TY 2012 Form 990

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(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) John J Lynch III........................................................................ CHIEF EXEC OFFICER/Trustee	27.0 .......................13.0	X	X	1,440,224	519,785
(2) Ronald B Anderson MD........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(3) Mary Stengel Austen........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(4) Elizabeth J Balderston........................................................................ TRUSTEE	1.0 .......................3.0	X		0	0
(5) James M Buck III........................................................................ TRUSTEE	1.0 .......................3.0	X		0	0
(6) George W Gephart Jr........................................................................ TRUSTEE	1.0 .......................9.0	X		0	0
(7) Robert P Good MD........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(8) William Greer MD........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(9) N Peter Hamilton........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(10) Ellen D Harvey........................................................................ TRUSTEE	1.0 .......................3.0	X		0	0
(11) Peter Havens........................................................................ TRUSTEE	1.0 .......................5.0	X		0	0
(12) Steven Higgins........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(13) Patricia B Holloway........................................................................ TRUSTEE	1.0 .......................4.0	X		0	0
(14) Wendell Holland........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(15) Martha Macartney Esq........................................................................ TRUSTEE	1.0 .......................3.0	X		0	0
(16) David J Martinelli........................................................................ TRUSTEE	1.0 .......................2.0	X		0	0
(17) A Donald McCulloch Jr........................................................................ TRUSTEE	1.0 .......................3.0	X		0	0

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(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)	(F) Estimated amount of other compensation from the organization and related organizations
(18) William D Miller MD........................................................................ TRUSTEE	1.0 .......................2.0	X				0	0	0
(19) David B Nash MD........................................................................ TRUSTEE	1.0 .......................3.0	X				0	0	0
(20) Thomas P Nerney........................................................................ TRUSTEE	1.0 .......................2.0	X				0	0	0
(21) Pam H Schneider Esq........................................................................ TRUSTEE	1.0 .......................2.0	X				0	0	0
(22) Rosemary Turner........................................................................ TRUSTEE	1.0 .......................2.0	X				0	0	0
(23) John C van Roden Jr........................................................................ TRUSTEE	1.0 .......................3.0	X				0	0	0
(24) Joseph Watkins........................................................................ TRUSTEE	1.0 .......................2.0	X				0	0	0
(25) BRIAN T CORBETT........................................................................ SVP, GEN COUNSEL & SECRETArY	32.0 .......................8.0		X			0	509,582	130,241
(26) GERI BENJAMIN........................................................................ ASSISTANT SECRETARY	35.0 .......................5.0		X			0	107,764	11,271
(27) MICHAEL J BUONGIORNO........................................................................ EVP, CFO & TREASURER	29.0 .......................11.0		X			0	773,978	226,974
(28) ANDREA GILBERT........................................................................ PRESIDENT, BMH	38.0 .......................2.0		X			639,090	0	187,347
(29) DONNA PHILLIPS........................................................................ PRESIDENT, BMRH	37.0 .......................3.0		X			471,532	0	143,662
(30) JAMES PARADIS........................................................................ PRESIDENT, PH	39.0 .......................1.0		X			284,061	0	55,308
(31) PHILLIP ROBINSON........................................................................ PRESIDENT, LMC	38.0 .......................2.0		X			760,512	0	225,554
(32) BARBARA TACHOVSKY........................................................................ PRESIDENT, PH (termed 9/12)	0.0 .......................1.0		X			556,202	0	14,276
(33) AHMED NAWAZ........................................................................ CHIEF PHYSICIST	40.0 .......................0.0			X		199,703	0	16,857
(34) AJAYA DEVABHAKTUNI........................................................................ CHIEF PHYSICIST	40.0 .......................0.0			X		233,774	0	27,893
(35) ALBERT CELIDONIO........................................................................ DIRECTOR, PHARMACY	40.0 .......................0.0			X		192,145	0	20,560
(36) BONNIE GRAHAM........................................................................ VP, Finance	39.0 .......................1.0			X		307,785	0	30,862
(37) BRANDON STERNBACH........................................................................ Director, Safety/Security	40.0 .......................0.0			X		181,415	0	9,674
(38) BRENDA DEFEO........................................................................ VP, ADMINISTRATION	40.0 .......................0.0			X		251,668	0	23,021
(39) CLAIRE BALDWIN........................................................................ VP, PATIENT CARE SERVICES	40.0 .......................0.0			X		306,887	0	13,559
(40) CRAIG GOLDBERG........................................................................ Senior PHYSICIST	40.0 .......................0.0			X		191,597	0	24,912
(41) DANIELLE DRUMMOND........................................................................ VP, ADMINISTRATION	40.0 .......................0.0			X		241,208	0	15,323
(42) DAVID PHILLIPS........................................................................ EXEC DIR, DEVELOPMENT	40.0 .......................0.0			X		187,611	0	24,147
(43) DAVID WANG........................................................................ CHIEF PHYSICIST	40.0 .......................0.0			X		232,012	0	26,930
(44) HARDING WILLIAMS........................................................................ DIRECTOR, PHARMACY	40.0 .......................0.0			X		186,283	0	24,501
(45) HENRY MAYER........................................................................ VP, MEDICAL AFFAIRS	40.0 .......................0.0			X		288,559	0	24,337
(46) IVAN SCOTT........................................................................ DIRECTOR OF NURSING	40.0 .......................0.0			X		183,672	0	24,063
(47) JANET NASH........................................................................ VP, PATIENT CARE SERVICES	40.0 .......................0.0			X		306,223	0	22,936
(48) LYNNE STILLEY........................................................................ VP, ADMINISTRATION	40.0 .......................0.0			X		211,491	0	17,472
(49) MARGARET IACOBACCI........................................................................ DIRECTOR OF NURSING	40.0 .......................0.0			X		275,482	0	24,145
(50) ROBERT BENZ........................................................................ VP, MEDICAL AFFAIRS	40.0 .......................0.0			X		325,612	0	28,712
(51) ROBERT FRIED........................................................................ VP, Medical Affairs	40.0 .......................0.0			X		235,866	0	22,207
(52) WILLIAM GROCHOWSKI........................................................................ DIRECTOR, PHARMACY	40.0 .......................0.0			X		192,900	0	20,226
(53) DOUGLAS HUGHES........................................................................ DIR OF NURSING OPS, PAOLI HOSP	40.0 .......................0.0				X	179,256	0	24,002
(54) EILEEN FARLEY........................................................................ ADMIN DIR, NURSING	40.0 .......................0.0				X	171,909	0	23,623
(55) FRANCES DIEGNAN........................................................................ ADMIN DIR, IMAGING/DIAGNOSTICS	40.0 .......................0.0				X	171,595	0	15,046
(56) JOAN GIBSON........................................................................ DIRECTOR OF NURSING	40.0 .......................0.0				X	172,904	0	19,158
(57) MARYANN FINNEGAN........................................................................ DIRECTOR OF NURSING	40.0 .......................0.0				X	180,385	0	19,180

(A) Name and business address	(B) Description of services	(C) Compensation
United Anesthesia Services, 937 E Haverford RoadBRYN MAWRPA19010	Physician Services	8,515,220
Radiology Assoc of Main Line, PO Box 225PAOLIPA19301	Physician Services	6,285,008
Campus Investors, 770 Township Line Road Office 2AYARDLEYPA19067	Property Management	3,631,808
Main Line Emergency Medicine Associ, 11 South Curch StreetWEST CHESTERPA19382	Physician Services	2,386,673
GG Organization LTD, 7670 Woodway Suite 250HOUSTONTX77063	Professional svcs	2,399,785
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 46

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	6,250	6,250
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 ....	8,448,983		8,448,983
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	331,792,581	311,190,443	20,602,138
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	3,126,991	2,869,099	257,892
9	Other employee benefits .......	70,916,757	64,109,886	6,806,871
10	Payroll taxes ...........	24,739,612	22,772,612	1,967,000
11	Fees for services (non-employees):
a	Management ......	53,875,232	36,219,787	17,655,445
b	Legal .........	701,248		701,248
c	Accounting ...........	0
d	Lobbying ...........	0
e	Professional fundraising services. See Part IV, line 17	0
f	Investment management fees ......	0
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........	49,122,841	41,915,288	7,207,553
12	Advertising and promotion ....	1,640,504	16,863	1,623,641
13	Office expenses .......	177,791,670	175,702,292	2,089,378
14	Information technology ......	15,080,023	231,197	14,848,826
15	Royalties ..	0
16	Occupancy ...........	15,523,655	3,127,561	12,396,094
17	Travel ............	386,639	252,842	133,797
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	502,050	357,134	144,916
20	Interest ...........	-8,664,060		-8,664,060
21	Payments to affiliates .......	88,006,727		88,006,727
22	Depreciation, depletion, and amortization .....	68,884,998	46,210,600	22,674,398
23	Insurance ..............	-16,239,957	36,987	-16,276,944
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	TEMPORARY HELP & OUTSIDE SRVCS	2,578,035	2,571,565	6,470
b	GENERAL REPAIRS & MAINTENACE	20,910,709	18,836,301	2,074,408
c	OTHER EXPENSE	13,812,472	9,723,029	4,089,443
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	922,943,960	736,149,736	186,794,224	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 Check if Schedule O contains a response to any question in this Part X ...............
	1	Cashnon-interest-bearing .............	0	1	0
2	Savings and temporary cash investments .........	108,811,650	2	54,567,743
3	Pledges and grants receivable, net ...........	0	3	0
4	Accounts receivable, net .............	113,087,807	4	103,494,170
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
		0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
		0	6	0
7	Notes and loans receivable, net .............	0	7	0
8	Inventories for sale or use ..............	15,848,246	8	16,871,194
9	Prepaid expenses and deferred charges ..........	8,120,981	9	8,518,385
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	1,902,424,781
b	Less: accumulated depreciation .....	10b	1,068,920,233	746,579,470	10c	833,504,548
11	Investments—publicly traded securities ..........	752,094,610	11	879,108,425
12	Investments—other securities. See Part IV, line 11 .....	67,684,739	12	75,350,769
13	Investments—program-related. See Part IV, line 11 .....	1,962,709	13	1,254,193
14	Intangible assets ...............	0	14	0
15	Other assets. See Part IV, line 11 ...........	69,018,723	15	99,361,220
16	Total assets. Add lines 1 through 15 (must equal line 34)......	1,883,208,935	16	2,072,030,647
	17	Accounts payable and accrued expenses .........	115,136,220	17	109,754,926
18	Grants payable .................	0	18	0
19	Deferred revenue ................	416,064	19	829,150
20	Tax-exempt bond liabilities .............	169,685,322	20	167,088,960
21	Escrow or custodial account liability. Complete Part IV of Schedule D..	0	21	0
22	Loans and other 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....................	274,533,733	25	226,677,111
26	Total liabilities. Add lines 17 through 25.........	559,771,339	26	504,350,147
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	1,262,766,964	27	1,502,230,966
28	Temporarily restricted net assets ...........	21,299,588	28	22,725,166
29	Permanently restricted net assets ...........	39,371,044	29	42,724,368
	Organizations that do not follow SFAS 117 (ASC 958), 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 ...........	1,323,437,596	33	1,567,680,500
34	Total liabilities and net assets/fund balances ........	1,883,208,935	34	2,072,030,647

- TIN:

SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

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

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

See separate instructions.

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

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 described in 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. See section 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 - Non-functionally integrated

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 supported organization? ................

11g(i)

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

11g(ii)

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

11g(iii)

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

(i) Name of supported organization	(ii) EIN	(iv) Is the organization in col. (i) listed in your governing document?		(v) Did you notify the organization in col. (i) of your support?		(vi) Is the organization in col. (i) organized in the U.S.?		(vii) Amount of monetary support
(i) Name of supported organization	(ii) EIN	Yes	No	Yes	No	Yes	No	(vii) Amount of monetary support


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2012

Page 2

Part II

Support Schedule for Organizations Described in Sections 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) 2008	(b) 2009	(c) 2010	(d) 2011	(e) 2012	(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) 2008	(b) 2009	(c) 2010	(d) 2011	(e) 2012	(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. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
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 2012 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2011 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2012. 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—2011. If the organization did not check a 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—2012. 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—2011. 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) 2012

Page 3

Part III

Support Schedule for Organizations Described in Section 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) 2008	(b) 2009	(c) 2010	(d) 2011	(e) 2012	(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) 2008	(b) 2009	(c) 2010	(d) 2011	(e) 2012	(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.)..

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 2012 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2011 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2012 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2011 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2012. 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—2011. 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) 2012

Page 4

Part IV

Supplemental Information. Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and 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) 2012

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

2012

Open to Public
Inspection

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

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

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

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

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

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

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

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2012

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 SchCMd Bullet

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 SchCMd Bullet

if the filing organization checked box A and "limited control" provisions apply.

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

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

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2009	(b) 2010	(c) 2011	(d) 2012	(e) Total

2a	Lobbying nontaxable amount

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

c	Total lobbying expenditures

d	Grassroots nontaxable amount

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

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2012

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

Yes

55,173

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

55,173

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, line 5; Part II-A (affiliated group list); Part II-A, line 2; and Part ll-B, line 1. Also, complete this part for any additional information.

Identifier	Return Reference	Explanation
Schedule C, Part II-B, Line 1i		Amount reported represents lobbying percentage of membership dues for Hospital and Health System Association of Pennsylvania, American Medical Rehabilitation Providers Association, and small amounts from individual membership dues.

Schedule C (Form 990 or 990EZ) 2012

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

2012

Open to Public Inspection

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

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 section 170(h)(4)(B)(ii)? .......................................

Yes No

In Part XIII, 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 XIII, 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 Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 52283D

Schedule D (Form 990) 2012

Page 2

Part III

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

Using the organization’s acquisition, 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 XIII.

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 XIII 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 XIII. Check here if the explanation has been provided in Part XIII ........

Part V

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

		(a)Current year	(b)Prior year	b (c)Two years back	(d)Three years back	(e)Four years back
1a	Beginning of year balance ....	55,662,000	59,293,000	50,762,000	46,884,000	62,669,000
b	Contributions ........
c	Net investment earnings, gains, and losses	4,126,000	-3,631,000	8,531,000	3,878,000	-15,785,000
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........
f	Administrative expenses ....
g	End of year balance ......	59,788,000	55,662,000	59,293,000	50,762,000	46,884,000

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

100.000 %

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)

Yes

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

3a(ii)

Yes

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

Yes

Describe in Part XIII 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 .................	34,410,766		34,410,766
b	Buildings ................	1,005,718,432	528,226,108	477,492,324
c	Leasehold improvements ............	6,435,341	5,776,177	659,164
d	Equipment ................	635,673,839	534,917,949	100,755,890
e	Other .................	220,186,404		220,186,404
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				833,504,548

Schedule D (Form 990) 2012

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









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

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of liability		(b) Book value
Federal income taxes		0
QUALIFIED PENSION LIABILITY		157,007,192
ESTIMATED SELF-INSURANCE COSTS		67,384,544
DUE TO AFFILIATES-RELATED		2,099,764
DUE TO NON-SYSTEM AFFILIATES		185,611





Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		226,677,111
2. Fin 48 (ASC 740) Footnote. In Part XIII, 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 (ASC 740). Check here if the text of the footnote has been provided in Part XIII .....................................................

Schedule D (Form 990) 2012

Page 4

Part XI 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 XIII.) ............	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 XIII.) ...........	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 XII 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 XIII.) ............	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 XIII.) ............	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 XIII

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, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Identifier	Return Reference	Explanation
Part V, Line 4		Endowment funds support medical education, research, fellowship, and indigent care expenses.

Schedule D (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE H (Form 990)

Department of the Treasury
Internal Revenue Service

Hospitals

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

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

Part I

Financial Assistance and Certain Other Community Benefits at Cost

Yes

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

Yes

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

Yes

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

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

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

Did the organization use Federal Poverty Guidelines (FPG) as a factor in determining eligibility for providing free care?

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

Yes

100% 150% 200% Other %

Did the organization use FPG as a factor in determining eligibility for providing discounted care? If "Yes," indicate

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

Yes

200% 250% 300% 350% 400% Other 500 %

If the organization used factors other than FPG in determining eligibility, describe in Part VI the income based criteria for determining eligibility for free or discounted care. Include in the description whether the organization used an asset test or other threshold, regardless of income, as a factor in determining eligibility for free or discounted care.

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

Yes

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

Yes

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

Yes

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

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

Yes

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

Yes

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

Financial Assistance and Certain Other Community Benefits at Cost

Financial Assistance and Means-Tested Government Programs		(c) Total community benefit expense	(d) Direct offsetting revenue	(e) Net community benefit expense	(f) Percent of total expense
a	Financial Assistance at cost (from Worksheet 1) ..	3,770,695	0	3,770,695	0.410 %
b	Medicaid (from Worksheet 3, column a) ....	58,250,705	40,651,220	17,599,485	1.910 %
c	Costs of other means-tested government programs (from Worksheet 3, column b) .	0	0	0	0 %
d	Total Financial Assistance and Means-Tested Government Programs .	62,021,400	40,651,220	21,370,180	2.320 %
Other Benefits		6,184,488	952,700	5,231,788	0.570 %
e	Community health improvement services and community benefit operations (from Worksheet 4) ..	6,184,488	952,700	5,231,788	0.570 %
f	Health professions education (from Worksheet 5) ..	28,273,508	18,859,535	9,413,973	1.020 %
g	Subsidized health services (from Worksheet 6) ..	2,551,290	1,584,495	966,795	0.100 %
h	Research (from Worksheet 7)	259,700	0	259,700	0.030 %
i	Cash and in-kind contributions for community benefit (from Worksheet 8)	18,686	0	18,686
j	Total. Other Benefits ..	37,287,672	21,396,730	15,890,942	1.720 %
k	Total. Add lines 7d and 7j .	99,309,072	62,047,950	37,261,122	4.040 %

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat. No. 50192T Schedule H (Form 990) 2012

Schedule H (Form 990) 2012

Page

Part II

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

		(a) Number of activities or programs (optional)	(b) Persons served (optional)	(c) Total community building expense	(d) Direct offsetting revenue	(e) Net community building expense	(f) Percent of total expense
1	Physical improvements and housing
2	Economic development
3	Community support
4	Environmental improvements
5	Leadership development and training for community members
6	Coalition building
7	Community health improvement advocacy
8	Workforce development
9	Other
10	Total

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

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

Yes

Enter the amount of the organization's bad debt expense. Explain in Part VI the methodology used by the organization to estimate this amount. ......

6,290,121

Enter the estimated amount of the organization's bad debt expense attributable to patients eligible under the organization's financial assistance policy. Explain in Part VI the methodology used by the organization to estimate this amount and the rationale, if any, for including this portion of bad debt as community benefit. ......

Provide in Part VI the text of the footnote to the organization’s financial statements that describes bad debt expense or the page number on which this footnote is contained in the attached financial statements.

Section B. Medicare

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

253,044,338

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

338,643,690

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

-85,599,352

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

Cost accounting system Cost to charge ratio Other

Section C. Collection Practices

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

Yes

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

Yes

Part IV

Management Companies and Joint Ventures(owned 10% or more by officers, directors, trustees, key employees, and physicians—see instructions)

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

Schedule H (Form 990) 2012

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest—see instructions) How many hospital facilities did the organization operate during the tax year?4 Name, address, and primary website address						Facility reporting group
1	MAIN LINE HOSPITALS INC-LANKENAU 100 East Lancaster Avenue Wynnewood,PA19096 www.mainlinehealth.org/lankenau	X	X	X	X	1
2	MAIN LINE HOSPITALS INC-BRYN MAWR 130 S Bryn Mawr Avenue Bryn Mawr,PA19010 www.mainlinehealth.org/brynmawr	X	X	X	X	1
3	MAIN LINE HOSPITALS INC-PAOLI 255 W Lancaster Avenue Paoli,PA19301 www.mainlinehealth.org/paoli	X	X		X	1
4	MAIN LINE HOSPITALS INC-BM REHAB 414 Paoli Pike Malvern,PA19355 www.mainlinehealth.org/rehab	X				1

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Section B. Facility Policies and Practices

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

	MAIN LINE HOSPITALS INC
Name of hospital facility or facility reporting group

For single facility filers only: line Number of Hospital Facility (from Schedule H, Part V, Section A)

Yes

Community Health Needs Assessment (Lines 1 through 8c are optional for tax years begining on or before March 23, 2012)

During the tax year or either of the two immediately preceding tax years, did the hospital facility conduct a community health needs assessment (CHNA)? If "No," skip to line 9....................

Yes

If “Yes,” indicate what the CHNA report describes (check all that apply):

A definition of the community served by the hospital facility

Demographics of the community

Existing health care facilities and resources within the community that are available to respond to the health needs of the community

How data was obtained

The health needs of the community

Primary and chronic disease needs and other health issues of uninsured persons, low-income persons, and minority groups

The process for identifying and prioritizing community health needs and services to meet the community health needs

The process for consulting with persons representing the community’s interests

Information gaps that limit the hospital facility’s ability to assess the community’s health needs

Other (describe in Part VI)

Indicate the tax year the hospital facility last conducted a CHNA: 20 12

In conducting its most recent CHNA, did the hospital facility take into account input from representatives of the community served by the hospital facility, including those with special knowledge of or expertise in public health? If “Yes,” describe in Part VI how the hospital facility took into account input from persons who represent the community, and identify the persons the hospital facility consulted ....................

Yes

Was the hospital facility’s CHNA conducted with one or more other hospital facilities? If “Yes,” list the other hospital facilities in Part VI................................

Yes

Did the hospital facility make its CHNA report widely available to the public? .............

Yes

If “Yes,” indicate how the CHNA report was made widely available (check all that apply):

Hospital facility’s website

Available upon request from the hospital facility

Other (describe in Part VI)

If the hospital facility addressed needs identified in its most recently conducted CHNA, indicate how (check all that apply to date):

Adoption of an implementation strategy that addresses each of the community health needs identified through the CHNA

Execution of the implementation strategy

Participation in the development of a community-wide plan

Participation in the execution of a community-wide plan

Inclusion of a community benefit section in operational plans

Adoption of a budget for provision of services that address the needs identified in the CHNA

Prioritization of health needs in its community

Prioritization of services that the hospital facility will undertake to meet health needs in its community

Other (describe in Part VI)

Did the hospital facility address all of the needs identified in its most recently conducted CHNA? If “No,” explain in Part VI which needs it has not addressed and the reasons why it has not addressed such needs ........

Did the organization incur an excise tax under section 4959 for the hospital facility's failure to conduct a CHNA as required by section 501(r)(3)? ...........................

If "Yes" to line 8a, did the organization file Form 4720 to report the section 4959 excise tax? ......

If "Yes" to line 8b, what is the total amount of section 4959 excise tax the organization reported on Form 4720 for all of its hospital facilities? $

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Financial Assistance Policy			Yes	No
9	Did the hospital facility have in place during the tax year a written financial assistance policy that:
	Explained eligibility criteria for financial assistance, and whether such assistance includes free or discounted care?	9	Yes
10	Used federal poverty guidelines (FPG) to determine eligibility for providing free care?...........	10	Yes
	If "Yes," indicate the FPG family income limit for eligibility for free care: 200.% If "No," explain in Part VI the criteria the hospital facility used.
11	Used FPG to determine eligibility for providing discounted care?.................	11	Yes
	If “Yes,” indicate the FPG family income limit for eligibility for discounted care: 500.% If "No," explain in Part VI the criteria the hospital facility used.
12	Explained the basis for calculating amounts charged to patients?.................	12	Yes
	If “Yes,” indicate the factors used in determining such amounts (check all that apply):
a	Income level
b	Asset level
c	Medical indigency
d	Insurance status
e	Uninsured discount
f	Medicaid/Medicare
g	State regulation
h	Other (describe in Part VI)
13	Explained the method for applying for financial assistance?...................	13	Yes
14	Included measures to publicize the policy within the community served by the hospital facility?.......	14	Yes
	If “Yes,” indicate how the hospital facility publicized the policy (check all that apply):
a	The policy was posted on the hospital facility’s website
b	The policy was attached to billing invoices
c	The policy was posted in the hospital facility’s emergency rooms or waiting rooms
d	The policy was posted in the hospital facility’s admissions offices
e	The policy was provided, in writing, to patients on admission to the hospital facility
f	The policy was available upon request
g	Other (describe in Part VI)
Billing and Collections
15	Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy (FAP) that explained actions the hospital facility may take upon non-payment?.......	15	Yes
16	Check all of the following actions against an individual that were permitted under the hospital facility's policies during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP:
a	Reporting to credit agency
b	Lawsuits
c	Liens on residences
d	Body attachments
e	Other similar actions (describe in Part VI)
17	Did the hospital facility or an authorized third party perform any of the following actions during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP?..........	17		No
	If “Yes,” check all actions in which the hospital facility or a third party engaged:
a	Reporting to credit agency
b	Lawsuits
c	Liens on residences
d	Body attachments
e	Other similar actions (describe in Part VI)

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Indicate which efforts the hospital facility made before initiating any of the actions listed in line 17 (check all that apply):

Notified individuals of the financial assistance policy on admission

Notified individuals of the financial assistance policy prior to discharge

Notified individuals of the financial assistance policy in communications with the patients regarding the patients’ bills

Documented its determination of whether patients were eligible for financial assistance under the hospital facility’s financial assistance policy

Other (describe in Part VI)

Policy Relating to Emergency Medical Care

Yes

Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that requires the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility’s financial assistance policy?..........

Yes

If “No,” indicate why:

The hospital facility did not provide care for any emergency medical conditions

The hospital facility’s policy was not in writing

The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Part VI)

Other (describe in Part VI)

Charges to Individuals Eligible for Assistance under the FAP (FAP-Eligible Individuals)

Indicate how the hospital facility determined, during the tax year, the maximum amounts that can be charged to FAP-eligible individuals for emergency or other medically necessary care.

The hospital facility used its lowest negotiated commercial insurance rate when calculating the maximum amounts that can be charged

The hospital facility used the average of its three lowest negotiated commercial insurance rates when calculating the maximum amounts that can be charged

The hospital facility used the Medicare rates when calculating the maximum amounts that can be charged

Other (describe in Part VI)

During the tax year, did the hospital facility charge any FAP-eligible individuals to whom the hospital facility provided emergency or other medically necessary services, more than the amounts generally billed to individuals who had insurance covering such care? ............................

If “Yes,” explain in Part VI.

During the tax year, did the hospital facility charge any FAP-eligible individuals an amount equal to the gross charge for any service provided to that individual? .........................

If “Yes,” explain in Part VI.

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Section C. Other Health Care Facilities That Are Not Licensed, Registered, or Similarly Recognized as a Hospital Facility (list in order of size, from largest to smallest) How many non-hospital health care facilities did the organization operate during the tax year?10
Name and address		Type of Facility (describe)
1	Main Line Health Center-Lawrence Park 1991 Sproul Road Broomall,PA19008	General medical & surgical
2	Main Line Health Center-Collegeville 599 Arcola Road Collegeville,PA19426	General medical & surgical
3	Main Line Health Center-Exton 491 John Young Way Exton,PA19341	General medical & surgical
4	Main Line Health Center-Newtown Square 3855 West Chester Pike Newtown Square,PA19073	General medical & surgical
5	Main Line Health Center-Shannondell 1000 Shannondell Drive Audubon,PA19403	General medical & surgical
6	ADTC - Drexel Hill 401 Pilgrim Lane Suite 100 Drexel Hill,PA19026	General medical & surgical
7	ADTC - Exton 479 Thomas Jones Way Suite 300 Exton,PA19341	General medical & surgical
8	Bryn Mawr Hospital PM&R 780 Lancaster Avenue Wayne,PA19087	General medical & surgical
9	Lankenau Hospital OP Rehab 308 Lancaster Avenue Wynnewood,PA19096	General medical & surgical
10	Bryn Mawr Hospital Breast Center 101 S Bryn Mawr Avenue Bryn Mawr,PA19010	General medical & surgical

Schedule H (Form 990) 2012

Page

Part VI

Supplemental Information

Complete this part to provide the following information.

1	Required descriptions. Provide the descriptions required for Part I, lines 3c, 6a, and 7; Part II; Part III, lines 4, 8, and 9b; Part V, Section A; and Part V, Section B, lines 1j, 3, 4, 5c, 6i, 7, 10, 11, 12h, 14g, 16e, 17e, 18e, 19c, 19d, 20d, 21, and 22.
2	Needs assessment. Describe how the organization assesses the health care needs of the communities it serves, in addition to any needs assessments reported in Part V, Section B.
3	Patient education of eligibility for assistance. Describe how the organization informs and educates patients and persons who may be billed for patient care about their eligibility for assistance under federal, state, or local government programs or under the organization’s financial assistance policy.
4	Community information. Describe the community the organization serves, taking into account the geographic area and demographic constituents it serves.
5	Promotion of community health. Provide any other information important to describing how the organization’s hospital facilities or other health care facilities further its exempt purpose by promoting the health of the community (e.g., open medical staff, community board, use of surplus funds, etc.).
6	Affiliated health care system. If the organization is part of an affiliated health care system, describe the respective roles of the organization and its affiliates in promoting the health of the communities served.
7	State filing of community benefit report. If applicable, identify all states with which the organization, or a related organization, files a community benefit report.
8	Facility reporting group(s). If applicable, for each hospital facility in a facility reporting group provide the descriptions required for Part V, Section B, lines 1j, 3, 4, 5c, 6i, 7, 10, 11, 12h, 14g, 16e, 17e, 18e, 19c, 19d, 20d, 21, and 22.

Identifier	ReturnReference	Explanation
Part I, Line 3b		Any person who does not have insurance and does not have the ability to pay all or part of their financial responsibility to Main Line Health for MLH provided services (with the exception of elective cosmetic or plastic surgery) is eligible for charity care and financial assistance. For further explanation of the options available to patients without insurance, please see the information presented in response to Schedule H, Part VI, Line 3.
Part III, Section A, Line 2		A provision for bad debt expense is accrued in the financial statements of Main Line Hospitals, Inc. based upon the balances of unpaid, self-pay aged patient accounts receivable outstanding at the end of the year. For the fiscal year presented, in accordance with guidance from the Financial Accounting Standard Board, MLH modified our presentation of the combined statements of operations and changes in net assets by reclassifying the provision for bad debts associated with patient service revenue from an operating expense to a deduction from patient service revenue. For the fiscal year presented, Main Line Hospitals, Inc.'s allowance for doubtful accounts increased by provision for bad debts of $38,629,000 and the allowance for doubtful accounts decreased due to write-offs of $34,321,000. 2013 and 2012, respectively.
Part III, Section A, Line 4		The following text has been taken from the footnote of our consolidated audited financial statements describing bad debt. This can be found on page 12 of the attached consolidated audited financial statements. MLH records an allowance for doubtful accounts for estimated losses resulting from non-payment for services from patients. MLH accounts for uncollectible balances from third-party commercial insurers as reductions to net patient service revenue rather than bad debt expense. Management routinely evaluates patient account collection history, economic conditions, and trends in health care coverage in determining the sufficiency of the allowance for doubtful accounts and provision for bad debts. Accounts receivable are written off against the allowance for doubtful accounts when management determines that recovery is unlikely and collection efforts cease. The allowance for doubtful accounts increased by provision for bad debts of $52,664,000 and $39,139,000 in 2013 and 2012, respectively. The allowance for doubtful accounts decreased due to write-offs of $43,559,000 and $40,578,000 in 2013 and 2012, respectively. decreased due to write-offs of $43,559,000 and $40,578,000 in 2013 and 2012, respectively.
Part III, Section C, Line 9b		Patients known to qualify for charity care or financial assistance prior to service are not billed for the services rendered. For other accounts, if a patient indicates a financial hardship at any point during collection, the patient is referred back to the financial counseling area for assistance with the required documentation to determine eligibility for charity care or financial assistance. Payment options for extended, interest free payment periods are offered as an alternative for remaining patient balances. Further explanation of the role of financial counselors and our charity care and financial assistance policy is included in response to Schedule H, Part VI, question 3 on patient education and eligibility for assistance.
Part V, Line 3		Main Line Hospitals, Inc. utilized a number of resources to ensure the broad interests of the community were represented, including persons with special knowledge of or expertise in public health. In addition to quantitative data from the Department of Health, the CDC and other sources, community-based public health data was obtained. This data was obtained from the Public Health Management Corp (PHMC) and is based on local health surveys of individuals in the Delaware Valley, including the service area of all Main Line Health Hospitals conducting the CHNA. PHMC staff has extensive experience in survey research and public health. Additionally, Main Line Hospitals, Inc. surveyed school nurses, elected and appointed officials, community leaders, public safety officers and MLH care providers for additional input. Survey responses were received from a wide geography and included representation from all socio-economic levels and age groups. Finally, the Main Line Health Hospital assessments were reviewed by an outside public health expert to ensure the quality and reliability of the data sources used in the CHNA were satisfactory. (Qualifications of the PHMC staff and outside reviewer, along with a list of organizations surveyed are included in the CHNA posted at mainlinehealth.org/community needs assessment.)
Part V, Line 4		The CHNAs for all Main Line Health system hospitals were completed concurrently, therefore, the CHNA for Main Line Hospitals, Inc. (Bryn Mawr Hospital, Lankenau Hospital, Paoli Hospital, and Bryn Mawr Rehabilitation Hospital) were conducted in conjunction with that of Riddle Memorial Hospital.
Part V, Line 7		A CHNA was conducted for each of the Main Line Health Hospitals; Lankenau Hospital, Bryn Mawr Hospital, Paoli Hosptial, Riddle Memorial Hospital, and Bryn Mawr Rehabilitation Hospital. Subsequently, implementation plans, to address the community needs identified for each of the Hospitals, were adopted. The implementation plans are directed to address the most pressing needs of the community, and those areas which presented themselves consistently throughout our finding. With that in mind, not all identified needs were addressed specifically for a variety of reasons that are described in detail in each of the Main Line Health Hospital's CHNA Implementation Plans attached with this filing. Some of the reasons include: there currently are numerous initiatives underway to address these health issues, some are not being addressed specifically since other entities are better suited to address the issue (e.g. prescription medications, dental health, transportation, specific pediatric programs) and some of the needs have implementation plans embedded in another identified need (for example the uninsured are addressed throughout the disease specific needs identified).
Part V, Line 14G		THE FINANCIAL ASSISTANCE POLICY IS MADE AVAILABLE TO THE COMMUNITY SERVED BY EACH HOSPITAL FACILITY IN THE FORM OF TAKE AWAY BROCHURES AVAILABLE IN THE EMERGENCY ROOM, WAITING ROOM, registration areas, AND ADMISSION AREAS.
Part VI, Line 2		In addition to conducting a formal CHNA for each of the Main Line Health Hosptials (Lankenau Hosptial, Bryn Mawr Hosptial, Paoli Hospital, Riddle Memorail Hospital, Bryn Mawr Rehabilitation Hospital), each Hospital has a Community Health Services (CHS) Department that continually assesses and actively engages the community in health promotion and outreach activities. Many of the Main Line Health CHS Directors, hold Board positions on a number of external community organizations which keep Main Line Health continually informed about the health needs of the community. Hospital administrators, Main Line Health physician leaders, inpatient case managers and outreach coordinators also collaborate with community physicians, ambulance services and other community services to assess and respond to specific community needs. Additionally, Main Line Health Hospitals have an active role with key community organizations such as United Way, American Cancer Society, County Senior Services and County and local Health Departments, all contributing to the assessment of community health needs.
Part VI, Line 3		MAIN LINE HOSPITALS, INC. IS ONE OF A NUMBER OF HEALTH CARE PROVIDER SUBSIDIARIES OF MAIN LINE HEALTH (MLH). MLH'S MISSION IS TO PROVIDE A COMPREHENSIVE RANGE OF SAFE, HIGH-QUALITY HEALTH SERVICES, COMPLEMENTED BY RELATED EDUCATIONAL AND RESEARCH ACTIVITIES, WHICH MEET HEALTHCARE NEEDS AND IMPROVE THE QUALITY OF LIFE IN THE COMMUNITIES WE SERVE. NO PATIENT WILL BE REFUSED EMERGENCY TREATMENT AT MLH BECAUSE OF HIS/HER FINANCIAL STATUS. ONE OF THE WAYS MLH FULFILLS THIS MISSION IS TO PROVIDE FINANCIAL ASSISTANCE TO THOSE MEMBERS OF THE COMMUNITY WHO ARE IN NEED OF HEALTHCARE SERVICES. THERE ARE SEVERAL DIFFERENT PROGRAMS THAT HAVE BEEN ESTABLISHED FOR THIS PURPOSE. EACH OF THE PROGRAMS HAS A SET OF CRITERIA WHICH MUST BE MET FOR THE PATIENT TO QUALIFY FOR HEALTHCARE FINANCIAL ASSISTANCE. FINANCIAL COUNSELORS MLH PROVIDES FINANCIAL COUNSELORS AT EACH HOSPITAL TO HELP PATIENTS FIND WAYS TO MEET THEIR FINANCIAL OBLIGATIONS FOR THE HEALTHCARE SERVICES PROVIDED TO THEM. SPECIFICALLY, FINANCIAL COUNSELORS HELP PATIENTS APPLY FOR GOVERNMENT ASSISTANCE PROGRAMS AS WELL AS MLH CHARITY CARE AND FINANCIAL ASSISTANCE. ANY PATIENT MAY REQUEST TO SPEAK TO A FINANCIAL COUNSELOR WHEN BEING SCHEDULED FOR TREATMENT AT MLH. UNINSURED PATIENTS WHO ARE ADMITTED TO THE HOSPITAL WILL AUTOMATICALLY RECEIVE HELP FROM A FINANCIAL COUNSELOR. THERE ARE SEVERAL OPTIONS AVAILABLE TO PATIENTS WITHOUT INSURANCE. THEY ARE: OPTION 1: GOVERNMENT SPONSORED MEDICAL ASSISTANCE THERE ARE A NUMBER OF AVAILABLE PROGRAMS FROM THE FEDERAL, STATE AND LOCAL LEVELS SUCH AS MEDICAL ASSISTANCE WHICH CAN HELP PAY THE MEDICAL BILLS OF PEOPLE WHO HAVE LOW INCOME AND CANNOT AFFORD MEDICAL CARE. OFTEN, PATIENTS ARE UNAWARE OF THESE PROGRAMS OR ARE UNABLE TO ACCESS THEM DUE TO THE CUMBERSOME ENROLLMENT PROCESS REQUIRED TO RECEIVE THESE BENEFITS. FINANCIAL COUNSELORS CAN HELP PATIENTS APPLY FOR MEDICAL ASSISTANCE TO DETERMINE ELIGIBILITY. OUR FINANCIAL COUNSELORS WILL ASSIST IN THE APPLICATION PROCESS AND FOLLOW THROUGH WITH THE GOVERNMENTAL AGENCY TO ASSIST THE PATIENT. OPTION 2: CHARITY CARE MLH OFFERS CHARITY CARE/FINANCIAL ASSISTANCE TO UNINSURED PATIENTS THAT NEED CARE. FOR PATIENTS WITH INCOME LEVELS AT 200% OR LESS OF THE FEDERAL POVERTY GUIDELINES, 100% CHARITY CARE (FREE CARE) IS PROVIDED. FOR PATIENTS WITH INCOME BETWEEN 200% AND 500% OF THE FEDERAL POVERTY GUIDELINES SIGNIFICANT CHARITY DISCOUNTS (70% - 75%) ARE PROVIDED. MLH FINANCIAL COUNSELORS ASSIST PATIENTS WITH THE CHARITY CARE/FINANCIAL ASSISTANCE APPLICATION. OPTION 3: UNINSURED PATIENT DISCOUNT FOR UNINSURED PATIENTS WHOSE INCOME IS IN EXCESS OF 500% OF THE FEDERAL POVERTY GUIDELINES, A SUBSTANTIAL DISCOUNT BASED ON THE FOLLOWING GUIDELINES IS PROVIDED: - FOR ALL INPATIENT NON-ELECTIVE SERVICES A DISCOUNT OF 60% OFF TOTAL CHARGES WILL BE APPLIED. - FOR ALL INPATIENT ELECTIVE SERVICES A DISCOUNT OF 40% OFF TOTAL CHARGES WILL BE APPLIED. - FOR ALL EMERGENCY DEPARTMENT SERVICES, THOSE TREATED AND RELEASED, A DISCOUNT OF 40% OFF TOTAL CHARGES WILL BE APPLIED WITH A MAXIMUM CHARGE OF $1,000 FOR THE EMERGENCY DEPARTMENT VISIT. - FOR ALL OTHER OUTPATIENT SERVICES A DISCOUNT OF 40% OFF TOTAL CHARGES. MLH APPLIES THE UNINSURED PATIENT DISCOUNT ON A CONSISTENT AND NON-DISCRIMINATORY BASIS. THE MLH CHARITY CARE & FINANCIAL ASSISTANCE POLICY IS MADE AVAILABLE TO THE PUBLIC ON THE MLH WEBSITE. EXTENDED PAYMENT ARRANGEMENTS TO PATIENTS IF PATIENTS ARE UNABLE TO PAY THE PATIENT RESPONSIBILITY PORTION OF THEIR BILL AT THE TIME OF SERVICE OR AT THE TIME OF DISCHARGE, PAYMENT OPTIONS FOR EXTENDED, INTEREST FREE PAYMENT PERIODS ARE AVAILABLE. CHARGES FOR SERVICES RENDERED TO PATIENTS THAT MEET MLH'S GUIDELINES FOR CHARITY CARE ARE NOT REFLECTED IN THE ACCOMPANYING FINANCIAL STATEMENTS. DISCOUNTS OFFERED FOR FINANCIAL ASSISTANCE ARE REFLECTED AS REDUCTIONS OF NET PATIENT REVENUE. MLH MAINTAINS RECORDS TO IDENTIFY AND MONITOR THE LEVEL OF CHARITY CARE PROVIDED. THESE RECORDS INCLUDE THE AMOUNT OF CHARGES FORGONE FOR SERVICES AND SUPPLIES FURNISHED. SUCH AMOUNTS HAVE BEEN EXCLUDED FROM NET PATIENT SERVICE REVENUE. MANAGEMENT ESTIMATES THAT THE COST ASSOCIATED WITH THESE SERVICES FOR CHARITY CARE PROVIDED BY MAIN LINE HOSPITALS, INC. APPROXIMATED $3,595,133 FOR THE FISCAL YEAR ENDED JUNE 30, 2013. THESE AMOUNTS DO NOT INCLUDE THE PROVISION FOR BAD DEBTS, AMOUNTING TO $38,641,497 (GROSS). THIS AMOUNT REFLECTED AT COST IS $6,290,121. MANAGEMENT ESTIMATES THAT THE COST ASSOCIATED WITH SERVICES FOR CHARITY CARE PROVIDED BY MLH SYSTEM APPROXIMATED $4,012,532 FOR THE FISCAL YEAR ENDED JUNE 30, 2013. THIS AMOUNT DOES NOT INCLUDE THE PROVISION FOR BAD DEBTS, AMOUNTING TO $48,960,387 (GROSS). THIS AMOUNT REFLECTED AT COST IS $7,745,085. COMMUNITY BENEFIT AND SERVICES SERVICES ARE PROVIDED TO INDIVIDUALS THAT QUALIFY FOR MEDICAL ASSISTANCE, WHO PARTICIPATE IN THE PENNSYLVANIA MEDICAL ASSISTANCE PROGRAM. THE COST OF PROVIDING SUCH SERVICES TO ELIGIBLE WELFARE RECIPIENTS EXCEEDED REIMBURSEMENT BY $17,599,485 IN THE FISCAL YEAR ENDED JUNE 30, 2013 FOR MAIN LINE HOSPITALS, INC. THE COST OF PROVIDING SUCH SERVICES TO ELIGIBLE WELFARE RECIPIENTS EXCEEDED REIMBURSEMENT BY $22,097,546 IN THE FISCAL YEAR ENDED 2013 FOR MLH SYSTEM. IN TOTAL, MAIN LINE HOSPITALS, INC. RECEIVED APPROXIMATELY 25 PERCENT OF its NET REVENUE FROM GOVERNMENT PROGRAMS IN FY2013. THE LOSS INCURRED IN PROVIDING HEALTHCARE SERVICES TO PATIENTS OF GOVERNMENT PROGRAMS APPROXIMATED $103,198,837 AS DETAILED ON SCHEDULE H, PART I, LINE 7B(E) AND PART III, LINE 7. IN ACCORDANCE WITH THE MLH CHARITY CARE AND FINANCIAL ASSISTANCE POLICY, MLH PROVIDES FINANCIAL ASSISTANCE IN THE FORM OF DISCOUNTS TO UNINSURED PATIENTS. THE AMOUNT OF FINANCIAL ASSISTANCE PROVIDED BY MAIN LINE HOSPITALS, INC. FOR THE FISCAL YEAR ENDED JUNE 30, 2013 APPROXIMATED $20,541,613. THIS AMOUNT REFLECTED AT COST IS $3,347,175. THE AMOUNT OF FINANCIAL ASSISTANCE PROVIDED BY MLH SYSTEM, FOR THE FISCAL YEAR ENDED JUNE 30, 2013, APPROXIMATED $25,316,111. THIS AMOUNT REFLECTED AT COST IS $4,020,380. IN ADDITION TO PROVIDING DIRECT PATIENT CHARITY CARE AND IN FURTHERANCE OF ITS EXEMPT PURPOSE TO BENEFIT THE COMMUNITY, MLH SYSTEM MEMBERS PROVIDE SPONSORSHIPS AND VARIOUS COMMUNITY SERVICES SUCH AS EDUCATION, SCREENINGS AND SUPPORT GROUPS FOR CANCER PATIENTS AND THEIR FAMILIES, IMMUNIZATION PROGRAMS, REHABILITATION SUPPORT FOR AMPUTEES, STROKE, AND BRAIN INJURY PATIENTS AND THEIR FAMILIES, HEALTH WELLNESS FESTIVALS, CONTINUUM OF INDEPENDENT LIVING AND SENIOR HEALTH PROGRAMS, HEART DISEASE SCREENINGS, MATERNITY CARE AND CHILDBIRTH PROGRAMS, A PARAMEDIC AMBULANCE PROGRAM AND OTHER RELATED COMMUNITY HEALTH PROGRAMS AND LECTURES. MLH IS ALSO INVOLVED WITH SCHOOL PARTNERSHIPS AND HELPS ORGANIZE EDUCATIONAL PROGRAMS FOR CHILDHOOD AND ADOLESCENT HEALTH ISSUES, INCLUDING UNDERAGE DRINKING AND SMOKING. ASSOCIATED AMOUNTS EXPENDED FOR THE ABOVE COMMUNITY SERVICES APPROXIMATED $12,529,671 FOR MAIN LINE HOSPITALS, INC. AND $14,131,288 FOR MLH SYSTEM IN THE FISCAL YEAR ENDED JUNE 30, 2013. THIS AMOUNT FOR MAIN LINE HOSPITALS, INC. NET OF DIRECT OFF-SETTING REVENUE IS $11,576,971. Main Line Health hospitals subsidize several health programs throughout the system, including Lankenau Clinical Care Center, PreNatal programs, community blood draws, hospital Hospice services, Transitional Care, Healthy Women programs, Aquatics Rehabilitation, and Head Injury. The cost for these subsidized programs throughout the system amounted to $1,521,848 in net cost. Specifically for Main Line Hospitals, Inc, these services amounted to $555,053 in net cost, as reflected on Schedule H, Part I, Line 7g, column (e). Additionally, the hospitals invest in numerous physician based patient care programs administered by an affiliate, Main Line HealthCare, not captured in the above.
Part VI, Line 4		GENERAL GEOGRAPHY: MAIN LINE HEALTH (MLH) including its four acute care HOSPITALS-BRYN MAWR Hospital (BMH), LANKENAU Hospital (LH), PAOLI Hospital (PH) AND RIDDLE Memorial Hospital (RMH) and its rehabilitation hospital, Bryn Mawr Rehabilitation Hospital (BMRH) are located in and serve populations of CHESTER, DELAWARE, MONTGOMERY COUNTIES AND THE WESTERN AREA OF PHILADELPHIA COUNTY (CITY). Each Hospital has a specific service area which was utilized for its Community Health Needs Assessment (CHNA). Lankenau's service area was further segmented to better understand the characteristics of four different types of communities that surround the Hospital location; Suburban Core, Suburban Lawrence Park, Urban West, and Urban Northwest. DEMOGRAPHICS: THE TOTAL POPULATION OF THE Community SERVICE AREAS FOR THE five HOSPITALS was 1,363,423 IN FY 2012 AND IS PROJECTED TO INCREASE BY 2.1% THROUGH 2017. THE PH CHNA SERVICE AREA IS projected to increase by 4.2 percent and BMRH is projected to increase by 3.3 percent. Both hospitals are located in Chester County, one of the fastest growing counties in PA. RMH's CHNA service area has a projected 3.2 percent growth rate, BMH has 0.5 percent growth rate, and LH has a range for its four segments of -1.0% to 0.6% projected for 2017. SOCIO-DEMOGRAPHICS: BMH, PH, RMH and BMRH mainly serve the three suburban counties that are generally affluent with some pockets of poverty. Overall there are higher average household and median incomes and more education as compared to Southeast PA. Each Main Line Health Hospital has a very active community health department that provides outreach, education and in some areas clinic support for the lower socioeconomic and vulnerable populations. Many of these outreach activities are listed in the CHNA implementation plans attached. LH serves both the suburban counties and western parts of Philadelphia County that has significant poverty and higher rates of self reported fair or poor health status. Pennsylvania County health rankings for the counties served by Main Line Health are Montgomery 6th, Chester, 1st (healthiest), Delaware 41st and Philadelphia 67th (last). LH provides clinic care that attracts patients from west Philadelphia. Special attention is also paid to the Western Philadelphia population in the LH CHNA Implementation plan. For all of the Main Line Health Hospital's CHNA service areas, the largest current age segment is 18 To 44 years of age followed by the 45 to 64 age segment. However, the population with the greatest percentage change from 2012 to 2017 is the 65 plus age segment. Household survey data indicates that Main Line Health Hospitals serve populations with socioeconomic demographics that are more favorable than SEPA benchmarks. CHNA Service area: number of households; median income; adults with college degree percentage, BRYN MAWR: 140,492; $84,966; 59% PAOLI: 175,511; $87,632; 60% RIDDLE: 68,263; $89,524; 52% LANKENAU: Suburban Core: 33,794; $101,597; 75.7% Suburban Lawrence Park: 77,794; $61,165; 43.1% Urban West: 99,842; $29,323; 25.8% Urban Northwest: 28,294; $53,623; 56.0% SEPA 1,155,576; $68,192; 42% RACE/ETHNICITY: The majority of each MLH Hospital CHNA Service Area are Caucasian, however these areas are becoming increasingly diverse. Lankenau serves a greater percent of African Americans as compared to the other MLH Hospitals and compared to SEPA. The Asian population is also increasing with the largest percent in the Paoli CHNA Service area. MAIN LINE HEALTH 2012 RACE/ETHNICITY COMPARED TO SEPA AREA: %CAUCASIAN, %AFRICAN AMER, %HISPANIC, %ASIAN, %OTHER BRYN MAWR: 84.8%, 4.4%, 2.7%, 6.5%, 1.7% PAOLI 83.1%, 4.8%, 3.7%, 6.7%, 1.7% RIDDLE 84.5%, 7.5%, 2.4%, 3.9%, 1.6% LANKENAU: Suburban Core: 82.8%, 5.3%, 3.2%, 6.6%, 2.1% Suburban Lawrence Park: 65.0%, 22.1%, 3.2%, 7.6%, 2.1% Urban West: 14.5%, 74.0%, 3.0%, 5.7%, 2.7% Urban Northwest: 78.2%, 13.1%, 3.4%, 3.2%, 2.1% SEPA 62.6%, 21.8%, 7.9%, 5.7%, 2.1% As noted there are pockets of lower socioeconomic and poorer health status that have been identified in each of the MLH Hospital CHNA communities. These sub-communities are not necessarily reflected in the overall area data sets. However, via community input and outreach, these communities are being addressed through the CHNA MLH individual Hospital implementation plans. Further detail regarding each MLH Hospital CHNA service area is located in the CHNA located on the MLH website, url: mainlinehealth.org/communityneedsassessment.
Part VI, Line 5		WHEN MAIN LINE HEALTH (MLH) WAS FORMED IN 1985, THE LONG TERM OBJECTIVES INCLUDED THE DESIRE OF THE COMMUNITY-BASED BOARDS TO MORE FULLY SERVE THE INDIVIDUAL COMMUNITIES BY PROVIDING GREATER EFFICIENCIES AND BY INCREASING THE BROADER OUTREACH OF THE HOSPITALS. THIS IS BEING ACHIEVED THROUGH THE COMMITMENT OF THE COMMUNITY BOARD AND MEDICAL STAFF. THE MLH MEDICAL STAFF TODAY IS COMPRISED OF APPROXIMATELY 2,100 PHYSICIANS FOR THE 4 ACUTE HOSPITALS AND BMRH. OF THESE PHYSICIANS,ABOUT 314 ARE EMPLOYED BY AN AFFILIATED NONPROFIT TAX-EXEMPT CORPORATION OF Main Line Health. THE SUCCESS OF THE MAIN LINE HOSPITALS TO A LARGE DEGREE IS DEPENDENT ON SELF-GOVERNED, COMMUNITY-BASED PHYSICIANS. IN ADDITION TO PROVIDING OUTSTANDING MEDICAL CARE, THEY SERVE AS AN OPEN CONDUIT TO INFORMATION ABOUT AND FROM THE COMMUNITY. MEMBERS OF THE MEDICAL STAFF SERVE ON THE BOARDS OF BOTH MAIN LINE HOSPITALS and EACH HOSPITAL'S FOUNDATION BOARD. THE MEDICAL EXECUTIVE COMMITTEE OF THE MAIN LINE HOSPITALS MEDICAL STAFF IS A FULL PARTICIPANT IN A BOARD, MEDICAL LEADERSHIP, SENIOR STAFF RETREAT THAT TAKES PLACE EVERY 18 MONTHS. THIS TWO-DAY, OFF-CAMPUS RETREAT HAS FOCUSED ON TOPICS AS PATIENT SAFETY AND QUALITY, INVESTMENTS IN NEW TECHNOLOGY AND FACILITIES, COMMUNICATIONS, FINANCIAL IMPLICATIONS OF HEALTHCARE REFORM, ROLES AND RESPONSIBILITIES OF LEADERSHIP. MAIN LINE HEALTH HAS AN ACTIVE AND ENGAGED BOARD OF TRUSTEES THAT REPRESENTS THE COMMUNITY. MEMBERSHIP IN THE GOVERNING BOARD IS MONITORED CLOSELY TO ENSURE REPRESENTATION IN SOCIO-DEMOGRAPHICS AND ACROSS SUBJECT MATTER EXPERT AREAS THAT WOULD BE EXPECTED AND NEEDED TO PROVIDE THE GUIDANCE AND OVERSIGHT OF AN INTEGRATED HEALTHCARE DELIVERY SYSTEM. MEMBERS INCLUDE EXECUTIVES WITH EXPERTISE IN HEALTH CARE QUALITY, FINANCE, HUMAN RESOURCES, LAW, TECHNOLOGY, MARKETING AND MANUFACTURING AS WELL AS HEALTHCARE. THE BOARD IS FOCUSED ON ITS RESPONSIBILITY TO PROVIDE EXCELLENT CARE TO THE COMMUNITY WHILE GENERATING FUNDS FOR REINVESTMENT IN TECHNOLOGY, EQUIPMENT AND FACILITIES. FOREMOST, THEY ARE ADAMANT THAT QUALITY AND PATIENT SAFETY NOT BE COMPROMISED, PARTICULARLY AS HEALTHCARE PROVIDERS ARE CHALLENGED BY: -FINANCIAL RAMIFICATIONS OF THE ECONOMY -THE IMPACT OF DEMOGRAPHICS -THE UNCERTAINTY RELATING TO FUTURE LEVELS OF REIMBURSEMENT -THE GROWING EXPECTATIONS OF AN AGING POPULATION THAT THE BEST HEALTHCARE WILL BE "THERE" FOR THEM. THE MAIN LINE HEALTH BOARD IS FOCUSED ON ACHIEVING A REINVESTMENT SURPLUS IN ORDER TO MEET COMMUNITY EXPECTATIONS FOR STATE OF THE ART FACILITIES AND CARE.
Part VI, Line 6		Jefferson Health System Jefferson Health System, inc. (JHS) is the parent health system for Main Line Health. JHS and its board provide oversight and guidance for its members, Main Line Health System, Thomas Jefferson University Hospitals (including the Methodist Hospital Division and Jefferson Hospital for Neuroscience), and Magee Rehabilitation Hospital. Specifically, it is responsible for third party contracting, bond financing, insurance, Elements of purchasing, quality monitoring and the management of debt. While cognizant of each of its members' community activities and charitable missions, JHS provides no direct community outreach activities. Rather, those are provided by its members with full support and encouragement of JHS' board of directors. Main Line Health System Founded in 1985, Main Line Health (MLH) is a not-for-profit health system serving portions of Philadelphia and its western suburbs. At its core are four of the region's respected acute care hospitals - Lankenau Medical Center, Bryn Mawr Hospital, Paoli Hospital and Riddle Memorial Hospital - as well as one of the nation's premier facilities for rehabilitative medicine, Bryn Mawr Rehabilitation Hospital; Mirmont Treatment Center for drug and alcohol recovery; and the Home Care Network, a home health service. Main Line Health also consists of Main Line HealthCare, one of the region's largest multi-specialty physician networks, and the Lankenau Institute for Medical Research, a non-profit biomedical research organization located on the campus of Lankenau Medical Center. Main Line Health, with more than 10,000 employees and 2,100 physicians, are the recipients of numerous awards for quality care and service, including recognition among Truven Health Analytics' list of Top 100 Hospitals and Magnet, the nation's highest honor for nursing excellence. Main Line Health is among the area's leaders in medicine, providing advanced patient-centered care, education and research to help our community stay healthy. Main Line Health Hospitals Bryn Mawr Hospital, Bryn Mawr, Pa. Bryn Mawr Hospital (BMH), a member of Main Line Health, is a 319-bed, not-for-profit acute-care teaching hospital dedicated to helping the community stay well ahead on the path to life-long health. The Hospital has achieved Magnet designation by the American Nurses Credentialing Center (ANCC), the nation's highest award for recognizing excellence in nursing care, and has been nationally recognized by Press Ganey, Thomson Reuters (now Truven Analytics), The Joint Commission and other healthcare ratings organizations for its high quality patient care. In 2012, the hospital was named among US News & World Report's Best Hospitals for the Philadelphia metro area. The Hospital offers a full range of services, including cancer care, orthopedic care, cardiovascular care, maternity care, bariatrics, neurovascular and a Level III Neonatal Intensive Care Unit, all aided by a dedicated team of health care professionals and innovative technology such as the da VinciTM Surgical System's robotic technology and RIO Robotic Arm Interactive Orthopedic System. Bryn Mawr Hospital has collaborated with Nemours/Alfred I. duPont Hospital for Children to include round-the-clock pediatric care for the pediatric inpatient unit and in the pediatric emergency department with additional board-certified emergency medicine physicians. For more information about Bryn Mawr Hospital, visit mainlinehealth.org/brynmawr. Lankenau Hospital (LH), also known as Lankenau Medical Center, Wynnewood, Pa. Lankenau Medical Center, a member of Main Line Health, has been dedicated to healing and comforting the community with a warm, personal touch for over 150 years. Located on a 93-acre suburban campus just outside of Philadelphia, the 331-bed, not-for-profit teaching hospital includes one of the nation's leading cardiovascular centers; the Lankenau Institute of Medical Research, one of the few freestanding hospital-associated research centers in the nation; and offers state-of-the-art services in cancer care, digestive health care, heart care, lung care, nephrology, neurology and neurosurgery, orthopedic care, pediatric care and maternity care. Lankenau has been named among US News & World Report's Best Hospitals in the for the Philadelphia metro area for digestive health, geriatrics, heart care, kidney disorders, neurology and neurosurgery, lung care and urology. Lankenau has achieved The Joint Commission's Gold Seal of Approval for stroke care and breast cancer care and is one of the nation's Top Performing Hospitals for heart attack, heart failure, pneumonia and surgical care. The hospital has achieved MAGNET designation, the nation's highest award for excellence in nursing care. Lankenau is recognized as a national leader in advancing new options to diagnose and treat illness, protect against disease and save lives. For more information about Lankenau Medical Center, visit mainlinehealth.org/lankenau. Paoli Hospital (PH), Paoli, Pa. Paoli Hospital, a member of Main Line Health, is a 231-bed, not-for-profit acute care hospital and Level II Regional Trauma Center with outpatient facilities in Exton and Collegeville. In 2012, Paoli Hospital was named for the fourth time among the nation's 100 Top Hospitals by Thomson Reuters (now Truven Health Analytics). It was one of only 20 medium-sized community hospitals nationwide and the only hospital in Pennsylvania to make the list in this category. Paoli was named among US News & World Report's Best Hospitals for the Philadelphia metro area for excellence in five specialties including orthopedics, geriatrics, nephrology, gastroenterology and urology and is a multi-year recipient of the Premier "Award for Quality" for providing outstanding patient care and maintaining operational efficiency. Paoli is one of only three percent of hospitals nationwide to earn Magnet Designation twice for its superior nursing staff and was among the first in efficiency, satisfaction and healing. For more information about Paoli Hospital, visit mainlinehealth.org/paoli. Riddle Memorial Hospital (RMH), Media, Pa. Riddle Memorial Hospital, a member of Main Line Health, is a not-for-profit, acute-care hospital for 204 inpatient beds and 23 Transitional Care Center beds. Riddle has been nationally recognized by The Joint Commission, HealthGrades, the Society of Chest Pain Centers and other health care ratings organizations for its high quality patient care. The hospital offers a full range of services including maternity, orthopedic care and cardiovascular care--aided by a dedicated team of health care professionals and advanced technology. The emergency department provides 24-hour care. Health Center 4, a LEED Certified Gold building, houses the Rothman Institute, a variety of outpatient programs and a new state of the art surgical center. For more information about Riddle Hospital, visit mainlinehealth.org/riddle. Bryn Mawr Rehabilitation Hospital (BMRH), Malvern, Pa. Bryn Mawr Rehab Hospital, a member of Main Line Health, is a leader in the field of physical medicine and rehabilitation. The 148-bed, not-for-profit hospital offers the full continuum of rehabilitation services, including acute inpatient care, as well as outpatient services for adults and adolescents. The range of illnesses and injuries treated at Bryn Mawr Rehab Hospital includes traumatic, mild traumatic and non-traumatic brain injury, stroke and other neurological disorders, spinal cord injury and amputee and orthopedic injuries and illnesses. In addition, the Main Line Health Outpatient Rehab Network provides rehabilitation services at convenient locations in Philadelphia's western suburbs for patients of all ages. For more information about Bryn Mawr Rehab Hospital, visit mainlinehealth.org/rehab. Mirmont Alcohol Rehabilitaion Center, also known as Mirmont Treatment Center (MTC), Lima, Pa. For more than 20 years, Mirmont Treatment Center has helped those suffering from addiction to begin the journey of recovery from alcoholism and drug dependency. We offer people aged 18 and over and their families a full spectrum of programs, including: inpatient services, such as medically monitored detoxification, rehabilitation and treatment for dual-diagnosis patients; intensive outpatient therapy; and individual therapy. For more information about Mirmont Treatment Center, visit mainlinehealth.org/mirmont. Main Line Health Related Centers and Programs Behavioral Health Services Behavioral Health Services helps individuals, couples, children and families address and manage their personal challenges with a focus on healthy, productive solutions. Experienced behavioral health specialists deal with many factors that affect mental and emotional health and quality of life. Our extensive network of behavioral health specialists and professionals includes M.D.s and Ph.D.s with expertise in a wide variety of disorders and problems, including anxiety, depression, relationship

Schedule H (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

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

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

Attach to Form 990

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization
Main Line Hospitals Inc

Employer identification number
23-1352160

Part I

General Information on Grants and Assistance

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

Yes No

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

Part II

Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21, for any recipient that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(e) Amount of non-cash assistance	(f) Method of valuation (book, FMV, appraisal, other)	(h) Purpose of grant or assistance
(1) Radnor Township 301 Iven Avenue Wayne,PA19087	6,250	Cost	Donation of purchased defibrillator to local police departemnt.

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

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

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

Cat. No. 50055P

Schedule I (Form 990) 2012

Page 2

Part III

Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

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

Part IV

Supplemental Information.

Complete this part to provide the information required in Part I, line 2, Part III, column (b), and any other additional information.

Identifier	Return Reference	Explanation
Part I, Line 2		The charitable donation to Radnor Township was made to support the local police department with an important piece of medical equipment (defibrillator).

Schedule I (Form 990) 2012

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

2012

Open to Public Inspection

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

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 of the expenses described above? If "No," complete Part III to explain....

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

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2012

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 (E) amounts for that individual.

(A) Name and Title		(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 and Title		(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)BRIAN T CORBETTSVP, GEN COUNSEL & SECRETArY	(i) (ii)	0 355,032	0 153,042	0 1,508	0 101,029	0 29,212	0 639,823	0 60,468
(2)John J Lynch IIICHIEF EXEC OFFICER/Trustee	(i) (ii)	0 841,378	0 585,338	0 13,508	0 490,050	0 29,735	0 1,960,009	0 233,063
(3)MICHAEL J BUONGIORNOEVP, CFO & TREASURER	(i) (ii)	0 499,369	0 273,101	0 1,508	0 198,826	0 28,148	0 1,000,952	0 112,143
(4)ANDREA GILBERTPRESIDENT, BMH	(i) (ii)	430,718 0	206,864 0	1,508 0	162,330 0	25,017 0	826,437 0	96,295 0
(5)DONNA PHILLIPSPRESIDENT, BMRH	(i) (ii)	319,768 0	150,256 0	1,508 0	114,195 0	29,467 0	615,194 0	69,944 0
(6)JAMES PARADISPRESIDENT, PH	(i) (ii)	233,205 0	50,856 0	0 0	27,225 0	28,083 0	339,369 0	0 0
(7)PHILLIP ROBINSONPRESIDENT, LMC	(i) (ii)	540,827 0	219,685 0	0 0	204,053 0	21,501 0	986,066 0	80,697 0
(8)AHMED NAWAZCHIEF PHYSICIST	(i) (ii)	197,763 0	432 0	1,508 0	0 0	16,857 0	216,560 0	0 0
(9)AJAYA DEVABHAKTUNICHIEF PHYSICIST	(i) (ii)	233,342 0	432 0	0 0	0 0	27,893 0	261,667 0	0 0
(10)ALBERT CELIDONIODIRECTOR, PHARMACY	(i) (ii)	167,782 0	24,363 0	0 0	0 0	20,560 0	212,705 0	0 0
(11)BARBARA TACHOVSKYPRESIDENT, PH (termed 9/12)	(i) (ii)	329,866 0	172,419 0	53,917 0	0 0	14,276 0	570,478 0	92,329 0
(12)BONNIE GRAHAMVP, Finance	(i) (ii)	222,839 0	83,438 0	1,508 0	0 0	30,862 0	338,647 0	0 0
(13)BRANDON STERNBACHDirector, Safety/Security	(i) (ii)	139,508 0	21,895 0	20,012 0	0 0	9,674 0	191,089 0	0 0
(14)BRENDA DEFEOVP, ADMINISTRATION	(i) (ii)	203,863 0	46,297 0	1,508 0	0 0	23,021 0	274,689 0	0 0
(15)CLAIRE BALDWINVP, PATIENT CARE SERVICES	(i) (ii)	179,111 0	82,101 0	45,675 0	0 0	13,559 0	320,446 0	0 0
(16)CRAIG GOLDBERGSenior PHYSICIST	(i) (ii)	189,655 0	434 0	1,508 0	0 0	24,912 0	216,509 0	0 0
(17)DANIELLE DRUMMONDVP, ADMINISTRATION	(i) (ii)	194,435 0	45,265 0	1,508 0	0 0	15,323 0	256,531 0	0 0
(18)DAVID PHILLIPSEXEC DIR, DEVELOPMENT	(i) (ii)	163,921 0	22,728 0	962 0	0 0	24,147 0	211,758 0	0 0
(19)DAVID WANGCHIEF PHYSICIST	(i) (ii)	231,586 0	426 0	0 0	0 0	26,930 0	258,942 0	0 0
(20)DOUGLAS HUGHESDIR OF NURSING OPS, PAOLI HOSP	(i) (ii)	154,774 0	22,974 0	1,508 0	0 0	24,002 0	203,258 0	0 0
(21)EILEEN FARLEYADMIN DIR, NURSING	(i) (ii)	150,192 0	21,717 0	0 0	0 0	23,623 0	195,532 0	0 0
(22)FRANCES DIEGNANADMIN DIR, IMAGING/DIAGNOSTICS	(i) (ii)	148,050 0	22,037 0	1,508 0	0 0	15,046 0	186,641 0	0 0
(23)HARDING WILLIAMSDIRECTOR, PHARMACY	(i) (ii)	161,747 0	24,536 0	0 0	0 0	24,501 0	210,784 0	0 0
(24)HENRY MAYERVP, MEDICAL AFFAIRS	(i) (ii)	250,585 0	36,466 0	1,508 0	0 0	24,337 0	312,896 0	0 0
(25)IVAN SCOTTDIRECTOR OF NURSING	(i) (ii)	157,980 0	24,184 0	1,508 0	0 0	24,063 0	207,735 0	0 0
(26)JANET NASHVP, PATIENT CARE SERVICES	(i) (ii)	252,583 0	52,132 0	1,508 0	0 0	22,936 0	329,159 0	0 0
(27)JOAN GIBSONDIRECTOR OF NURSING	(i) (ii)	149,442 0	22,500 0	962 0	0 0	19,158 0	192,062 0	0 0
(28)LYNNE STILLEYVP, ADMINISTRATION	(i) (ii)	176,854 0	33,129 0	1,508 0	0 0	17,472 0	228,963 0	0 0
(29)MARGARET IACOBACCIDIRECTOR OF NURSING	(i) (ii)	226,097 0	49,385 0	0 0	0 0	24,145 0	299,627 0	0 0
(30)MARYANN FINNEGANDIRECTOR OF NURSING	(i) (ii)	159,420 0	20,965 0	0 0	0 0	19,180 0	199,565 0	0 0
(31)ROBERT BENZVP, MEDICAL AFFAIRS	(i) (ii)	276,268 0	49,344 0	0 0	0 0	28,712 0	354,324 0	0 0
(32)ROBERT FRIEDVP, Medical Affairs	(i) (ii)	195,889 0	39,977 0	0 0	0 0	22,207 0	258,073 0	0 0
(33)WILLIAM GROCHOWSKIDIRECTOR, PHARMACY	(i) (ii)	167,612 0	25,288 0	0 0	0 0	20,226 0	213,126 0	0 0

Schedule J (Form 990) 2012

Page 3

Part III

Supplemental Information

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

Identifier	Return Reference	Explanation
FORM 990, SCHEDULE J, PART I, LINE 4B		SERP DISCLOSURE: ON JULY, 1, 2011 MAIN LINE HEALTH, INC. AND ITS AFFILIATES ADOPTED A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) FOR A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES. UNDER THE TERMS OF THE SERP, MLH WILL FUND THE PLAN A PERCENTAGE OF EACH EMPLOYEE'S BASE SALARY AT THE CONCLUSION OF A PREDETERMINED PERFORMANCE PERIOD. THE PERFORMANCE PERIOD IS A TIMEFRAME OF AT LEAST TWELVE MONTHS THAT MAY COVER VARYING LENGTHS OF TIME FOR EACH EMPLOYEE. AMOUNTS EARNED DURING THE PERIOD OF JULY 1, 2012 THROUGH JUNE 30, 2013 ARE INCLUDED IN SCHEDULE J, PART II, COLUMN (C), RETIREMENT AND OTHER DEFERRED COMPENSATION.
FORM 990, SCHEDULE J, PART I, LINE 7		THE COMPENSATION OF THE CEO, EVP & CHIEF FINANCIAL OFFICER, HOSPITAL PRESIDENTS, AND OTHER SENIOR EXECUTIVES DID INCLUDE A NON-FIXED COMPONENT PAYMENT OF COMPENSATION BASED UPON PRE-ESTABLISHED QUALITY, PATIENT SAFETY, AND FINANCIAL TARGETS ESTABLISHED AT THE BEGINNING OF THE FISCAL YEAR. THE HUMAN RESOURCES AND COMPENSATION COMMITTEE OF THE MAIN LINE HEALTH BOARD IS RESPONSIBLE FOR EVALUATING AND DETERMINING THE APPROPRIATENESS OF THE TARGETS. AFTER REVIEW AND DELIBERATION, THE COMMITTEE DOCUMENTS ITS DECISIONS AND REPORTS TO THE FULL BOARD OF GOVERNORS WHO REVIEW THE COMPENSATION DECISIONS.

Schedule J (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Attach to Form 990 or Form 990-EZ. MediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

Part I

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

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

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

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

Part II

Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22

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






Total ...... $

Part III

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

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of assistance	(d) Type of assistance	(e) Purpose of assistance

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2012

Page 2

Part IV

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

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) Robert P Good MD	Trustee	-479,238	Rental of Property		No
(2) Robert C Fried MD	Key Employee	-138,589	Rental of Property		No
(3) Main Line Health Imaging LP	Trstee-Buongiorno	-204,943	Professional Svcs/Prop Rental		No
(4) Surgical Specialists PC	Member-Fried	773,969	Professional Services		No
(5) BMHR Associates	Managing Prtnr-Buongiorno	470,873	Rental of Property		No

Part V

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

Identifier	Return Reference	Explanation
Part IV, Line (1)		Robert P. Good, MD is a shareholder and employee of Reconstructive Orthopedics II which has various financial relationships with reporting entity and/or related organizations, including office lease arrangements, surgery center joint venture, and other administrative and professional service arrangements.

Schedule L (Form 990 or 990-EZ) 2012

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

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

Attach to Form 990 or 990-EZ.

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

Identifier	Return Reference	Explanation
Schedule O Disclosures		Part VI, Section A, Lines 6, 7a and 7b As per the articles of incorporation, the sole member of Main Line Hospitals, Inc. is Main Line Health, Inc., a PA nonprofit corporation. As sole member, Main Line Health, Inc. holds certain powers of election and approval in connection with the governing body of Main Line Hospitals, Inc. These powers are presented in detail in the company's governing documents which the company makes available to the public upon request. Part VI, Section B, Line 11A The Form 990 is prepared in conjunction with Pricewaterhousecoopers LLP and reviewed internally by management. It is then sent to the board of trustees for their review. The Form 990 is reviewed at a meeting of the Board of Trustees prior to filing. Part VI, Section B, Line 12C Annual conflicts of interest statements are required to be completed by all trustees, officers, directors, and other interested persons. Any conflict arising are referred to the Governance Committee for resolution. If deemed necessary or advisable, cases may be referred to the Main Line Health board for resolution. Part VI, Section B, Line 15 The process for determining compensation for board members is as follows: Using the services of an independent consulting firm, JHS utilized no fewer than three executive compensation surveys in determining the compensation of the MLH CEO. JHS used market data representing functionally comparable jobs within similarly situated organizations in making these compensation determinations. After the review and deliberation of the executive committee of the JHS board, which has the responsibilities of a compensation committee, compensation recommendations were reviewed and approved by the full JHS board. The MLH CEO reports to the JHS CEO and is appointed by the JHS board. The MLH CEO also reports to the MLH board. Further, the Human Resources & Compensation Committee of the Main Line Health board, using the services of an independent executive compensation consulting firm, is responsible for evaluating and determining the total senior executive benefits and compensation for the EVP & Chief Financial Officer, hospital presidents and other senior executives using both national and regional healthcare delivery market comparable compensation data. After review and deliberation, the committee documents its compensation decisions and reports to the full MLH board of governors who review and approve the compensation decisions. Part VI, Section C, Line 19 The organization makes its governing documents, conflict of interest policy, and financial statements available upon request. Part VII, Section A, Column B The officers devote their time to all of the organizations within Main Line Health, Inc. As such, the total hours worked by the officers, across all of the organizations, cumulatively represent their full-time employment status. Part X, Line 20 CERTAIN BOND PROCEEDS HAVE BEEN ALLOCATED TO MAIN LINE HOSPITALS, INC. FROM JEFFERSON HEALTH SYSTEM, A RELATED ORGANIZATION. THE LIABILITIES FOR THE SERIES ARE REPORTED ON SCHEDULE K FOR JEFFERSON HEALTH SYSTEM. Part XI OTHER CHANGES IN NET ASSETS INCLUDE THE FOLLOWING: Assets released from restrictions for capital purchases $ 4,048,861 Decrease in the Pension Projected Benefit Obligation in accordance with Statement of Financial Accounting Standards No. 158, "Employers'Accounting for Defined Benefit Pension and Other Postretirement Plans" $60,795,131 Transfers to affiliates ($16,888,400) Temporarily restricted net asset Investment income, unrealized gains, and assets released from restrictions $ 1,425,577 Increased in permanently restricted investment valuation $ 3,353,324.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2012

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

2012

Open to Public Inspection

Name of the organization

Main Line Hospitals Inc

Employer identification number

23-1352160

Part I

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

(a) Name, address, and EIN (if applicable) 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" to 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 entity?
(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) JEFFERSON HEALTH SYSTEM INC 259 RADNOR-CHESTER ROAD RADNOR,PA19087 23-2814503	HEALTHCARE	PA	501(C)(3)	11A	None		No
(2) TJUH SYSTEM INC 111 SOUTH 11TH STREET PHILADELPHIA,PA19107 26-3026795	HEALTHCARE	PA	501(C)(3)	11A	JHS		No
(3) MAGEE REHABILITATION HOSPITAL 1513 RACE STREET PHILADELPHIA,PA19102 23-1476328	HEALTHCARE	PA	501(C)(3)	11A	JHS		No
(4) MAIN LINE HEALTH INC 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2331531	HEALTHCARE	PA	501(C)(3)	11B	JHS		No
(5) LANKENAU INSTITUTE FOR MEDICAL RESEARCH 100 LANCASTER AVE WYNNEWOOD,PA19096 23-2175659	HEALTHCARE	PA	501(C)(3)	4	ML HOSPITALS	Yes
(6) JEFFERSON HOME CARE 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2308028	HEALTHCARE	PA	501(C)(3)	9	MLDS		No
(7) RIDDLE MEMORIAL HOSPITAL 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-1529076	HEALTHCARE	PA	501(C)(3)	3	MLH		No
(8) RIDDLE HEALTH CARE SERVICES 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 22-2606545	HEALTHCARE	PA	501(C)(3)	11B	RMH		No
(9) RIDDLE HEALTHCARE ASSOCIATES 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2900844	PHYSICIAN	PA	501(C)(3)	9	MLH		No
(10) MIRMONT ALCOHOL REHABILITATION CENTER 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2215243	HEALTHCARE	PA	501(C)(3)	3	RMH		No
(11) MAIN LINE AFFILIATES 240 RADNOR-CHESTER ROAD RADNOR,PA19087 23-2308668	HEALTHCARE	PA	501(C)(3)	9	MLDS		No
(12) MAIN LINE DIVERSIFIED SERVICES INC 240 RADNOR-CHESTER ROAD RADNOR,PA19087 23-2859148	HEALTHCARE	PA	501(C)(3)	11A	MLH		No
(13) MAIN LINE HEALTH LABORATORIES INC 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2774744	LAB SERVICES	PA	501(C)(3)	11B	MLDS		No
(14) MAIN LINE HEALTHCARE 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2359401	PHYSICIAN MGM	PA	501(C)(3)	11A	MLH		No
(15) MAIN LINE REALTY CORPORATION 240 RADNOR-CHESTER ROAD RADNOR,PA19087 22-2440273	REAL ESTATE	PA	501(C)(3)	11A	MLH		No
(16) MAIN LINE SERVICES 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2359402	HEALTHCARE	PA	501(C)(3)	11B	MLDS		No
(17) THE BRYN MAWR HOSPITAL FOUNDATION 130 SOUTH BRYN MAWR AVE BRYN MAWR,PA19010 23-2179020	FUNDRAISING	PA	501(C)(3)	11C	NA		No
(18) THE LANKENAU HOSPITAL FOUNDATION 100 LANCASTER AVE WYNNEWOOD,PA19096 23-2176723	FUNDRAISING	PA	501(C)(3)	11D	NA		No
(19) PAOLI HOSPITAL FOUNDATION 255 WEST LANCASTER AVE PAOLI,PA19301 23-2359407	FUNDRAISING	PA	501(C)(3)	11C	NA		No
(20) BRYN MAWR REHABILITATION FOUNDATION 414 PAOLI PIKE MALVERN,PA19355 23-2507348	FUNDRAISING	PA	501(C)(3)	11C	NA		No
(21) THE HOSPICE AND HOME CARE FOUNDATION 240 RADNOR-CHESTER ROAD RADNOR,PA19087 23-2306936	FUNDRAISING	PA	501(C)(3)	11C	JHC		No
(22) THE RIDDLE HEALTHCARE FOUNDATION 1068 WEST BALTIMORE PIKE MEDIA,PA19063 04-3601189	FUNDRAISING	PA	501(C)(3)	11C	NA		No
(23) THE SHARPE-STRUMIA RESEARCH FOUNDATION 100 LANCASTER AVE WYNNEWOOD,PA19096 20-0106546	HOSP SUPPORT	PA	501(C)(3)	11C	NA		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2012

Page 2

Part III

Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to 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) RMH HEALTH CARE CENTER ASSOCIATES 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2236644	OFFICE RENTAL	PA	N/A		0	0		No			No
(2) RMH HEALTH CARE CENTER III ASSOCIATES 950 HAVERFORD ROAD SUITE 110 BRYN MAWR,PA19010 23-2693651	OFFICE RENTAL	PA	N/A		0	0		No			No
(3) RIDDLE SURGICAL CENTER LLC 1118 WEST BALTIMORE PIKE MEDIA,PA19063 26-3899069	HEALTHCARE	PA	N/A		0	0		No			No
(4) RIDDLE IMAGING ASSOCIATES 1068 W BALTIMORE PIKE MEDIA,PA19063 23-2488083	HEALTHCARE	PA	N/A		0	0		No			No
(5) BMHR ASSOCIATES 240 RADNOR-CHESTER ROAD RADNOR,PA19087 23-2311589	HEALTHCARE	PA	N/A		0	0		No			No
(6) MAIN LINE HEALTH IMAGING LP 240 RADNOR-CHESTER ROAD Radnor,PA19087 23-2409186	HEALTHCARE	PA	N/A		0	0		No			No
(7) RIDDLE HEALTH NETWORK LLC 1068 W BALTIMORE PIKE MEDIA,PA19063 23-2975542	INACTIVE	PA	N/A		0	0		No			No
(8) PAOLI AMBULATORY SURGERY CENTER 1 INDUSTRIAL BLVD PAOLI,PA19301 62-1595402	HEALTHCARE	PA	NA	N/A	0	0		No			No
(9) RIDDLE DIALYSIS LLC (DAVITA) 100 GRANITE DRIVE MEDIA,PA19063 20-8438006	HEALTHCARE	PA	NA	N/A	0	0		No			No
(10) MAIN LINE HEALTH REAL ESTATE LP 240 RADNOR-CHESTER ROAD RADNOR,PA19087 23-3089503	REAL ESTATE	PA	NA	N/A	-32,286	2,540,377		No		Yes		48.300 %
(11) MLH REALTY LLC 240 RADNOR-CHESTER ROAD RADNOR,PA19087 23-3089502	REAL ESTATE	PA	NA	N/A	-33	18,355		No		Yes		49.000 %

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" to 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	(i) Section 512(b)(13) controlled entity?
(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	Yes	No
(1) LIMR DEVELOPMENT INC 100 LANCASTER AVENUE WYNNEWOOD,PA19096 26-0442830	PRODUCT DEVEL	PA	na	C CORPORATION	0	0		No
(2) LIMR CHEMICAL GENOMICS CENTER INC 100 LANCASTER AVENUE WYNNEWOOD,PA19096 26-0442929	SERVICE ORG	PA	na	C CORPORATION	0	0		No
(3) MAIN LINE CORPORATION 240 RADNOR-CHESTER ROAD RADNOR,PA19087 23-1704075	INACTIVE	PA	na	C CORPORATION	0	0		No

Schedule R (Form 990) 2012

Page 3

Part V

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

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

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 or (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .

Yes

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

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

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

Yes

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

f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

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

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

Yes

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

Yes

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

Yes

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

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

(a) Name of other organization	(b) Transaction type (a-s)	(c) Amount involved
(1) Lankenau Institute for Medical Research	A	97,500
(2) Lankenau Institute for Medical Research	K	20,740
(3) Lankenau Institute for Medical Research	L	16
(4) Lankenau Institute for Medical Research	M	464,440
(5) Lankenau Institute for Medical Research	Q	2,008,786
(6) Lankenau Institute for Medical Research	R	4,800,000

Schedule R (Form 990) 2012

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to 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) 2012

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: provide a comprehensive range of safe, high-quality services, complemented by educational and research activities that meet health- care needs and improve the quality of life in the communities we serve
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	24
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	22
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ......	5	7,031
6	Total number of volunteers (estimate if necessary) .............	6	2,192
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	252,777
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	-90,766

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	228,950	3,701
9	Program service revenue (Part VIII, line 2g) .........	1,104,626,946	1,060,739,498
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	42,288,299	31,663,228
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	15,070,870	15,298,452
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	1,162,215,065	1,107,704,879
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	30,375	6,250
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)	421,135,994	439,024,924
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–24e)....	529,553,734	483,912,786
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	950,720,103	922,943,960
19	Revenue less expenses. Subtract line 18 from line 12.......	211,494,962	184,760,919
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	1,883,208,935	2,072,030,647
21	Total liabilities (Part X, line 26).............	559,771,339	504,350,147
22	Net assets or fund balances. Subtract line 21 from line 20.....	1,323,437,596	1,567,680,500

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4a	(Code: ) (Expenses $ 473,397,276 including grants of $ ) (Revenue $ 666,005,910 )
	Inpatient Acute Healthcare Services Main Line Hospitals, Inc. is comprised of three full-service community acute care hospitals and a rehabilitation hospital located in the suburbs of Philadelphia. Bryn Mawr Hospital, established 1893, operates 319 licensed beds, The Lankenau Hospital, established 1860, operates 317 licensed beds, Paoli Hospital operates 226 licensed beds, and Bryn Mawr Rehabilitation hospital operates 148 licensed beds. Main Line Hospitals, Inc. offers specialized services including Neonatal Intensive Care, Reproductive Medicine, Arthritis and Orthopedic services, Cardiovascular Care, Sleep Medicine, Cancer Care, a Kidney Transplant Program, Family Centered Maternity Care, Comprehensive Breast Care, and comprehensive rehabilitation services for brain injury, stroke, etc. to name a few. For the year presented, Main Line Hospitals, Inc. provided inpatient services to 48,804 adult patients, 523 Neonatal Care patients, performed 611 open heart cases, attended 6,716 births, and performed 13,059 inpatient surgeries.

4b	(Code: ) (Expenses $ 262,752,460 including grants of $ ) (Revenue $ 410,032,040 )
	Outpatient Acute Healthcare Services Main Line Hospitals, Inc. offers a full array of outpatient services both within the campus of our four member hospitals (Bryn Mawr Hospital, The Lankenau Hospital, Paoli Hospital, and Bryn Mawr Rehabilitation Hospital), as well as in five separate ambulatory centers located in the communities we serve. Outpatient services offered include Imaging services, Clinical Laboratories, Physical, Occupational and Speech Therapy services, Sleep Disorder centers, Adult Day Services, Cardiology services and a Cardiac Rehabilitation program, Cancer Center, and multiple physicians in the areas of Primary Care, OB/GYN, Pediatric, Internal and Family Medicine and other specialists. For the fiscal period presented, Main Line Hospitals, Inc. attended to 732,017 outpatient visits, performed 18,953 outpatient surgeries, and provided emergent care with 138,925 visits to our hospital based 24 hours/day, 7days/week emergency rooms.

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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses736,149,736

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	8,319,339	2,831,548	2,057,764

				(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		3,701

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			3,701
			Business Code
2a	INPATIENT REVENUE		621110	643,105,010	643,105,010
b	OUTPATIENT REVENUE		621400	397,321,219	397,068,442	252,777
c	SUPPORT SERVICES		900099	20,313,269	20,313,269
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			1,060,739,498
3	Investment income (including dividends, interest, and other similar amounts).......			29,305,514			29,305,514
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)	0	0
d	Net rental income or (loss).......			0
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	2,381,379
b	Less: cost or other basis and sales expenses		23,665
c	Gain or (loss)	2,381,379	-23,665
d	Net gain or (loss)..........			2,357,714			2,357,714
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	FUNDING FROM AFFILIATED FOUNDATIONS		900099	6,872,920	6,872,920
b	NET ASSETS RELEASED FROM RESTRICTIONS		900099	4,537,191	4,537,191
c	RESEARCH OVERHEAD		900099	2,008,786	2,008,786
d	All other revenue ....			1,879,555	1,879,555
e	Total. Add lines 11a–11d ......			15,298,452
12	Total revenue. See Instructions......			1,107,704,879	1,075,785,173	252,777	31,663,228


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing .............			0	1	0
2	Savings and temporary cash investments .........			108,811,650	2	54,567,743
3	Pledges and grants receivable, net ...........			0	3	0
4	Accounts receivable, net .............			113,087,807	4	103,494,170
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
				0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			15,848,246	8	16,871,194
9	Prepaid expenses and deferred charges ..........			8,120,981	9	8,518,385
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	1,902,424,781
b	Less: accumulated depreciation .....	10b	1,068,920,233	746,579,470	10c	833,504,548
11	Investments—publicly traded securities ..........			752,094,610	11	879,108,425
12	Investments—other securities. See Part IV, line 11 .....			67,684,739	12	75,350,769
13	Investments—program-related. See Part IV, line 11 .....			1,962,709	13	1,254,193
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			69,018,723	15	99,361,220
16	Total assets. Add lines 1 through 15 (must equal line 34)......			1,883,208,935	16	2,072,030,647
17	Accounts payable and accrued expenses .........			115,136,220	17	109,754,926
18	Grants payable .................			0	18	0
19	Deferred revenue ................			416,064	19	829,150
20	Tax-exempt bond liabilities .............			169,685,322	20	167,088,960
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Loans and other 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....................			274,533,733	25	226,677,111
26	Total liabilities. Add lines 17 through 25.........			559,771,339	26	504,350,147
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			1,262,766,964	27	1,502,230,966
28	Temporarily restricted net assets ...........			21,299,588	28	22,725,166
29	Permanently restricted net assets ...........			39,371,044	29	42,724,368
	Organizations that do not follow SFAS 117 (ASC 958), 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 ...........			1,323,437,596	33	1,567,680,500
34	Total liabilities and net assets/fund balances ........			1,883,208,935	34	2,072,030,647