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) Marvin Ausherman End 93012........................................................................ Director	2.0 .......................0.0	X		0
(2) Gregory P Dormitzer........................................................................ Director	2.0 .......................0.0	X		0
(3) Bernard Gouin........................................................................ Director	2.0 .......................0.0	X		0
(4) Theodore Luck........................................................................ Director	2.0 .......................0.0	X		0
(5) J Frederick Manning........................................................................ Director	2.0 .......................0.0	X		0
(6) John Molesworth DO........................................................................ Past Chief Of Staff	2.0 .......................0.0	X		563
(7) Greg Powell PhD End 93012........................................................................ Past Chairman Of The Board	2.0 .......................0.0	X	X	0
(8) P Gregory Rausch MD........................................................................ Chair, FMH Devlopment Council	6.0 .......................0.0	X		24,875
(9) E James Reinsch........................................................................ Vice Chairman	2.0 .......................0.0	X	X	0
(10) Adriana Roa BSN End 9112........................................................................ Director	2.0 .......................0.0	X		0
(11) Anne Herbert Rollins........................................................................ Chairman Of The Board	6.0 .......................0.0	X	X	0
(12) Neil Waravdekar MD........................................................................ Chief Of Staff	10.0 .......................0.0	X	X	71,058
(13) Rev Roger W Wilmer Jr........................................................................ Director	2.0 .......................0.0	X		0
(14) Gerald Winnan MD........................................................................ Secretary And Treasurer	4.0 .......................0.0	X		0
(15) Adriane Wodey........................................................................ Past Chairman Of The Board	2.0 .......................0.0	X	X	0
(16) Shawn Wolf........................................................................ Director	2.0 .......................0.0	X		0
(17) Ravi Yalamanchili........................................................................ Vice Chief Of Staff	6.0 .......................0.0	X		61,000

(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) Cornelius Fay Beg 10112........................................................................ Director	2.0 .......................0.0	X				0	0
(19) Terrence McPherson Beg 10112........................................................................ Director	2.0 .......................0.0	X				0	0
(20) Laura Melia Beg 10112........................................................................ Director	2.0 .......................0.0	X				0	0
(21) Donna Tisdale Beg 10112........................................................................ Director	2.0 .......................0.0	X				0	0
(22) Thomas A Kleinhanzl........................................................................ President and CEO	40.0 .......................1.0	X	X			744,431	174,978
(23) Michelle K Mahan........................................................................ Sr VP and CFO	40.0 .......................1.0		X			390,114	84,741
(24) John R Verbus........................................................................ Sr VP and COO	40.0 .......................4.0		X			388,827	58,898
(25) Rachel I Mandel........................................................................ AVP MEDICAL AFFAIRS	20.0 .......................0.0			X		113,677	5,532
(26) Mary B Mann........................................................................ AVP PATIENT CARE SERVICES	40.0 .......................0.0			X		150,250	11,331
(27) Terry P O'Malley........................................................................ VP Human Resources	40.0 .......................0.0			X		229,083	44,589
(28) David JQuirke........................................................................ VPChief Information Officer	40.0 .......................0.0			X		285,698	43,580
(29) Craig F Rosendale........................................................................ VP Ancillary Services	40.0 .......................0.0			X		193,198	29,786
(30) Donald R Schilling........................................................................ VP Ambulatory Services	40.0 .......................0.0			X		214,620	18,844
(31) Lucy A Shamash........................................................................ VP Service Line Development &	40.0 .......................0.0			X		250,964	24,588
(32) Jennifer G Teeter........................................................................ AVP Payor Contracting	40.0 .......................0.0			X		171,614	23,482
(33) Shirley B Thompson........................................................................ Interim Sr VP Patient Care	20.0 .......................0.0			X		85,078	4,002
(34) Jim R Williams........................................................................ VP Business Development and Pr	40.0 .......................0.0			X		210,723	30,749
(35) Manual A Casiano........................................................................ VP Medical Staff	40.0 .......................0.0			X		380,086	67,816
(36) Cheryl L Cioffi........................................................................ AVP Patient Care Service	40.0 .......................0.0			X		118,407	23,153
(37) Kenneth R Coffey II........................................................................ VP Chief Development Officer	40.0 .......................0.0			X		194,874	32,797
(38) James S Grissom........................................................................ AVP OF MEDICAL AFFAIRS	20.0 .......................0.0			X		134,866	9,135
(39) Hannah R Jacobs........................................................................ VP-Finance	40.0 .......................0.0			X		178,012	10,619
(40) Rose A Labriola........................................................................ Former Sr VP Patient Care	20.0 .......................0.0			X		306,121	33,775
(41) Brian M O'Connor........................................................................ Physician	40.0 .......................0.0				X	504,710	35,264
(42) Mark S Soberman........................................................................ Physician	40.0 .......................0.0				X	492,364	20,893
(43) Paul N Chomiak........................................................................ Physician	40.0 .......................0.0				X	495,522	25,737
(44) Elhamy D Eskander........................................................................ Physician	40.0 .......................0.0				X	500,942	34,893
(45) Mark G Goldstein........................................................................ Physician	40.0 .......................2.0				X	505,612	25,664

(A) Name and business address	(B) Description of services	(C) Compensation
TXTEAM REHAB INC, 4625 East Stop 11 RoadIndianapolisIN46237	Rehab Services	7,262,394
PRIME DOC OF FREDERICK PA, PO Box 7568AshevilleNC28802	Physician services	2,020,352
QUEST DIAGNOSTICS, 12436 Collections Center DriveCHICAGOIL606932436	Diagnostic services	1,825,898
ALLIANCE RADIOSURGERY LLC, PO Box 6600Newport BeachCA92658	Medical services	1,528,692
SLEEPMED DIGITRACE CARE SERVICES, 200 Corporate PlacePeabodyMA11960	Medical services	1,277,650
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 24

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	100,000	100,000
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	0	0
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16	0	0
4	Benefits paid to or for members	0	0
5	Compensation of current officers, directors, trustees, and key employees ....	5,101,715	0	5,101,715	0
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	137,050,012	124,973,811	11,762,388	313,813
7	Other salaries and wages	0	0	0	0
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	8,294,824	7,574,701	712,922	7,201
9	Other employee benefits .......	20,230,094	18,340,741	1,811,601	77,752
10	Payroll taxes ...........	10,001,324	9,053,606	938,891	8,827
11	Fees for services (non-employees):
a	Management ......	14,699,489	13,178,551	1,520,938	0
b	Legal .........	666,787	12,254	654,533	0
c	Accounting ...........	331,525	0	331,525	0
d	Lobbying ...........	0	0	0	0
e	Professional fundraising services. See Part IV, line 17	48,000			48,000
f	Investment management fees ......	439,573	0	439,573	0
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........	35,749,281	30,071,499	5,244,200	433,582
12	Advertising and promotion ....	1,150,013	11,928	1,023,036	115,049
13	Office expenses .......	5,679,297	5,127,784	481,563	69,950
14	Information technology ......	3,621,527	3,621,527	0	0
15	Royalties ..	0	0	0	0
16	Occupancy ...........	3,982,325	3,466,217	516,108	0
17	Travel ............	69,523	35,392	33,904	227
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0	0	0	0
19	Conferences, conventions, and meetings ....	162,218	82,581	79,109	528
20	Interest ...........	4,557,890	4,270,743	278,031	9,116
21	Payments to affiliates .......	0	0	0	0
22	Depreciation, depletion, and amortization .....	20,820,911	16,396,909	4,411,755	12,247
23	Insurance ..............	3,685,085	508,185	3,176,900	0
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	Supplies & COGS	63,912,359	63,409,216	488,029	15,114
b
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	340,353,772	300,235,645	39,006,721	1,111,406
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).	0

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 .........	29,890,405	2	28,057,371
3	Pledges and grants receivable, net ...........	3,136,826	3	3,096,450
4	Accounts receivable, net .............	50,427,786	4	47,300,345
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
		81,190	5	27,063
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 ..............	4,648,660	8	4,482,254
9	Prepaid expenses and deferred charges ..........	2,430,944	9	2,489,828
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	421,648,692
b	Less: accumulated depreciation .....	10b	223,436,039	189,037,601	10c	198,212,653
11	Investments—publicly traded securities ..........	99,649,453	11	109,102,873
12	Investments—other securities. See Part IV, line 11 .....	0	12	0
13	Investments—program-related. See Part IV, line 11 .....	28,573,661	13	44,193,211
14	Intangible assets ...............	0	14	0
15	Other assets. See Part IV, line 11 ...........	7,451,094	15	6,899,232
16	Total assets. Add lines 1 through 15 (must equal line 34)......	415,327,620	16	443,861,280
	17	Accounts payable and accrued expenses .........	41,374,475	17	37,177,122
18	Grants payable .................	0	18	0
19	Deferred revenue ................	0	19	0
20	Tax-exempt bond liabilities .............	137,149,099	20	170,158,976
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 ..	278,511	23	174,471
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....................	74,243,862	25	49,487,440
26	Total liabilities. Add lines 17 through 25.........	253,045,947	26	256,998,009
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	156,164,358	27	180,519,608
28	Temporarily restricted net assets ...........	5,141,138	28	5,367,486
29	Permanently restricted net assets ...........	976,177	29	976,177
	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 ...........	162,281,673	33	186,863,271
34	Total liabilities and net assets/fund balances ........	415,327,620	34	443,861,280

- 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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

OMB No. 1545-0047

2012

Name of the organization

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

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

General Rule

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

Special Rules

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

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

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

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

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2012)

Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Page 2

Name of organization Frederick Memorial Hospital Inc

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	RESTRICTED RESTRICTED RESTRICTED RESTRICTED, RESTRICTED RESTRICTED	$RESTRICTED	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II if there is a noncash contribution.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Page 3

Name of organization Frederick Memorial Hospital Inc

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Schedule B (Form 990, 990-EZ, or 990-PF) (2012)

Page 4

Name of organization
Frederick Memorial Hospital Inc

Employer identification number

52-0591612

Part III

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

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

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

27,029

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

27,029

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 1 I	Lobbying Activities	Expense is a portion of dues paid to the American Hospital Association, Maryland Hospital Association, National Association for Home Care and National Hospice and Palliative Care Organization.

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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

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 ....	976,177	976,177	976,177	976,177	976,177
b	Contributions ........
c	Net investment earnings, gains, and losses
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........
f	Administrative expenses ....
g	End of year balance ......	976,177	976,177	976,177	976,177	976,177

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)

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

3a(ii)

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

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 .................	2,421,745		2,421,745
b	Buildings ................	183,091,244	63,585,046	119,506,198
c	Leasehold improvements ............	20,090,679	17,084,093	3,006,586
d	Equipment ................	200,065,820	142,766,900	57,298,920
e	Other .................	15,979,204		15,979,204
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				198,212,653

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
(1) ASSETS LIMITED AS TO USE	26,658,922	F
(2) INVESTMENTS IN SUBSIDIARIES	17,534,289	F







Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)	44,193,211

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
ADVANCES FROM THIRD PARTIES		8,761,696
INTEREST RATE SWAP CONTRACT		11,627,363
PENSION LIABILITY		12,160,781
MALPRACTICE INSURANCE LIABILITY		3,509,045
CAPITAL LEASE OBLIGATIONS		6,104,514
OTHER LIABILITIES		7,324,041



Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		49,487,440
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
Schedule D, Part V, Line 4	Intended use of Endowment Funds	ENDOWMENT FUNDS ARE USED FOR HEALTH CARE SERVICES.

Schedule D (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

Complete if the organization answered "Yes" to Form 990,Part IV, line 14b, 15, or 16. Right pointing arrow large image

Attach to Form 990. Right pointing arrow large image

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization
Frederick Memorial Hospital Inc

Employer identification number

52-0591612

Part I

General Information on Activities Outside the United States. Complete if the organization answered “Yes” to Form 990, Part IV, line 14b.

For grantmakers. 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

For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of grant funds outside
the United States.

Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)

(a) Region		(b) Number of offices in the region	(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in region	(f) Total expenditures for and investments in region
	Central America and the Caribbean	1	Investments		9,074,222
	Central America and the Caribbean	1	Program Services	SELF-INSURANCE	6,451,236















3a	Sub-total .....	2			15,525,458
b	Total from continuation sheets to Part I ...
c	Totals (add lines 3a and 3b)	2			15,525,458

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2012

Schedule F (Form 990) 2012

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered “Yes” to Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.

1 (a) Name of organization		(b) IRS code section and EIN (if applicable)	(c) Region	(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(g) Amount of of non-cash assistance	(h) Description of non-cash assistance	(i) Method of valuation (book, FMV, appraisal, other)

Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter .... MediumBullet

Enter total number of other organizations or entities ....................... MediumBullet

Schedule F (Form 990) 2012

Schedule F (Form 990) 2012Page 3

Part III

Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 16.

Part III can be duplicated if additional space is needed.

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

Schedule F (Form 990) 2012

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2012

Page 5

Part V

Supplemental Information
Complete this part to provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information (see instructions).

Identifier	ReturnReference	Explanation

Schedule F (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE G (Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information Regarding
Fundraising or Gaming Activities

Complete if the organization answered "Yes" to Form 990, Part IV, lines 17, 18, or 19, or if the organization entered more than $15,000 on Form 990-EZ, line 6a. Form 990-EZ filers are not required to complete this part. right arrow

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
Frederick Memorial Hospital Inc

Employer identification number

52-0591612

Part I

Fundraising Activities. Complete if the organization answered "Yes" to Form 990, Part IV, line 17.

Indicate whether the organization raised funds through any of the following activities. Check all that apply.

a	Mail solicitations	e	Solicitation of non-government grants
b	Internet and email solicitations	f	Solicitation of government grants
c	Phone solicitations	g	Special fundraising events
d	In-person solicitations

Did the organization have a written or oral agreement with any individual (including officers, directors, trustees

or key employees listed in Form 990, Part VII) or entity in connection with professional fundraising services?

Yes

If “Yes,” list the ten highest paid individuals or entities (fundraisers) pursuant to agreements under which the fundraiser is
to be compensated at least $5,000 by the organization.

(i) Name and address of individual or entity (fundraiser)		(ii) Activity	(iii) Did fundraiser have custody or control of contributions?		(v) Amount paid to (or retained by) fundraiser listed in col. (i)
			Yes	No
	PRIDE PHILANTHROPY 885 WOODSTOCK ROAD ROSWELL, GA30075	Dev Cnsl Srvcs		No	48,000









Total .................					48,000

List all states in which the organization is registered or licensed to solicit funds or has been notified it is exempt from registration or licensing.

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

Cat. No. 50083H

Schedule G (Form 990 or 990-EZ) 2012

Page 2

Part II

Fundraising Events. Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 of fundraising event contributions and gross income on Form 990-EZ, lines 1 and 6b. List events with gross receipts greater than $5,000.

			(a) Event #1 (event type)	(b) Event #2 (event type)	(c) Other events (total number)	(d) Total events (add col. (a) through col. (c))
	1	Gross receipts . . .
	2	Less: Contributions . .
	3	Gross income (line 1 minus line 2) . . .
	4	Cash prizes . . .
	5	Noncash prizes . .
	6	Rent/facility costs . .
	7	Food and beverages .
	8	Entertainment . . .
	9	Other direct expenses .
	10	Direct expense summary. Add lines 4 through 9 in column (d) ...........
	11	Net income summary. Combine line 3, column (d), and line 10. ..........

Part III

Gaming. Complete if the organization answered "Yes" to Form 990, Part IV, line 19, or reported more than $15,000 on Form 990-EZ, line 6a.

(a) Bingo

(b) Pull tabs/Instant
bingo/progressive bingo

(c) Other gaming

(d) Total gaming (add col.(a) through col.(c))

Gross revenue . . . .

Cash prizes . . . .

Non-cash prizes . . .

Rent/facility costs . . .

Other direct expenses . .

Volunteer labor . . .

	Yes
	No

	Yes
	No

	Yes
	No

Direct expense summary. Add lines 2 through 5 in column (d) ........... right arrow

Net gaming income summary. Combine lines 1 and 7 in column (d) .......... right arrow

Enter the state(s) in which the organization operates gaming activities:

Is the organization licensed to operate gaming activities in each of these states? ............

YesNo

If "No," explain:

10a

Were any of the organization's gaming licenses revoked, suspended or terminated during the tax year? .....

YesNo

If "Yes," explain:

Schedule G (Form 990 or 990-EZ) 2012

Page 3

Does the organization operate gaming activities with nonmembers? .................

YesNo

Is the organization a grantor, beneficiary or trustee of a trust or a member of a partnership or other entity

formed to administer charitable gaming? ..........................

YesNo

Indicate the percentage of gaming activity operated in:

The organization's facility ......................

13a

An outside facility ........................

13b

Enter the name and address of the person who prepares the organization's gaming/special events books and records:

Name

Address

15a

Does the organization have a contract with a third party from whom the organization receives gaming

revenue? ......................................

YesNo

If "Yes," enter the amount of gaming revenue received by the organization right arrow

$ and the

amount of gaming revenue retained by the third party right arrow

$ .

If "Yes," enter name and address of the third party:

Name

Address

Gaming manager information:

Name

Gaming manager compensation right arrow

Description of services provided right arrow

Director/officer Employee Independent contractor

Mandatory distributions:

Is the organization required under state law to make charitable distributions from the gaming proceeds to

retain the state gaming license? ............................

YesNo

Enter the amount of distributions required under state law distributed to other exempt organizations or spent

in the organization's own exempt activities during the tax year right arrow

Part IV

Supplemental Information. Complete this part to provide the explanations required by Part I, line 2b, columns (iii) and (v), and Part III, lines 9, 9b, 10b, 15b, 15c, 16, and 17b, as applicable. Also complete this part to provide any additional information (see instructions).

Identifier	Return Reference	Explanation

Schedule G (Form 990 or 990-EZ) 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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

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 %

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) ..	7,624,608		7,624,608	2.240 %
b	Medicaid (from Worksheet 3, column a) ....	32,101,761	25,109,052	6,992,709	2.050 %
c	Costs of other means-tested government programs (from Worksheet 3, column b) .
d	Total Financial Assistance and Means-Tested Government Programs .	39,726,369	25,109,052	14,617,317	4.290 %
Other Benefits		2,598,028	781,995	1,816,033	0.530 %
e	Community health improvement services and community benefit operations (from Worksheet 4) ..	2,598,028	781,995	1,816,033	0.530 %
f	Health professions education (from Worksheet 5) ..	103,372		103,372	0.030 %
g	Subsidized health services (from Worksheet 6) ..	12,760,636	2,246,200	10,514,436	3.090 %
h	Research (from Worksheet 7)
i	Cash and in-kind contributions for community benefit (from Worksheet 8)	223,050		223,050	0.070 %
j	Total. Other Benefits ..	15,685,086	3,028,195	12,656,891	3.720 %
k	Total. Add lines 7d and 7j .	55,411,455	28,137,247	27,274,208	8.010 %

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

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

9,557,777

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. ......

955,777

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).....

124,384,153

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

104,375,703

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

20,008,450

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?1 Name, address, and primary website address
1	FREDERICK MEMORIAL HOSPITAL 400 WEST SEVENTH STREET FREDERICK,MD21701	X	X	X

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)

	FREDERICK MEMORIAL HOSPITAL
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................................

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 ........

Yes

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: 300.% 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?16
Name and address		Type of Facility (describe)
1	FMH KLINE HOSPICE HOUSE 7000 KIMMEL ROAD MT AIRY,MD21771	INPATIENT HOSPICE PATIENT FACILITY
2	MT AIRY HEALTH SERVICES 1502 SOUTH MAIN STREET MT AIRY,MD21771	OUTPATIENT HEALTH SERVICE FACILITY
3	PARKVIEW MEDICAL GROUP MT AIRY 1502 SOUTH MAIN STREET MT AIRY,MD21771	PHYSICIAN PRACTICE
4	PARKVIEW MEDICAL GROUP MYERSVILLE 3000-D VENTRIE COURT MYERSVILLE,MD21773	PHYSICIAN PRACTICE
5	PARKVIEW MEDICAL GROUP FREDERICK 1564 OPPOSSUMTOWN PIKE FREDERICK,MD21702	PHYSICIAN PRACTICE
6	FMH REGIONAL CANCER CARE THERAPY CTR 501 WEST SEVENTH STREET FREDERICK,MD21701	OUTPATIENT CANCER TREATMENT CENTER
7	FMH ROSEHILL 1562 OPPOSSUMTOWN PIKE FREDERICK,MD21701	OUTPATIENT HEALTH SERVICE FACILITY
8	UNION BRIDGE FAMILY PRACTICE 104 NORTH MAIN STREET UNION BRIDGE,MD21701	PHYSICIAN PRACTICE
9	FMH HOME HEALTH SERVICES 605 EAST CHURCH STREET FREDERICK,MD21701	HOME HEALTH NURSING ORGANIZATION
10	HOSPICE OF FREDERICK COUNTY 516 TRAIL AVENUE FREDERICK,MD21702	HOSPICE CARE ORGANIZATION
11	FMH ROSE HILL REHAB SERVICES 1562 OPPOSSUMTOWN PIKE FREDERICK,MD21702	PHYSICAL REHABILITATION CLINIC
12	FMH CRESTWOOD 7211 BANK COURT FREDERICK,MD21703	OUTPATIENT HEALTH SERVICE FACILITY
13	FMH WELLNESS CENTER 5500 BUCKEYSTOWN PIKE FREDERICK,MD21702	HEALTH SERVICES CENTER
14	FMH ECHO AND VASCULAR LAB 1560 OPPOSSUMTOWN PIKE FREDERICK,MD21702	HEALTH SERVICES CENTER
15	FMH URBANA 3430 WORTHINGTON BLVD FREDERICK,MD21704	OUTPATIENT HEALTH SERVICE FACILITY
16	FMH IMMEDIATE CARE 850 OAK STREET FREDERICK,MD21702	WALK-IN CLINIC

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
Schedule H, Part I	SUPPLEMENTAL INFORMATION	FOR THE LAST 30 YEARS, MARYLAND HOSPITALS HAVE MET THEIR COMMUNITY BENEFIT OBLIGATIONS IN A UNIQUE MANNER THAT BUILDS THE COSTS OF UNCOMPENSATED CARE (CHARITY CARE AND PATIENT BAD DEBT) AND GRADUATE MEDICAL EDUCATION INTO THE RATES THAT HOSPITALS ARE REIMBURSED BY ALL PAYORS. THE SYSTEM IS BASED IN FEDERAL AND STATE LAW AND BENEFITS ALL MARYLAND RESIDENTS, INCLUDING THOSE IN NEED OF FINANCIAL ASSISTANCE TO PAY THEIR HOSPITAL BILLS. MARYLAND IS THE ONLY STATE IN WHICH ALL PAYORS (GOVERNMENTALLY-INSURED, COMMERCIALLY-INSURED, OR SELF-PAY) ARE CHARGED THE SAME PRICE FOR SERVICES AT ANY GIVEN HOSPITAL. UNDER THIS SYSTEM, MARYLAND HOSPITALS ARE REGULATED BY A STATE AGENCY, KNOWN AS THE HEALTH SERVICES COST REVIEW COMMISSION (HSCRC), THAT IS REQUIRED TO: -PUBLICLY DISCLOSE INFORMATION ON THE COST AND FINANCIAL POSITION OF HOSPITALS; -REVIEW AND APPROVE HOSPITAL RATES; -COLLECT INFORMATION DETAILING TRANSACTIONS BETWEEN HOSPITALS AND FIRMS WITH WHICH THEIR TRUSTEES HAVE A FINANCIAL INTEREST; AND, -MAINTAIN THE SOLVENCY OF EFFICIENT AND EFFECTIVE HOSPITALS. SINCE 2000, THE RATE SETTING COMMISSION HAS HAD ITS OWN FRAMEWORK FOR REPORTING HOSPITALS' COMMUNITY BENEFITS AND ISSUING A REPORT ANNUALLY REGARDING HOSPITALS' COMMUNITY BENEFIT TOTALS. THAT REPORT IS AVAILABLE ON TTP://WWW.HSCRC.STATE.MD.US/ BECAUSE OF THIS UNIQUE STRUCTURE MARYLAND HOSPITALS' COMMUNITY BENEFITS NUMBERS WILL NOT COMPARE WITH THE REST OF THE NATION'S HOSPITALS. HOWEVER, MARYLAND HOSPITALS MEET OR EXCEED THE COMMUNITY BENEFIT STANDARD ESTABLISHED BY THE IRS IN 1969. ADDITIONAL DETAIL ILLUSTRATING THIS CAN BE FOUND WITHIN THIS SCHEDULE H REPORT. Schedule H, Part I, Line 3c Criteria for Determining Eligibility for Free or Discounted Care Patients may receive financial assistance if their bill is 25% or more of their annual income. Every inpatient or outpatient who accumulates $10,000 or more in charges receives a visit from a financial counselor along with a financial assistance application. We also mail these patients another financial assistance application with a cover letter stating that due to the balance of their bill, they may qualify for financial assistance. Schedule H, Part I, Line 7 Cost-To-Charge Ratio AMOUNTS WERE CALCULATED USING THE COST-TO-CHARGE RATIO DERIVED FROM WORKSHEET 2.
Schedule H, Part III, Line 4	Text of bad debt expense footnote	The amount included in part III, line 2 is the amount of charges written off of patient accounts after pursuing payment and other alternatives such as qualifying the patient for charity care or for state and federal government programs. The charges are reduced to approximate cost by using the cost to charge ratio computed in schedule H, part I, Worksheet 2. Any adjustments or payments received on accounts previously written-off to bad debt have the impact of reducing the reported bad debt cost. We adopted FAS B-issued ASU 2011-07 which provided guidance on the presentation and disclosure of patient service revenue, provisions for bad debts, and the allowance for doubtful accounts for certain health care entities effective for the fiscal year ending June 30, 2013.
Schedule H, Part III, Line 8	Medicare Costing Methodology	Medicare PS&R reports used as source of costs and payments.
Schedule H, Part III, Line 9b	Collection Practices to those Qualifying for Financial Assistance	PATIENTS WHO QUALIFY FOR CHARITY CARE OR FINANCIAL ASSISTANCE ARE SPECIFICALLY EXCLUDED FROM THE COLLECTION PROCESS.
Schedule H, Part V, Line 18e	Other efforts made before initiating collections actions	Patients with balances greater than $10,000 receive a special letter stating they may qualify for charity and requests that they contact the hospital. Schedule H, Part V, Line 20d Other method for determining maximum charged amount Maryland's HSCRC determines rates charged.
Schedule H, Part V, Line 3	Input from community representatives	Seven focus groups including thirty eight (38) representatives from government agencies, area Nonprofits and professional service providers gathered to provide their assessments of Frederick County's human needs, relative to available services, and gaps in service provision. Individuals who were invited to attend but were unable to do so were interviewed by phone. Eight key informant interviews were conducted with current and former elected officials, civic leaders, and representatives from United Way of Frederick County, Frederick County judiciary, and Frederick County Public Schools. A survey was conducted polling 111 service providers to collect information about available services. The survey included an open-response question: "In your professional opinion, what are the top three unmet needs in all of Frederick County?" Responses to the survey were received from 167 programs, which represented the majority of the largest providers of human needs services. The responses to the question were used as part of the human needs assessment portion of the analysis. A focus group comprised of 15 individuals who were recipients of Frederick County human services programs including services for people who are homeless, free clinic patients, and consumers of soup kitchens and food programs, was conducted. Participants were asked about their daily needs, programs that have helped them and why, their unmet needs, and the needs of community youth. Community Foundation leaders who participated in United Way of Frederick County's strategic planning process contributed their notes, which also were used in gauging community human needs. A survey of the general public was conducted asking respondents to rank unmet needs in the Community Foundation's three core strategic areas: health, youth, and basic human needs. One hundred and fourteen responses were received, with the survey's availability reported in local print media, on the Community Foundation's website, through email blasts, and social media. The primary source data was supplemented by third party focus groups and surveys, most notably those of United Way of Frederick County and the Frederick County Local Management Board. The report also includes a preliminary aggregation of service delivery issues raised by key local participants in the assessment, as well as suggested quantifiable indicators for discussion by the Community Foundation and community partners of how to measure progress and impact. The qualitative analysis of needs, supply of services, and gaps in services relied to a large extent on the knowledge and opinions of Frederick County "experts," individuals who have long experience in delivering human services in Frederick County or who are currently or in the past held elected or appointed policy making positions.
Schedule H, Part VI, Needs assessment	Needs Assessment	The 2013 Frederick County Health Assessment is a data driven approach to determining the health status of Frederick community residents by capturing and comparing statistical information from three independent community-based health focused and human needs driven organization: - The Frederick Community Foundation's Human Needs Assessment conducted in August of 2011, - The local Health Improvement Plan (L-HIP) Priorities Summit conducted in October of 2011, and - Frederick Memorial Hospital's utilization data for the Emergency room, Inpatient admissions and Outpatient service provision. The FMH data served as an evidence-based confirmation of the other two studies' findings. The comparative assessment findings were additionally verified using the current data from the State Health Improvement Plan. In addition, the assessment uses the most current statistical information available from a variety of resources including the Maryland Health Services Cost Review Commission, the Maryland Behavioral Risk Factor Surveillance System, the Maryland Department of Health and Mental Hygiene, the US Census and other state and federal agencies. The 2013 Community Health Assessment provides the information that the Frederick County Health Department, Frederick Regional Health System, the Frederick County Health Care Coalition and partner grass-roots agencies and organizations need to identify issues of greatest concern. Decisions to commit resources to those areas identified in this comparative study will ensure that our collective efforts have the greatest impact on our community's health status. Project Goals The 2013 Frederick County Health Assessment will serve as a resource and tool for reaching three goals: - To improve the health status of Frederick County residents, elevate their overall quality of life, and increase their life spans. Quality of life issues remain an important component of the plan as all agree that the measure of our community's health goes beyond addressing physical, dental, mental and behavioral health needs. - To identify the socio-economic factors which have historically had a negative impact on our residents' health. By identifying population segments that are most at-risk for various diseases and injuries we will, as a community, be better positioned to address health disparities. - To provide more accessible preventive services to assist community partners in improving the health status of Frederick County residents, and to help us as a community keep the costs of providing care for late-stage disease in check.
Schedule H, Part VI, Patient education	Patient Education of Eligibility for Assistance	FREDERICK MEMORIAL HOSPITAL POSTS ITS CHARITY CARE POLICY AND FINANCIAL ASSISTANCE CONTACT INFORMATION IN ADMISSION AREAS, THE FMH EMERGENCY DEPARTMENT, AND IN ALL OF OUR SATELLITE FACILITIES IN AREAS WHERE ELIGIBLE PATIENTS ARE LIKELY TO PRESENT. FMH PROVIDES A SUMMARY OF THE CHARITY CARE POLICY AND FINANCIAL ASSISTANCE CONTACT INFORMATION TO ALL PATIENTS AT THE TIME OF ADMISSION TO THE HOSPITAL. FMH ADMISSIONS PERSONNEL DISCUSS THE AVAILABILITY OF VARIOUS GOVERNMENT BENEFITS SUCH AS MEDICAID OR STATE PROGRAMS WITH PATIENTS AND/OR THEIR FAMILY MEMBERS, AND THEY ASSIST PATIENTS WITH QUALIFICATION FOR THE PROGRAMS. FREDERICK MEMORIAL HOSPITAL INCREASED ITS EFFORTS TO PROVIDE FINANCIAL ASSISTANCE TO ITS PATIENTS THROUGH A VARIETY OF INITIATIVES. FMH INCREASED ITS FINANCIAL ASSISTANCE FOR CATASTROPHIC SITUATIONS. IN OUR PROGRAM, PATIENTS MAY RECEIVE FINANCIAL ASSISTANCE IF THEIR BILL IS 25% OR MORE OF THEIR ANNUAL INCOME. IN FY11 A FINANCIAL COUNSELOR MET WITH PATIENTS WHO HAD NO INSURANCE THE DAY AFTER ADMISSION TO EXPLAIN OUR FINANCIAL ASSISTANCE PROGRAM AND THE STATE'S MEDICAL ASSISTANCE PROGRAM. BECAUSE THE MEETING WITH THE PATIENT WAS EARLY IN THEIR STAY, THE PATIENT'S ACCUMULATED CHARGES TYPICALLY DID NOT REACH A CATASTROPHIC STAGE. THEREFORE, WE HAD PATIENTS WHO LEFT THE HOSPITAL WITHOUT A DETAILED CATASTROPHIC FINANCIAL ASSISTANCE DISCUSSION AND WITHOUT A FINANCIAL ASSISTANCE APPLICATION. NOW, EVERY INPATIENT OR OUTPATIENT WHO ACCUMULATES $10,000 OR MORE IN CHARGES WILL RECEIVE A SECOND VISIT FROM A FINANCIAL COUNSELOR ALONG WITH A FINANCIAL ASSISTANCE APPLICATION. ALSO, WE MAIL THESE PATIENTS ANOTHER FINANCIAL ASSISTANCE APPLICATION WITH A COVER LETTER STATING THAT DUE TO THE BALANCE OF THEIR BILL, THEY MAY QUALIFY FOR FINANCIAL ASSISTANCE.
Schedule H, Part VI, Community information	Community Information	IN THE YEAR ENDED JUNE 30, 2013, FREDERICK MEMORIAL HOSPITAL ADMITTED 20,074 PATIENTS. THE FMH EMERGENCY DEPARTMENT TREATED NEARLY 80,000 PATIENTS. APPROX. 10% OF ALL COUNTY RESIDENTS LACK HEALTH INSURANCE AND 9% ARE MEDICAID RECIPIENTS. FMH DEFINES ITS PRIMARY SERVICE AREA AS FREDERICK COUNTY, MARYLAND, WHICH ACCOUNTED FOR APPROXIMATELY 60% OF FMH'S DISCHARGES IN FISCAL YEAR 2013. THE HOSPITAL IS THE ONLY HOSPITAL LOCATED IN ITS PRIMARY SERVICE AREA AND THE ONLY HOSPITAL WITHIN A 25-MILE RADIUS OF THE CITY OF FREDERICK. MT. AIRY THE MOUNT AIRY AREA IS PREDOMINANTLY WHITE (92.1%), WITH SMALLER HISPANIC OR LATINO (4.7%), AFRICAN AMERICAN (2.4%) AND ASIAN (2.2%) POPULATIONS. THE MEDIAN AGE IS 36, WITH APPROXIMATELY 20% OF THE POPULATION IN EACH OF TWO RANGES: 5-14 AND 40-49 YEARS OF AGE. ABOUT 10% OF ALL RESIDENTS ARE AGE 62 OR OLDER. THE POPULATION IS 51.5% FEMALE AND 48.5% MALE. 79% OF MOUNT AIRY RESIDENTS LIVE IN FAMILY HOUSEHOLDS (A HOUSEHOLDER AND ONE OR MORE OTHER PEOPLE RELATED BY BIRTH, MARRIAGE, OR ADOPTION). 86.9% OF THE HOUSING UNITS ARE OWNER-OCCUPIED. THE POVERTY LEVEL IN MOUNT AIRY IS 5.3%, WELL BELOW THE STATE-WIDE RATE OF 12.0%. LIFE EXPECTANCY IS ABOVE THE STATE AVERAGE AT 80.1%. CANCER AND HEART DISEASE (INCLUDING STROKE) RATE HIGHEST IN TERMS OF CAUSES OF DEATH AND YEARS OF POTENTIAL LIFE LOST. ABOUT 5.0% OF THE RESIDENTS IN THIS AREA LIVE WITH CHRONIC HEART DISEASE, JUST 1.3% HAVE HAD A STROKE, AND 28.5% HAVE BEEN TOLD THEY HAVE HIGH BLOOD PRESSURE. 6.1% HAVE BEEN DIAGNOSED WITH SKIN CANCER AND ANOTHER 6.8% HAVE BEEN DIAGNOSED WITH ANOTHER FORM OF CANCER. THURMONT THURMONT'S POPULATION IS FAIRLY EVENLY DISTRIBUTED IN TERMS OF AGE, WITH THE LARGEST COHORT (18%) IN THE 40-49 AGE BRACKET. RESIDENTS ARE 95.8% WHITE, 2.4% HISPANIC OR LATINO, AND 1% AFRICAN AMERICAN. NEARLY 16% OF THURMONT'S POPULATION IS AGE 62 OR OLDER. SIMILARLY TO MOUNT AIRY, THE POPULATION IS 48.4% MALE AND 51.6% FEMALE. 72% OF THURMONT RESIDENTS LIVE IN FAMILY HOUSEHOLDS, WITH 74.7% OF HOUSING UNITS OCCUPIED BY THE PROPERTY OWNER. 7.2% OF RESIDENTS IN THE AREA EARN INCOME BELOW THE POVERTY LEVEL. AGAIN, CANCER AND HEART DISEASE (INCLUDING STROKE) RATE HIGHEST IN TERMS OF CAUSES OF DEATH AND YEARS OF POTENTIAL LIFE LOST. ABOUT 4.6% OF RESIDENTS IN THIS AREA SUFFER FROM CHRONIC HEART DISEASE, 4.1% HAVE HAD A STROKE, AND 24.7% HAVE BEEN TOLD THEY HAVE HIGH BLOOD PRESSURE. 6.8% HAVE BEEN DIAGNOSED WITH SKIN CANCER AND ANOTHER 8.1% HAVE BEEN DIAGNOSED WITH ANOTHER FORM OF CANCER. FREDERICK CITY AND SUBURBS FREDERICK CITY AND ITS IMMEDIATE SUBURBS ARE MORE RACIALLY DIVERSE THAN EITHER THURMONT OR MT. AIRY, WITH WHITE (63.9%), AFRICAN AMERICAN (18.6%), HISPANIC OR LATINO (14.4%) AND ASIAN (5.8%) GROUPS ACCOUNTING FOR THE LARGEST PERCENTAGES. RESIDENTS ARE EVENLY DISTRIBUTED IN TERMS OF AGE, WITH THE LARGEST GROUP (17%) APPEARING IN THE 25-34 AGE BRACKET. THE POPULATION IS 48.2% MALE AND 51.8% FEMALE. JUST 60.5% OF THIS AREA'S RESIDENTS LIVE IN FAMILY HOUSEHOLDS, WITH A RELATIVELY EVEN SPLIT BETWEEN OWNER-OCCUPIED (57.6%) AND RENTER-OCCUPIED (42.4%) HOUSING. 12.1% OF RESIDENTS IN THIS AREA LIVE BELOW THE POVERTY LEVEL, WHICH IS JUST ABOVE THE STATE AVERAGE OF 12.0%. AS IN THE OTHER TWO AREAS DESCRIBED, CANCER AND HEART DISEASE (INCLUDING STROKE) RATE HIGHEST IN TERMS OF CAUSES OF DEATH AND YEARS OF POTENTIAL LIFE LOST. 6.5% OF THE RESIDENTS IN THIS AREA LIVE WITH CHRONIC HEART DISEASE, 3.1% HAVE SUFFERED A STROKE, 30.2% HAVE BEEN TOLD THEY HAVE HIGH BLOOD PRESSURE. 4.0% REPORT BEING DIAGNOSED WITH SKIN CANCER AND ANOTHER 4.5% HAVE BEEN DIAGNOSED WITH ANOTHER FORM OF CANCER.
Schedule H, Part VI, Promotion of community	Promotion of Community Health	A MAJORITY OF THE SYSTEM'S GOVERNING BODY (14 OUT OF 19) ARE PERSONS WHO RESIDE IN THE HOSPITAL'S PRIMARY SERVICE AREA AND WHO ARE NEITHER EMPLOYEES NOR INDEPENDENT CONTRACTORS OF THE SYSTEM, NOR FAMILY MEMBERS THEREOF. THE SYSTEM EXTENDS MEDICAL STAFF PRIVILEGES TO ALL QUALIFIED PHYSICIANS IN THE COMMUNITY. THE SYSTEM SPENT NEARLY $31 MILLION DOLLARS ON CAPITAL EXPENDITURES DURING FISCAL YEAR 2013, FOR UPGRADES TO PHYSICAL PLANT, MEDICAL EQUIPMENT AND INFORMATION TECHNOLOGY INVESTMENTS. The Community Needs Health Assessment identified lung disease as focus need: FMH conducted Camp YesUCan, a day-long event for children with asthma. The goal of the camp is to remind children with asthma that they can safely enjoy sports and many other outdoor activities without fearing the onset of an asthma attack. Thirteen (13) children participated in this year's event. Under the watchful supervision of highly skilled nurses, respiratory therapists and certified asthma educators - the campers learned how asthma attacks start and how they can be avoided. They were taught how to take their medications appropriately and what to do to manage the onset of an attack. Of the 13 participants in this year's Camp YesUCan, only 2 required emergency department intervention for asthma attack symptoms. In FY 12, July 1, 2011 - June 30, 2012, the cost of caring for the 12 children who attended Camp YesUCan was $13,586.00. So far, in FY 13, July 1, 2012 through November 8, 2012, the children who attended the camp have logged only $478.00 in care expense. This puts the camp experience on track for decreasing cost for caring for participants by more than $12,000. The FMH Pulmonary Community Outreach Program will continue with Camp YesUCan and the other programs, events and educational opportunities to inform the community about practicing good lung hea1l5th and controlling environmental triggers. The Community Needs Health Assessment identified heart disease as focus need: Stroke Workshops were provided to those communities in our service area where the incidence of heart and vascular disease are more prevalent with the goal of increasing awareness about the signs and symptoms of stroke. The Director of the FMH Stroke Program attended a number of community meetings and event to educated attendees about the risk factors associated with cardiovascular disease. Attendees are given information on risk factors and steps they can take right away to change their own risk for stroke. At the conclusion of the workshops, approximately ninety-eight (98%) percent of the attendees are able to name and identify stroke signs and symptoms and know what to do in case they, or someone they know, are having a stroke. Continuation of Initiative FMH will continue to offer free Stroke Workshops to the citizens of Frederick County to increase awareness and provide details on stroke care and prevention. Efforts will focus even more specifically in those underserved communities in which the incidence of cardiovascular disease is highest in Frederick County. The Community Needs Health Assessment identified breast cancer as focus need: The purpose of these outreach efforts is to influence a woman's decision to practice monthly breast self-examinations, be examined yearly by a health care provider, have a yearly mammogram as indicated by screening protocols. The overarching goal is to decrease the incidence of late-stage breast cancer diagnosis in Frederick County. The theme for this free and open to the public event was "Celebrating Life & Embracing Changes." Fellowship breasts surgeon, Dr. Susan Bahl spoke about life after breast cancer. Medical Oncologist, Dr. Mark Goldstein spoke about the importance of creating a survivorship plan after a diagnosis of breast cancer; and Dr. Sadaf Taimur spoke about healthy living strategies. Over the past 5 years, the FMH cancer registry has recorded an increase in the number of breast cancers diagnosed in Stage I and Stage II. Continuation of Initiative Given the favorable outcomes as measured by the number of breast cancer patients presenting in the early stages of the disease, FMH plans to continue hosting the Breast Cancer Symposium for many years to come. The Community Needs Health Assessment identified dental/oral healthcare as focus need: Frederick Memorial Hospital has been working to lay the groundwork to establish a dental clinic in Frederick County. The progress that we have made is illustrative of a dynamic working relationship between government, academia, the private sector, non-profits and Frederick Memorial Hospital. The hospital has played a pivotal role in initiating talks between local officials and the University of Maryland Dental School. In late December of 2012, Christian S. Stohler, DMD, Dean of University of Maryland Dental School and Marcelena Holmes, Assistant Dean of Institutional Advancement, confirmed their plans to work with the hospital to start a dental clinic in Frederick. Continuation of Initiative FMH will work with the University to help identify a location for the clinic and will engage with the Frederick Dental Society to recruit area Dentists to participate in the development of the facility, the curriculum and provide oversight as necessary. The Community Needs Health Assessment identified prenatal care as focus need: The FMH Auxiliary Prenatal Center provides prenatal care for women with no insurance - or with Medicaid programs who are unable to obtain care from other providers. Many of the women in the Prenatal Center's programs are high-risk pregnancy patients, and many of the women present with medical conditions of which they are unaware, that may pose significant risk to full-term fetal development. The staff of the FMH Auxiliary Prenatal Center - 2 nurse midwives, a medical assistant, a department assistant, and an interpreter - under the direction of Dr. Edwin Chen, Medical Director for the Prenatal Center, and Dr. Wayne Kramer, perinatology consultant with the practice of Mid Maryland Perinatology Associates, are able to diagnose and treat these underlying conditions before they adversely affect the course of the pregnancy. Access to the FMH Auxiliary Prenatal Center is mainly through referrals from the Frederick County Health Department (FCHD), and the Frederick County Mission of Mercy. Before the FMH Prenatal Center opened, there was a backlog of 80 patients waiting to be seen at the Mission of Mercy. The opening of the Prenatal Center has completely eliminated that backlog of patients. There is no waiting time at all at the Mission of Mercy. In FY13, 264 newborn deliveries were from women who sought prenatal care through the FMH Auxiliary Prenatal Center. Of those births, 18 (7%) newborns required admission to the FMH Neonatal Intensive Care Unit. In FY06, 372 newborn deliveries were from women who had no neonatal care. Of those births, 57 (15%) required admission to the FMH Neonatal Intensive Care Unit. Continuation of Initiative The Frederick Regional Health System will continue to fund operations of the FMH Prenatal Center through the generosity of the FMH Auxiliary. The Community Needs Health Assessment identified care management as focus need: The Care Transitions Program rolled out in July of 2012 with 1,038 patients receiving interventions from our Care Transitions RN and 470 patients receiving some intervention from a Care Transition Pharmacist. Through the work of our Care Transitions team patients receive more focused disease management education, and intensive transition planning, which often includes financial support for medications, follow up physician appointments, transportation and various other medical and social support services in the community. As the team of Care Transitions nurses, social workers and pharmacist works closely with patients who have been identified as high risk for readmission a great deal of time and energy is spent working with patients and caregivers to establish a post discharge plan. This includes discussing affordability and access to the necessary services. If the Care Transition team, or case manager, identifies the need for financial assistance arrangements are made directly with the post-acute provider to ensure the patient will have the necessary access to service without concern for cost. Collaborative partnerships have established with the community to ensure services are provided and appropriate charges covered by the Care Transitions Program. Of the 1508 patients served by the Care Transition Team, approximately 20% (302) receive some amount of financial support to ensure access to the necessary care after discharge. Without the financial assistance the most vulnerable and at risk patients would continue to require care within the hospital or ED setting. Continuation of the Care Transitions Initiative is on-going. In order to fulfill our mission, The Health System has entered into a number of exclusive contracts and/or subsidy arrangements with
Schedule H, Part VI, Affiliated health care	Affiliated Health Care System	ON JUNE 28, 2011 FREDERICK MEMORIAL HOSPITAL, INC. (FMH) BOARD OF DIRECTORS APPROVED A CORPORATE RESTRUCTURING WHICH INCLUDED THE CREATION OF A NON-PROFIT PARENT CORPORATION KNOWN AS FREDERICK REGIONAL HEALTH SYSTEM (FRHS). ADDITIONALLY TWO NEW ENTITIES WERE ORGANIZED, MONOCACY INSURANCE, LTD AND MONOCACY HEALTH PARTNERS, LLC, BOTH OF WHICH ARE 100% CONTROLLED BY FRHS. MONOCACY INSURANCE, LTD IS A CAYMAN ISLANDS DOMICILED SINGLE PARENT CAPTIVE ORGANIZED TO PROVIDE A FLEXIBLE RISK FINANCING STRUCTURE TO MEET THE NEEDS OF FRHS. MONOCACY HEALTH PARTNERS, LLC WILL SERVE AS A NON-PROFIT PHYSICIAN ENTERPRISE, PROVIDING GOVERNANCE, MANAGEMENT AND SUPPORT FUNCTIONS FOR EMPLOYED PHYSICIANS. COMPLETION OF THIS RESTRUCTURING WILL OCCURED DURING FISCAL YEAR 2014. FRHS IS THE SOLE MEMBER OF FMH. AS SOLE MEMBER, FRHS SHALL EXERCISE ALL POWERS CONFERRED ON FMH BY THE FMH ARTICLES OF INCORPORATION, BYLAWS, AND THE LAWS OF THE STATE OF MARYLAND. FRHS SHALL ACT AS MEMBER THROUGH ITS BOARD OF DIRECTORS, EXECUTIVE COMMITTEE, OR SUCH OFFICER(S) DESIGNATED BY ITS BOARD OF DIRECTORS FROM TIME TO TIME.
Schedule H, Part VI, State filing	State filing of community benefit report	MARYLAND

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
Frederick Memorial Hospital Inc

Employer identification number
52-0591612

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	(b) EIN	(c) IRC Code section if applicable	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) FREDERICK COMMUNITY COLLEGE 7932 Opossumtown Pike FREDERICK,MD21702	52-0743590	501(c)(3)	100,000	SUPPORT OF ALLIED HEALTH PROGRAM

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
PROCEDURES FOR MONITORING THE USE OF GRANTS		THE HOSPITAL PROVIDES FUNDING TO A LOCAL COMMUNITY COLLEGE (501(C)(3)) IN AN EFFORT TO ENHANCE ITS ALLIED HEALTH PROGRAM. THROUGH THIS PROGRAM A FORMAL EDUCATION FORUM IS ESTABLISHED RESULTING IN FULLY ACCREDITED PROGRAMS THAT MEET THE HOSPITAL'S NEEDS.

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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

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....

Yes

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

Yes

Indicate which, if any, of the following the 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? ...........................

Yes

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

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

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

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

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

For 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)Michelle K MahanSr VP and CFO	(i) (ii)	328,025 0	59,767 0	2,322 0	71,532 0	13,209 0	474,855 0	0 0
(2)Mary B MannAVP PATIENT CARE SERVICES	(i) (ii)	149,289 0	0 0	961 0	9,317 0	2,014 0	161,581 0	0 0
(3)Brian M O'ConnorPhysician	(i) (ii)	502,914 0	212 0	1,584 0	19,992 0	15,272 0	539,974 0	0 0
(4)Terry P O'MalleyVP Human Resources	(i) (ii)	203,208 0	22,311 0	3,564 0	31,618 0	12,971 0	273,672 0	0 0
(5)David JQuirkeVPChief Information Officer	(i) (ii)	240,020 0	45,138 0	540 0	32,502 0	11,078 0	329,278 0	0 0
(6)Craig F RosendaleVP Ancillary Services	(i) (ii)	169,394 0	20,240 0	3,564 0	17,008 0	12,778 0	222,984 0	0 0
(7)Donald R SchillingVP Ambulatory Services	(i) (ii)	190,072 0	22,226 0	2,322 0	5,873 0	12,971 0	233,464 0	0 0
(8)Lucy A ShamashVP Service Line Development &	(i) (ii)	204,591 0	45,563 0	810 0	11,617 0	12,971 0	275,552 0	0 0
(9)Mark S SobermanPhysician	(i) (ii)	491,600 0	212 0	552 0	5,621 0	15,272 0	513,257 0	0 0
(10)Jennifer G TeeterAVP Payor Contracting	(i) (ii)	151,191 0	19,181 0	1,242 0	10,861 0	12,621 0	195,096 0	0 0
(11)John R VerbusSr VP and COO	(i) (ii)	325,147 0	61,358 0	2,322 0	50,188 0	8,710 0	447,725 0	0 0
(12)Jim R WilliamsVP Business Development and Pr	(i) (ii)	183,896 0	23,263 0	3,564 0	17,856 0	12,893 0	241,472 0	0 0
(13)Manual A CasianoVP Medical Staff	(i) (ii)	315,749 0	62,015 0	2,322 0	54,843 0	12,973 0	447,902 0	0 0
(14)Paul N ChomiakPhysician	(i) (ii)	494,950 0	212 0	360 0	10,465 0	15,272 0	521,259 0	0 0
(15)Kenneth R Coffey IIVP Chief Development Officer	(i) (ii)	171,442 0	21,110 0	2,322 0	17,228 0	15,569 0	227,671 0	0 0
(16)Elhamy D EskanderPhysician	(i) (ii)	499,698 0	212 0	1,032 0	19,621 0	15,272 0	535,835 0	0 0
(17)Mark G GoldsteinPhysician	(i) (ii)	505,184 0	212 0	216 0	10,622 0	15,042 0	531,276 0	0 0
(18)Hannah R JacobsVP-Finance	(i) (ii)	158,001 0	19,536 0	475 0	8,424 0	2,195 0	188,631 0	0 0
(19)Thomas A KleinhanzlPresident and CEO	(i) (ii)	549,614 0	191,412 0	3,405 0	158,666 0	16,312 0	919,409 0	0 0
(20)Rose A LabriolaFormer Sr VP Patient Care	(i) (ii)	268,004 0	35,795 0	2,322 0	20,804 0	12,971 0	339,896 0	125,335 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 1a	Compensation Provided by Org listed in 990, Part VII, Section A, 1a	FREDERICK MEMORIAL HOSPITAL HOLDS TWO CORPORATE MEMBERSHIPS TO A LOCAL GOLF/COUNTRY CLUB THAT ARE USED BY THE CHIEF EXECUTIVE OFFICER AND THE CHIEF FUND DEVELOPMENT OFFICER OF THE HOSPITAL. WHILE THE MAJORITY OF THE FEES ASSOCIATED WITH THE CLUB DUES, ETC. IS BUSINESS RELATED, GENERAL PERSONAL USE EXPENSES ARE REIMBURSED BACK TO THE HOSPITAL BY THESE INDIVIDUALS AS NEEDED.
Form 990, Schedule J, Part I, Line 4b	Payment from a Supplemental Nonqualified Retirement Plan	FREDERICK MEMORIAL HOSPITAL HAS ONE 457(F) NON-QUALIFIED DEFERRED COMPENSATION PLAN FOR CERTAIN MEMBERS OF SENIOR MANAGEMENT. UNDER THE PLAN, THEY MAY CONTRIBUTE AMOUNTS FROM THEIR COMPENSATION TO THE PLAN AND MAY RECEIVE A DISCRETIONARY EMPLOYER CONTRIBUTION. EMPLOYEES ARE FULLY VESTED IN ALL EMPLOYEE CONTRIBUTIONS TO THE PLAN. VESTING IN EMPLOYER CONTRIBUTIONS OCCURS IN ACCORDANCE WITH THE UNDERLYING PLAN DOCUMENTS. ALL ASSETS OF THE PLAN ARE HELD IN A SEPARATE TRUST. TOTAL HOSPITAL CONTRIBUTIONS TO THIS PLAN WERE $349,000 FOR THE YEAR.
Form 990, Schedule J, Part I, Line 6	Compensation Contingent on Net Earnings of a Related Organization	THE EXECUTIVE COMPENSATION PROGRAM IS DESIGNED TO CARRY OUT THE HEALTH SYSTEM MISSION, TO ACHIEVE THE CHARITABLE PURPOSE, TO ATTRACT, RETAIN, MOTIVATE AND REWARD EXECUTIVE MANAGEMENT, AND TO MAINTAIN A COMPETITIVE POSITION WITH PEER ORGANIZATIONS IN THE REGION. OVERSIGHT OF THE EXECUTIVE COMPENSATION PROGRAM IS PROVIDED BY THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD, COMPOSED OF THE BOARD CHAIR, VICE CHAIR, IMMEDIATE PRECEDING CHAIR, CHAIR OF THE FINANCE COMMITTEE AND CHAIR OF THE GOVERNANCE COMMITTEE. ANNUALLY, UTILIZING AN INDEPENDENT OUTSIDE COMPENSATION CONSULTING FIRM, THE COMMITTEE REVIEWS AND RECOMMENDS TO THE BOARD VARIABLE PAY GOALS FOR THE COMING YEAR, AND PAYMENT LEVELS BASED ON PERFORMANCE FOR THE CURRENT YEAR. THE EXECUTIVE COMPENSATION PHILOSOPHY OF THE BOARD PROVIDES FOR BASE COMPENSATION AT THE 50TH TO 60TH PERCENTILE WITH VARIABLE PAY DESIGNED TO PROVIDE A TARGET OPPORTUNITY FOR TOTAL COMPENSATION TO REACH THE 75TH PERCENTILE. VARIABLE PAY CRITERIA ARE CLINICAL QUALITY (33%), CUSTOMER SERVICE (11%), PEOPLE (11%), FINANCIAL VIABILITY (28%), AND GROWTH (17%). GOALS USING THE VARIABLE PAY CRITERIA ARE ESTABLISHED AT BOTH THE CORPORATE AND INDIVIDUAL LEVEL. INDIVIDUAL PAYMENTS ARE BASED ON PERFORMANCE AGAINST CORPORATE GOALS, INDIVIDUALS GOALS, AND DISCRETION OF THE BOARD.

Schedule J (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

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

Attach to Form 990. SchKMediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization
Frederick Memorial Hospital Inc

Employer identification number
52-0591612

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	MARYLAND HEALTH & HIGHER EDU FACILITIES AUTH 2012A	52-0936091	574218ly7	12-05-2012	96,240,000	SEE PART VI		X		X		X
B	Maryland Health & Higher Edu Facilities Auth 2012B	52-0936091		12-05-2012	70,020,000	SEE PART VI		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	68,293,488		70,020,000
2 Amount of bonds legally defeased . . . . . . . . . . .	0		0
3 Total proceeds of issue . . . . . . . . . . . . . .	108,345,805		70,690,852
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	1,648,756		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		320,948
7 Issuance costs from proceeds . . . . . . . . . . . .	1,203,561		349,253
8 Credit enhancement from proceeds . . . . . . . . . . .	0		0
9 Working capital expenditures from proceeds . . . . . . . . .	0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	14,450,568		0
11 Other spent proceeds . . . . . . . . . . . . . .	0		0
12 Other unspent proceeds . . . . . . . . . . . . . .	22,749,432		0
13 Year of substantial completion . . . . . . . . . . . .	2014		2012
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .		X		X
16 Has the final allocation of proceeds been made? . . . . . . . .		X	X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .		X	X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 2012

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .	X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property? . . . . . . . . . . . . . . . .	X		X
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .	X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property? .	X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	0.00000%		0%		%		%
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .	0%		0%		%		%
6 Total of lines 4 and 5 . . . . . . . . . . . . . . .	0%		0%		%		%
7 Does the bond issue meet the private security or payment test? . . . . .		X		X
8a Has there been a sale or disposition of any of the bond financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X
b If “Yes” to line 8a, enter the percentage of bond-financed property sold or disposed of.	0.00000%		0.00000%		%		%
c If “Yes” to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .		X		X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2?	X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T? . . . . .		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .	X		X
b Exception to rebate? . . . . . . . .
c No rebate due? . . . . . . . . . .
If you checked "No rebate due" in line 2c, provide in Part VI the date the rebate computation was performed
3 Is the bond issue a variable rate issue? . . . .		X	X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X	X
b Name of provider . . . . . . . . .	0		UBS AG Stamford
c Term of hedge . . . . . . . . . .	3.8		3.8
d Was the hedge superintegrated? . . . . . .		X		X
e Was a hedge terminated? . . . . . . .		X		X

Schedule K (Form 990) 2012

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .		X		X
b Name of provider . . . . . . . . .	0		0
c Term of GIC . . . . . . . . . .
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X

Part V

Procedures To Undertake Corrective Action

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X

Part VI

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

Identifier	Return Reference	Explanation
Description of tax exempt bonds	schedule K, part I, column F	Maryland Health & Higher Ed Authority 2012a: Finance 2012 Project and current refund 2002 bonds which funded the 2002 Project. Maryland Health & Higher Ed Authority 2012b: Refund the 2008 series bonds which were used to finance the 2006 and prior projects.
Difference between issue price and total proceeds	Schedule K, Part II, Line 3	Maryland Health & Higher Ed Authority 2012a: Original issue premium of $3,989,854 and previously trusteed held funds of $8,115,951.
Management Practices and Procedures	Schedule K, Part III, Line 9	The organization has policies and procedures in place to ensure tax exempt bond post issuance compliance, written policies were created and adopted during the tax year.

Schedule K (Form 990) 2012

Additional Data

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Software Version:

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Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

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
(1) PAUL CHOMIAK	PHYSICIAN	PHYSICIAN RECRUITMNT		X	649,518	27,063		No		No	Yes





Total ...... $						27,063

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	(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

Part V

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

Identifier	Return Reference	Explanation
LOANS TO AND FROM INTERESTED PERSONS	SCHEDULE L, PART II	PURPOSE OF LOAN: PHYSICIAN RECRUITMENT AND INCOME GUARANTEE AGREEMENT.

Schedule L (Form 990 or 990-EZ) 2012

Additional Data

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Software Version:

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SCHEDULE M
(Form 990)

Department of the Treasury

Internal Revenue Service

Noncash Contributions

Complete if the organizations answered "Yes" on Form 990, Part IV, lines 29 or 30.
Right pointing arrow large image

Attach to Form 990.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

Part I

Types of Property

	(a) Check if applicable	(b) Number of contributions or items contributed	(c) Noncash contribution amounts reported on Form 990, Part VIII, line 1g	(d) Method of determining noncash contribution amounts
1 Art—Works of art ....
2 Art—Historical treasures .
3 Art—Fractional interests ..
4 Books and publications ..
5 Clothing and household goods .......
6 Cars and other vehicles ..
7 Boats and planes ....
8 Intellectual property ...
9 Securities—Publicly traded .	X	3	40,415	FAIR MARKET VALUE
10 Securities—Closely held stock .
11 Securities—Partnership, LLC, or trust interests ....
12 Securities—Miscellaneous ..
13 Qualified conservation contribution—Historic structures .....
14 Qualified conservation contribution—Other ...
15 Real estate—Residential .
16 Real estate—Commercial ..
17 Real estate—Other ...
18 Collectibles .....
19 Food inventory ...
20 Drugs and medical supplies .
21 Taxidermy ......
22 Historical artifacts ....
23 Scientific specimens ..
24 Archeological artifacts ...
25 Other ( )
26 Other ( )
27 Other ( )
28 Other ( )

Number of Forms 8283 received by the organization during the tax year for contributions
for which the organization completed Form 8283, Part IV, Donee Acknowledgement ...

Yes

30a

During the year, did the organization receive by contribution any property reported in Part I, lines 1-28 that it

must hold for at least three years from the date of the initial contribution, and which is not required to be used

for exempt purposes for the entire holding period? ..................

30a

If "Yes," describe the arrangement in Part II.

Does the organization have a gift acceptance policy that requires the review of any non-standard contributions?

Yes

32a

Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash

contributions? ..........................

32a

If "Yes," describe in Part II.

If the organization did not report an amount in column (c) for a type of property for which column (a) is checked,

describe in Part II.

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

Cat. No. 51227J

Schedule M (Form 990) (2012)

Page 2

Part II

Supplemental Information. Complete this part to provide the information required by Part I, lines 30b,
32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information.

Identifier	Return Reference	Explanation

Schedule M (Form 990) (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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

Identifier	Return Reference	Explanation
Form 990, Part VI, Line 2	Family or Business Relationships	MARVIN AUSHERMAN, FORMER DIRECTOR OF FMH, INC. IS ENGAGED IN AN INDIRECT BUSINESS RELATIONSHIP WITH THOMAS KLEINHANZL, JOHN VERBUS, KENNETH COFFEY, JAMES REINSCH AND ANNE HERBERT ROLLINS.
Form 990, Part VI, Line 6	Members or Stockholders	THE SOLE MEMBER OF THE ORGANIZATION IS FREDERICK REGIONAL HEALTH SYSTEM.
Form 990, Part VI, Line 7a	Power to Elect or Appoint Members	THE SOLE MEMBER, FREDERICK REGIONAL HEALTH SYSTEM, HAS THE POWER TO APPOINT THE PRESIDENT/CEO AND THE DIRECTORS OF FREDERICK MEMORIAL HOSPITAL.
Form 990, Part VI, Line 7b	Decisions Reserved to Members or Stockholders	THE MEMBER, FREDERICK REGIONAL HEALTH SYSTEM, MUST APPROVE THE INCURRENCE OF DEBT IF SUCH DEBT EXCEEDS A CERTAIN AMOUNT TO BE DESIGNATED BY THE MEMBER, CAPITAL EXPENDITURES EXCEEDING A CERTAIN AMOUNT TO BE DESIGNATED BY THE MEMBER, THE DECISION TO DISSOLVE OR LIQUIDATE, THE CREATION OF A SUBSIDIARY, AND AMENDMENTS TO THE BYLAWS.
Form 990, Part VI, Line 11b	Process used to Review the Form 990	THE 990 IS PREPARED IN CONJUNCTION WITH OUTSIDE TAX ACCOUNTANTS AND REVIEWED BY UPPER MANAGEMENT PRIOR TO PROVIDING A COPY TO THE BOARD. A COPY OF FORM 990 IS PROVIDED TO ALL MEMBERS OF THE BOARD PRIOR TO FILING.
Form 990, Part VI, Line 12c	Monitoring and Enforcement of Compliance with Conflict of Interest Policy	THE FREDERICK MEMORIAL HOSPITAL, INC. BOARD OF DIRECTORS IS COMMITTED TO MEETING ITS FIDUCIARY RESPONSIBILITIES AND MAINTAINING ITS DUTY OF LOYALTY TO THE HOSPITAL AND THE COMMUNITY IT SERVES. TO THIS END, THE BOARD WILL EXERCISE VIGILANCE IN IDENTIFYING ANY CONFLICTS OF INTEREST. THE BOARD WILL ALSO MAINTAIN TRANSPARENCY AND OBJECTIVITY IN MAKING DECISIONS ABOUT CONFLICTS OF INTEREST SO THAT THE ORGANIZATION'S MISSION IS ALWAYS THE FIRST PRIORITY. THE CHAIRPERSON (OR VICE CHAIRPERSON IF THE CHAIR IS INVOLVED) WILL NOTIFY ALL DIRECTORS OF A REPORTED CONFLICT OF INTEREST AND DECIDE WHETHER TO TAKE THE MATTER TO THE FULL BOARD TO DECIDE WHETHER A CONFLICT EXISTS AND, IF SO, WHAT ACTION TO TAKE, OR WILL REFER THE MATTER TO THE GOVERNANCE COMMITTEE FOR AN IN-DEPTH EXAMINATION, SUMMARY, AND RECOMMENDATION PRIOR TO A FULL BOARD DISCUSSION AND DECISION. IF TIME IS OF THE ESSENCE, THE CHAIRPERSON OR VICE CHAIRPERSON WILL TAKE THE MATTER TO THE EXECUTIVE COMMITTEE FOR DISCUSSION AND A DECISION, AND WILL THEN NOTIFY THE FULL BOARD. WHERE A CONFLICT OF INTEREST HAS BEEN IDENTIFIED, THE BOARD MEMBER SHALL NOT VOTE OR BE PRESENT FOR THE DISCUSSION OR THE VOTE REGARDING THE TRAN SACTION AT EITHER THE FULL BOARD, EXECUTIVE COMMITTEE, OR GOVERNANCE COMMITTEE MEETINGS, EXCEPT TO ANSWER QUESTIONS THAT MAY BE ASKED OF HIM OR HER. TO PREVENT ACTUAL OR PERCEIVED INFLUENCE ON THE BOARD'S DECISION, THE CONFLICTED MEMBER IS PROHIBITED, AFTER INITIAL DISCLOSURE, FROM DISCUSSING THE CONFLICT OF INTEREST EITHER FORMALLY OR INFORMALLY WITH FELLOW DIRECTORS OR WITH MEMBERS OF THE MANAGEMENT. THERE WILL BE AN ANNUAL REVIEW OF ALL BOARD MEMBERS AND OFFICERS TRANSACTIONS PREPARED BY THE ADMINISTRATION AND REVIEWED BY THE GOVERNANCE COMMITTEE AND THE FULL BOARD OF DIRECTORS. AT THAT TIME, ALL DIRECTORS WILL BE REMINDED OF THE IRS INTERMEDIATE SANCTIONS REGULATION THAT ESTABLISHES EXCISE TAXES AS A SANCTION AGAINST ADMINISTRATORS AND DIRECTORS OF TAX-EXEMPT ORGANIZATIONS WHO ARTICIPATEIN 'EXCESS BENEFIT TRANSACTIONS' (E.G., UNREASONABLY HIGH EMPLOYMENT COMPENSATION OR BUSINESS DEALS).
Form 990, Part VI, Line 15	Process for Determining Compensation	THE EXECUTIVE COMPENSATION PROGRAM IS DESIGNED TO CARRY OUT THE HEALTH SYSTEM MISSION, TO ACHIEVE THE CHARITABLE PURPOSE, TO ATTRACT, RETAIN, MOTIVATE AND REWARD EXECUTIVE MANAGEMENT, AND TO MAINTAIN A COMPETITIVE POSITION WITH PEER ORGANIZATIONS IN THE REGION. OVERSIGHT OF THE EXECUTIVE COMPENSATION PROGRAM IS PROVIDED BY THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD, COMPOSED OF THE BOARD CHAIRMAN, VICE CHAIRMAN, IMMEDIATE PRECEDING CHAIRMAN, CHAIRMAN OF THE FINANCE COMMITTEE AND THE CHAIRMAN OF THE GOVERNANCE COMMITTEE. THE EXECUTIVE COMPENSATION PHILOSOPHY OF THE BOARD PROVIDES FOR BASE COMPENSATION AT THE 50TH TO 60TH PERCENTILE OF OUR PEER GROUP. IN ADDITION TO THE BOARD'S COMPENSATION COMMITTEE, WE UTILIZED AN EXTERNAL INDEPENDENT CONSULTANT AND MARKET SURVEYS FOR ALL EXECUTIVE MANAGEMENT COMPENSATION. THE PRESIDENT AND CEO HAVE A WRITTEN EMPLOYMENT CONTRACT.
Form 990, Part VI, Line 19	Process for Making Documents Available to the Public	GOVERNING DOCUMENTS AND THE CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. FREDERICK MEMORIAL HOSPITAL, INC. CONSOLIDATED ANNUAL AUDITED FINANCIAL STATEMENTS ARE AVAILABLE AT WWW.FMH.ORG.
Form 990, Part IX, Line 11g	Other fees exceed 10%	Contract services for physical therapy, physicians, laboratory services. Also see Part VII, Section B.
Form 990, Part XI, Line 9	Other Changes in Net Assets or Fund Balances	UNREALIZED GAIN ON INTEREST RATE SWAP: 4,885,113 PENSION ADJUSTMENT: 13,534,300 RELEASES FROM RESTRICTION: 119,397 CHANGE IN TEMP RESTRICTED NET ASSETS: 226,348 LOSS ON EXTINGUISHMENT OF DEBT: (3,063,268) --------------- 15,701,890.

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

Frederick Memorial Hospital Inc

Employer identification number

52-0591612

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
(1) EMMITSBURG PROPERTIES LLC 400 WEST SEVENTH STREET FREDERICK,MD21701 52-1910823	HOLDINGINVEST	MD	-3,415	404,374	NA

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) HOSPICE OF FREDERICK COUNTY INC 400 WEST 7TH STREET FREDERICK,MD21701 52-1164513	HOSPICE CARE	MD	501(c)(3)	7	NA	Yes
(2) FREDERICK REGIONAL HEALTH SYSTEM 400 WEST 7TH STREET FREDERICK,MD21701 45-4133096	HEALTH SYSTEM	MD	501(c)(3)	11b	NA		No
(3) MONOCACY HEALTH PARTNERS LLC 400 WEST 7TH STREET FREDERICK,MD21701 45-3007639	PHYSICIAN ORG	MD	501(c)(3)	7	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	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" 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	(h) Percentage ownership	(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) FREDERICK HEALTH SERVICES CORPORATION 400 WEST 7TH STREET FREDERICK,MD21701 52-1851661	MANAGEMENT CO.	MD	N/A	C Corp	1,442,000	11,553,000	100.000 %
(2) FREDERICK SURGICAL SERVICES CORPORATION 400 WEST 7TH STREET FREDERICK,MD21701 52-1642334	HOLDING COMPANY	MD	FHSC	C Corp	562,825	2,115,571	100.000 %
(3) MONOCACY INSURANCE LTD 98-1011570	INSURANCE	CJ	NA	C Corp

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

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

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

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

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

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

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

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

Yes

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

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	(d) Method of determining amount involved
(1) HOSPICE OF FREDERICK COUNTY INC	n	689,000	FAIR MARKET VAL
(2) FREDERICK HEALTH SERVICES CORPORATION	n	324,350	FAIR MARKET VAL

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: TO CONTRIBUTE TO THE HEALTH AND WELL-BEING OF AREA RESIDENTS BY PROVIDING QUALITY HEALTHCARE IN A CARING, COST EFFICIENT, SAFE AND CONVENIENT MANNER.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	19
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	14
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ......	5	3,108
6	Total number of volunteers (estimate if necessary) .............	6	759
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	25,623
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	1,544,404	1,286,310
9	Program service revenue (Part VIII, line 2g) .........	349,642,033	339,333,256
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	5,813,060	4,654,109
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	-454,399	-463,760
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	356,545,098	344,809,915
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	100,000	100,000
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)	178,059,458	180,677,969
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	48,000
b	Total fundraising expenses (Part IX, column (D), line 25) 1,111,406
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	171,529,894	159,527,803
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	349,689,352	340,353,772
19	Revenue less expenses. Subtract line 18 from line 12.......	6,855,746	4,456,143
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	415,327,620	443,861,280
21	Total liabilities (Part X, line 26).............	253,045,947	256,998,009
22	Net assets or fund balances. Subtract line 21 from line 20.....	162,281,673	186,863,271

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 36,970,219 including grants of $ 100,000 ) (Revenue $ 54,558,152 )
	In FY2013, Frederick Memorial Hospital's Inpatient Medical-Surgical Departments provided quality, patient-centered care, regardless of ability to pay, to approximately 23,057 inpatients and observation patients. Major Medical and Surgical Services include Cardiology, Congestive Heart Failure, Post-Cardiac Catheterization, Center for Chest Pain, Hemodialysis, Peritoneal Dialysis, Neurology, Neurosurgery, Pulmonology, Oncology, Orthopedics, General Medicine and Surgical Care. Inpatient care is supported by a team of Board-Certified Physician Hospitalists. The FMH Joint Works Program with its UnitedHealth Premium Total Joint Replacement Specialty Center Designation in recognition of quality care, serving approximately 2000 patients in 2013. In addition, FMH is designated as a Primary Stroke Center by the Maryland Institute of Emergency Medical Service Systems (MIEMSS) and is recognized with the Stroke Center Gold Performance Award by the American Heart Association. In addition to the program services expense listed here, FMH incurred $39.0 million of general and administrative expenses in meeting the health needs of our primary service area.

4b	(Code: ) (Expenses $ 35,707,346 including grants of $ 0 ) (Revenue $ 59,686,299 )
	Frederick Memorial Hospital's Perioperative Services provided high quality care to 13,163 surgical and endoscopy patients in fiscal year 2013. Procedures were performed in our state of the art facility which includes a dedicated imaging room for vascular and other procedures. We have participated in the SCIP Quality improvement project for continual improvements in care following evidence based medicine. We tracked our patient satisfaction through Press Ganey to benchmark our results to the national data base. In addition to the program services expense listed here, FMH incurred $39.0 million of general and administrative expenses in meeting the health needs of our primary service area.

4c	(Code: ) (Expenses $ 24,147,134 including grants of $ 0 ) (Revenue $ 32,698,590 )
	FMH's Oncology Program provides integrated, multidisciplinary, patient centered cancer care for patients with malignancies, regardless of ability to pay. Services include medical oncology consultations, chemotherapy, radiation oncology consultations and treatment and surgical oncology consultations and treatment. We offer coordinated multidisciplinary clinics for patients with cancers of the lung, breast and prostate. Integrated palliative care and hospice services, both inpatient and outpatient are available for patients with advanced malignancies. Support services include nutrition, patient navigation and social work, as well as other forms of psychosocial support. For those with additional financial need, financial counselors and a patient assistance fund are available. The program treats approximately 850 newly diagnosed cancers per year and also has a community outreach program that includes education and screening. This past year, educational seminars were held for the community on breast and prostate cancer, as well as a community screening event for prostate cancer The program is accredited by the American College of Surgeons Commission on Cancer and in 2013, received an award of exceptional achievement from the commission, meriting commendation in all 8 of the 8 assessed competencies. In addition to the program services expense listed here, FMH incurred $39.0 million of general and administrative expenses in meeting the health needs of our primary service area.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 203,410,946 including grants of $ 0 ) (Revenue $ 192,390,215 )
4e	Total program service expenses300,235,645

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	7,397,289	0	874,846

				(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		0
d	Related organizations...1d
e	Government grants (contributions)1e

f	All other contributions, gifts, grants, and similar amounts not included above1f		1,286,310

g	Noncash contributions included in lines 1a-1f:$		40,415
h	Total. Add lines 1a-1f.......			1,286,310
			Business Code
2a	Inpatient Revenue		624110	159,639,475	159,639,475	0	0
b	Outpatient Revenue		621410	170,771,062	170,771,062	0	0
c	Transcription Services		561110	305,751	305,751	0	0
d	Group Purchasing -Premier		525990	749,442	723,819	25,623	0
e	Hitech and Medical Home		621610	3,915,792	3,915,792	0	0
f	All other program service revenue .			3,951,734	3,951,734		0
g	Total. Add lines 2a–2f........			339,333,256
3	Investment income (including dividends, interest, and other similar amounts).......			2,995,975			2,995,975
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties...........			0
		(i) Real	(ii) Personal
6a	Gross rents	535,623
b	Less: rental expenses
c	Rental income or (loss)	535,623	0
d	Net rental income or (loss).......			535,623			535,623
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	33,130,255
b	Less: cost or other basis and sales expenses	31,458,524	13,597
c	Gain or (loss)	1,671,731	-13,597
d	Net gain or (loss)..........			1,658,134			1,658,134
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		0
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	Cafeteria and Coffee Shop		722511	1,269,954	0	0	1,269,954
b	Mt. Airy Joint Mgmt Fee		541610	294,847	0	0	294,847
c	Losses Int Rate Swap		900099	-2,564,184	0	0	-2,564,184
d	All other revenue ....
e	Total. Add lines 11a–11d ......			-999,383
12	Total revenue. See Instructions......			344,809,915	339,307,633	25,623	4,190,349


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing .............			0	1	0
2	Savings and temporary cash investments .........			29,890,405	2	28,057,371
3	Pledges and grants receivable, net ...........			3,136,826	3	3,096,450
4	Accounts receivable, net .............			50,427,786	4	47,300,345
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				81,190	5	27,063
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 ..............			4,648,660	8	4,482,254
9	Prepaid expenses and deferred charges ..........			2,430,944	9	2,489,828
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	421,648,692
b	Less: accumulated depreciation .....	10b	223,436,039	189,037,601	10c	198,212,653
11	Investments—publicly traded securities ..........			99,649,453	11	109,102,873
12	Investments—other securities. See Part IV, line 11 .....			0	12	0
13	Investments—program-related. See Part IV, line 11 .....			28,573,661	13	44,193,211
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			7,451,094	15	6,899,232
16	Total assets. Add lines 1 through 15 (must equal line 34)......			415,327,620	16	443,861,280
17	Accounts payable and accrued expenses .........			41,374,475	17	37,177,122
18	Grants payable .................			0	18	0
19	Deferred revenue ................			0	19	0
20	Tax-exempt bond liabilities .............			137,149,099	20	170,158,976
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 ..			278,511	23	174,471
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....................			74,243,862	25	49,487,440
26	Total liabilities. Add lines 17 through 25.........			253,045,947	26	256,998,009
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			156,164,358	27	180,519,608
28	Temporarily restricted net assets ...........			5,141,138	28	5,367,486
29	Permanently restricted net assets ...........			976,177	29	976,177
	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 ...........			162,281,673	33	186,863,271
34	Total liabilities and net assets/fund balances ........			415,327,620	34	443,861,280

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If “Yes,”the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926)......................................	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If “Yes,” the organizationmay be required to file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A).......................................	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471)..............................	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If "Yes," the organization may be required to file Form 8621, Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621)	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships. (see Instructions for Form 8865)....................................	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see Instructions for Form 5713)................................................	Yes	No