLISH CREEK AVE EGG HARBOR TOWNSHIP,NJ08234 22-3337816	INFO. SVCS.	NJ	501(C)(3)	509(A)(3)	AH SYSTEM	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2011

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) COOP HLTH SVS OF SJ 1301 ATLANTIC AVENUE ATLANTIC CITY,NJ08401 22-3619231	WHOLESALE PURCH.	NJ	AH SYSTEM	RELATED	21,842	17,889		No	0		No	99.293 %

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) ATLANTICARE HEALTH PLANS INC 1001 S GRAND STREET PO BOX 941 HAMMONTON,NJ08037 22-3265212	INSURANCE SVC	NJ	AH SYSTEM	C CORP.	136,579	506,326	100.000 %
(2) BENEFITS SPECIALISTS INC PO BOX 613 HAMMONTON,NJ08037 22-2796056	INSURANCE SVC	NJ	AH SYSTEM	C CORP.	47,950	81,016	100.000 %
(3) SOUTH JERSEY SPECIALTY HOSP INC 2500 ENGLISH CREEK AVE BLDG 600 EGG HARBOR TOWNSHIP,NJ08234 27-0220315	HEALTHCARE SVCS	NJ	AH SYSTEM	C CORP
(4) ENGLISH CREEK ASSURANCE LTD 98-0656394	FINANCIAL VEHICLE	BD	AH SYSTEM	FOREIGN CORP.	5,978,158	29,248,639	100.000 %
(5) ATLANTICARE HEALTH SOLUTIONS INC 2500 ENGLISH CREEK AVE BLDG 500 EGG HARBOR TOWNSHIP,NJ08234 38-3856295	ACO/HEALTH	NJ	AH SYSTEM	C CORP	0	0	100.000 %

Schedule R (Form 990) 2011

Page 3

Part V

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

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

Yes

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

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

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

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

Yes

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

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

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

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

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

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

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

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

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) . . . . . . . . . . . . . . . . . . . . .

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

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

Yes

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

Yes

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

Yes

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

Yes

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

(a) Name of other organization	(b) Transaction type(a-r)	(d) Method of determining amount involved
(1) ATLANTICARE REGIONAL MEDICAL CENTER	C	COST
(2) ENGLISH CREEK ASSURANCE LTD	Q	COST
(3) ATLANTICARE HEALTH ENGAGEMENT INC	Q	COST
(4) ATLANTICARE SURGERY CENTER LLC	Q	COST
(5) ATLANTICARE REGIONAL MEDICAL CENTER	R	COST
(6) ATLANTICARE HEALTH PLANS INC	Q	COST
(7) ATLANTICARE HEALTH SERVICES	Q	COST
(8) INFOSHARE INC	Q	COST
(9) ATLANTICARE PHYSICIAN GROUP PA	Q	COST
(10) ATLANTICARE HEALTH PLANS INC	K	COST
(11) ATLANTICARE HEALTH SERVICES	K	COST
(12) ATLANTICARE PHYSICIAN GROUP PA	K	COST
(13) INFOSHARE INC	K	COST
(14) ATLANTICARE BEHAVIORAL HEALTH	K	COST
(15) ATLANTICARE REGIONAL MEDICAL CENTER	K	COST
(16) ATLANTICARE SURGERY CENTER LLC	K	COST
(17) INFOSHARE INC	L	COST
(18) ATLANTICARE REGIONAL MEDICAL CENTER	L	COST
(19) ATLANTICARE PHYSICIAN GROUP PA	D	COST

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:

1	Briefly describe the organization’s mission or most significant activities: THE ORGANIZATION IS THE PARENT ENTITY OF ATLANTICARE HEALTH SYSTEM AND ITS AFFILIATES; A TAX-EXEMPT NOT FOR-PROFIT INTEGRATED HEALTHCARE DELIVERY SYSTEM WHICH INCLUDES ATLANTICARE REGIONAL MEDICAL CENTER.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a).....	3	14
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	9
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...	5	249
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) .........	8,000,000	0
9	Program service revenue (Part VIII, line 2g) .........	17,554,339	50,215,527
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	47,270	669,600
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	0	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	25,601,609	50,885,127
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	8,020,000	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	11,736,205	25,000,066
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)....	7,130,369	25,393,664
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	26,886,574	50,393,730
19	Revenue less expenses. Subtract line 18 from line 12.......	-1,284,965	491,397
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	18,976,905	35,745,240
21	Total liabilities (Part X, line 26).............	7,995,705	16,558,412
22	Net assets or fund balances. Subtract line 21 from line 20.....	10,981,200	19,186,828

Sign Here

	Signature of officer	Date

	Type or print name and title.


4a	(Code: ) (Expenses $ 45,354,363 including grants of $ ) (Revenue $ 50,215,527 )
	EXPENSES INCURRED IN SUPPORTING ATLANTICARE REGIONAL MEDICAL CENTER AND OTHER ATLANTICARE HEALTH SYSTEM AFFILIATES. THE ATLANTICARE HEALTH SYSTEM IS A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM WHICH INCLUDES ATLANTICARE REGIONAL MEDICAL CENTER, AN INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION THAT PROVIDES MEDICALLY NECESSARY HEALTHCARE SERVICES TO ALL INDIVIDUALS REGARDLESS OF RACE, COLOR, CREED, SEX, NATIONAL ORIGIN, RELIGION OR ABILITY TO PAY. PLEASE REFER TO SCHEDULE O FOR THE ORGANIZATION'S COMMUNITY BENEFIT STATEMENT.

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$ 45,354,363

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	5,995,881	1,265,071	1,552,792

				(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	MANAGEMENT FEE INCOME		551,112	49,130,755	49,130,755
b	OTHER RELATED REVENUE		900,099	1,084,772	1,084,772
c
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			50,215,527
3	Investment income (including dividends, interest
	and other similar amounts).....			669,600			669,600
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties............			0
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses
c	Gain or (loss)
d	Net gain or (loss)..........			0
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...			0
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..			0
Miscellaneous Revenue			Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			0
12	Total revenue. See Instructions....			50,885,127	50,215,527	0	669,600


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			100	1	200
2	Savings and temporary cash investments .......			1,088,114	2	9,298,153
3	Pledges and grants receivable, net .........			0	3	0
4	Accounts receivable, net .........			0	4	0
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 .............			1,827,776	7	4,084,710
8	Inventories for sale or use ..............			0	8	0
9	Prepaid expenses and deferred charges ............			160,596	9	3,640,879
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	5,469,252
b	Less: accumulated depreciation. .....	10b	5,212,123	274,331	10c	257,129
11	Investments—publicly traded securities ..........			0	11	0
12	Investments—other securities. See Part IV, line 11 ......			0	12	0
13	Investments—program-related. See Part IV, line 11 ..			15,570,878	13	18,459,186
14	Intangible assets .........			0	14	0
15	Other assets. See Part IV, line 11 ...........			55,110	15	4,983
16	Total assets. Add lines 1 through 15 (must equal line 34)...			18,976,905	16	35,745,240
17	Accounts payable and accrued expenses .			3,407,265	17	10,903,310
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.....			4,588,440	25	5,655,102
26	Total liabilities. Add lines 17 through 25.....			7,995,705	26	16,558,412
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....			10,981,200	27	19,186,828
28	Temporarily restricted net assets .....			0	28	0
29	Permanently restricted net assets .....			0	29	0
	Organizations that do not follow SFAS 117, check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds				32
33	Total net assets or fund balances .....			10,981,200	33	19,186,828
34	Total liabilities and net assets/fund balances .....			18,976,905	34	35,745,240