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)
(1) Leon S Benson........................................................................ Director	1.0 .......................0.0	X	0	0	0
(2) Toure S Claiborne........................................................................ Director	1.0 .......................0.0	X	0	0	0
(3) William L Davis........................................................................ Director	1.0 .......................0.0	X	0	0	0
(4) Mary Dillon........................................................................ Director	1.0 .......................0.0	X	0	0	0
(5) David A Dohnalek........................................................................ Director	1.0 .......................0.0	X	0	0	0
(6) Connie K Duckworth........................................................................ Director	1.0 .......................0.0	X	0	0	0
(7) Bernard G Ewigman........................................................................ Director and Clinical Chairman	41.0 .......................1.0	X	410,255	0	113,049
(8) Ike Hong........................................................................ Director	1.0 .......................0.0	X	0	0	0
(9) Richard L Keyser........................................................................ Director	1.0 .......................0.0	X	0	0	0
(10) Lester B Knight III........................................................................ Director	1.0 .......................0.0	X	0	0	0
(11) Harry M Jansen Kraemer Jr........................................................................ Director	1.0 .......................0.0	X	0	0	0
(12) Theodore Mazzone........................................................................ Director and Clinical Chairman	37.0 .......................5.0	X	588,611	168,171	30,706
(13) Samuel M Mencoff........................................................................ Director	1.0 .......................0.0	X	0	0	0
(14) Andrew J Mills........................................................................ Director	1.0 .......................0.0	X	0	0	0
(15) Nancy A Nora........................................................................ Director	1.0 .......................0.0	X	0	0	0
(16) Michael Reinsdorf........................................................................ Director	1.0 .......................0.0	X	0	0	0
(17) Thomas S Ricketts........................................................................ Director	1.0 .......................0.0	X	0	0	0

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(18) Scott C Schweighauser........................................................................ Director	1.0 .......................0.0	X					0	0	0
(19) Mark S Talamonti........................................................................ Director and Clinical Chairman	30.0 .......................12.0	X					632,332	350,920	53,475
(20) J Mikesell Thomas........................................................................ Director	1.0 .......................0.0	X					0	0	0
(21) John R Walter........................................................................ Director	1.0 .......................0.0	X					0	0	0
(22) Sona Wang........................................................................ Director	1.0 .......................0.0	X					0	0	0
(23) Jonathan P Ward........................................................................ Director	1.0 .......................0.0	X					0	0	0
(24) William Wrigley Jr........................................................................ Director	1.0 .......................0.0	X					0	0	0
(25) David F Zucker........................................................................ Director	1.0 .......................0.0	X					0	0	0
(26) A Steven Crown........................................................................ Board Chairman	1.0 .......................0.0	X	X				0	0	0
(27) Percy L Berger Sr........................................................................ Board Vice Chairman	1.0 .......................0.0	X	X				0	0	0
(28) Gregory K Jones........................................................................ Board Past Chairman	1.0 .......................0.0	X	X				0	0	0
(29) Mark R Neaman........................................................................ President and CEO	41.0 .......................2.0	X	X				1,921,473	0	339,829
(30) Gerald P Gallagher........................................................................ Chief Operating Officer	41.0 .......................1.0		X				554,263	0	141,286
(31) Jeffrey H Hillebrand........................................................................ Former Chief Operating Officer	41.0 .......................1.0		X				1,253,803	0	171,894
(32) Susan B Sentell........................................................................ Board Secretary	1.0 .......................0.0		X				0	0	0
(33) Gary E Weiss........................................................................ Board Treasurer and CFO	41.0 .......................0.0		X				966,985	0	136,202
(34) Julian E Bailes........................................................................ Clinical Chairman	13.0 .......................28.0			X			499,950	1,094,100	52,676
(35) William D Bloomer........................................................................ Clinical Chairman	24.0 .......................17.0			X			393,030	617,277	55,085
(36) Michael S Caplan........................................................................ Clinical Chairman	29.0 .......................12.0			X			407,100	246,108	29,805
(37) Robert R Edelman........................................................................ Clinical Chairman	38.0 .......................3.0			X			711,026	297,918	61,242
(38) Thomas H Hodges........................................................................ Chief Investment Officer	36.0 .......................0.0			X			582,905	0	37,219
(39) Harry L Jones........................................................................ Chief Compliance Officer	40.0 .......................0.0			X			337,509	0	46,870
(40) Karen L Kaul........................................................................ Clinical Chairman	11.0 .......................30.0			X			102,662	464,653	53,501
(41) Jason L Koh........................................................................ Clinical Chairman	8.0 .......................33.0			X			153,938	892,190	53,547
(42) William R Luehrs........................................................................ Chief Human Resources Officer	40.0 .......................0.0			X			508,174	0	107,000
(43) Demetrius Maraganore........................................................................ Clinical Chairman	28.0 .......................13.0			X			346,719	204,347	50,346
(44) Frederick E Miller........................................................................ Clinical Chairman	35.0 .......................6.0			X			346,374	75,073	49,191
(45) Kristen Murtos........................................................................ President, Skokie Hospital	40.0 .......................0.0			X			416,566	0	114,381
(46) Sean O'Grady........................................................................ President, Glenbrook Hospital	40.0 .......................0.0			X			326,383	0	48,456
(47) Jesse Peterson Hall........................................................................ President, Highland Park Hosp.	40.0 .......................0.0			X			494,132	0	122,208
(48) Nancy Semerdjian........................................................................ Chief Nursing Officer	40.0 .......................0.0			X			403,080	0	39,572
(49) Richard K Silver........................................................................ Clinical Chairman	34.0 .......................7.0			X			700,013	260,091	55,143
(50) Douglas M Silverstein........................................................................ President, Evanston Hospital	40.0 .......................0.0			X			568,893	0	302,084
(51) Steven Smith........................................................................ Chief Information Officer	40.0 .......................0.0			X			391,655	0	44,159
(52) Jeffery S Vender........................................................................ Clinical Chairman	27.0 .......................14.0			X			504,577	532,160	46,807
(53) Brian Washa........................................................................ Senior Vice President	40.0 .......................0.0			X			356,324	0	104,901
(54) Kenneth P Anderson........................................................................ Chief Medical Quality Officer	40.0 .......................0.0				X		482,122	0	40,318
(55) Janardan D Khandekar........................................................................ Medical Director	40.0 .......................0.0				X		566,823	6,615	47,324
(56) William J Robb III........................................................................ Former Clinical Chairman	40.0 .......................0.0				X		577,980	0	25,050
(57) Leopold G Selker........................................................................ Former President, Res. Inst.	40.0 .......................0.0				X		596,875	0	27,432
(58) Thomas W Smith........................................................................ Former Chief Info. Officer	40.0 .......................0.0				X		450,720	0	36,588
(59) Nicholas A Vick........................................................................ Former Clinical Chairman	34.0 .......................6.0					X	165,616	71,094	37,660
(60) Thomas A Victor........................................................................ Former Clinical Chairman	30.0 .......................11.0					X	316,138	371,932	53,929

(A) Name and business address	(B) Description of services	(C) Compensation
Aramark Management Services, 2300 Warrenville RoadDOWNERS GROVEIL60515	Facilities/Diet Mgmt	58,546,830
Power Construction Company, 2360 North Palmer DriveSCHAUMBURGIL60173	Construction Mgmt	47,151,229
Pepper Construction Company, 643 North Orleans StreetCHICAGOIL60610	Construction Mgmt	33,628,057
University of Chicago Medical Ctr, 5841 South Maryland AvenueCHICAGOIL60637	Medical Education	14,923,001
Valenti Builders Inc, 225 Northfield RoadNORTHFIELDIL60093	Construction Mgmt	8,382,876
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 265

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	62,616,104	62,616,104
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	89,500	89,500
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16	0
4	Benefits paid to or for members	0
5	Compensation of current officers, directors, trustees, and key employees ....	19,210,033	5,525,671	13,684,362
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	9,578,081	1,112,449	8,465,632
7	Other salaries and wages	487,832,795	425,657,084	60,651,674	1,524,037
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	40,924,095	31,809,240	9,114,855
9	Other employee benefits .......	49,648,414	44,365,188	4,955,205	328,021
10	Payroll taxes ...........	31,747,428	26,357,020	5,293,655	96,753
11	Fees for services (non-employees):
a	Management ......	93,221,015	80,576,762	12,644,253
b	Legal .........	8,589,589		8,589,589
c	Accounting ...........	748,866		748,866
d	Lobbying ...........	0
e	Professional fundraising services. See Part IV, line 17	0
f	Investment management fees ......	21,991,155		21,991,155
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........	79,271,433	56,512,875	22,584,340	174,218
12	Advertising and promotion ....	12,977,758		12,977,758
13	Office expenses .......	26,301,269	20,894,212	5,355,381	51,676
14	Information technology ......	12,670,344	1,165,926	11,504,262	156
15	Royalties ..	0
16	Occupancy ...........	46,532,741	38,152,508	8,380,233
17	Travel ............	1,374,875	1,127,290	237,766	9,819
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	1,870,851	1,322,806	544,604	3,441
20	Interest ...........	8,093,159		8,093,159
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	100,484,242	65,449,298	35,034,944
23	Insurance ..............	21,673,892	20,751,907	921,985
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	MEDICAL SUPPLIES	240,299,120	240,299,120
b	MEDICAID TAX	24,827,622	24,827,622
c	DUES AND SUBSCRIPTIONS	2,273,631	1,016,024	1,255,630	1,977
d	INCOME TAX	1,773,076		1,773,076
e	All other expenses	1,916,743	1,915,017	1,726
25	Total functional expenses. Add lines 1 through 24e	1,408,537,831	1,151,543,623	254,804,110	2,190,098
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

Part X Balance Sheet Check if Schedule O contains a response to any question in this Part X ...............
	1	Cashnon-interest-bearing .............	21,871,464	1	40,777,099
2	Savings and temporary cash investments .........	17,016,078	2	36,565,446
3	Pledges and grants receivable, net ...........	11,520,100	3	9,583,940
4	Accounts receivable, net .............	211,476,195	4	204,365,612
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
		0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
		0	6	0
7	Notes and loans receivable, net .............	0	7	0
8	Inventories for sale or use ..............	20,032,751	8	20,170,898
9	Prepaid expenses and deferred charges ..........	7,125,887	9	10,188,445
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	1,974,772,229
b	Less: accumulated depreciation .....	10b	1,009,945,809	961,044,111	10c	964,826,420
11	Investments—publicly traded securities ..........	974,650,596	11	1,075,257,374
12	Investments—other securities. See Part IV, line 11 .....	446,210,564	12	459,117,412
13	Investments—program-related. See Part IV, line 11 .....	0	13	0
14	Intangible assets ...............	119,416,877	14	120,275,507
15	Other assets. See Part IV, line 11 ...........	90,896,573	15	95,384,772
16	Total assets. Add lines 1 through 15 (must equal line 34)......	2,881,261,196	16	3,036,512,925
	17	Accounts payable and accrued expenses .........	182,875,621	17	163,571,919
18	Grants payable .................	0	18	0
19	Deferred revenue ................	4,976,116	19	5,985,424
20	Tax-exempt bond liabilities .............	376,463,352	20	367,200,224
21	Escrow or custodial account liability. Complete Part IV of Schedule D..	0	21	0
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........	0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..	0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....	0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................	793,944,243	25	774,653,811
26	Total liabilities. Add lines 17 through 25.........	1,358,259,332	26	1,311,411,378
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	1,352,272,712	27	1,549,900,996
28	Temporarily restricted net assets ...........	98,205,650	28	100,950,912
29	Permanently restricted net assets ...........	72,523,502	29	74,249,639
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances ...........	1,523,001,864	33	1,725,101,547
34	Total liabilities and net assets/fund balances ........	2,881,261,196	34	3,036,512,925

- 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

NorthShore University HealthSystem

Employer identification number

36-2167060

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

NorthShore University HealthSystem

Employer identification number

36-2167060

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 NorthShore University HealthSystem

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 NorthShore University HealthSystem

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
NorthShore University HealthSystem

Employer identification number

36-2167060

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

NorthShore University HealthSystem

Employer identification number

36-2167060

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

82,659

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

82,659

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
Lobbying Activities	Part II-B Line 1i	NorthShore University HealthSystem (NorthShore) and its employees are members of various organizations that advocate on legal and policy issues that affect healthcare. A portion of the annual membership dues paid by NorthShore to these organizations are attributable to lobbying activities.

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

NorthShore University HealthSystem

Employer identification number

36-2167060

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 ....	115,113,667	103,761,994	103,298,573	42,760,422	41,297,746
b	Contributions ........	1,726,137	1,404,411	1,772,373	57,871,694	2,467,038
c	Net investment earnings, gains, and losses	11,275,287	18,276,391	5,671,678	3,630,113	-331,934
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........	7,127,748	8,329,129	6,980,630	963,656	672,428
f	Administrative expenses ....
g	End of year balance ......	120,987,343	115,113,667	103,761,994	103,298,573	42,760,422

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 .................	61,651,668		61,651,668
b	Buildings ................	1,287,740,561	582,481,516	705,259,045
c	Leasehold improvements ............	56,027,083	26,779,136	29,247,947
d	Equipment ................	508,258,216	385,976,293	122,281,923
e	Other .................	61,094,700	14,708,863	46,385,837
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				964,826,420

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
(3)Other (A) HEDGE FUNDS	336,557,843	C
(B) PRIVATE EQUITY FUNDS	91,659,074	C
(C) PRIVATE EQUITY FUNDS	6,805,288	F
(D) REAL ASSET FUND	21,473,452	F
(E) OTHER INVESTMENTS	2,621,755	F




Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	459,117,412

Part VIII

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

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









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

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of liability		(b) Book value
Federal income taxes		0
RESERVE FOR MALPRACTICE LOSSES		272,980,000
DEFERRED COMPENSATION		128,574,186
DUE TO AFFILIATES		273,112,845
DUE TO THIRD PARTIES		81,612,097
CURRENT MATURITY OF LT DEBT		9,175,000
ASSET RETIREMENT OBLIGATION		9,111,555
CURRENT BOND PAYABLE PREMIUM		88,128


Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		774,653,811
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	1,428,913,432
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a	59,117,124
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	27,973,480
e	Add lines 2a through 2d .....................			2e	87,090,604
3	Subtract line 2e from line 1.....................			3	1,341,822,828
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	22,416,776
b	Other (Describe in Part XIII.) ...........	4b	79,766,485
c	Add lines 4a and 4b.......................			4c	102,183,261
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	1,444,006,089

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements ...........			1	1,339,009,757
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	15,217,362
e	Add lines 2a through 2d......................			2e	15,217,362
3	Subtract line 2e from line 1.....................			3	1,323,792,395
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	22,416,776
b	Other (Describe in Part XIII.) ............	4b	62,328,660
c	Add lines 4a and 4b.......................			4c	84,745,436
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	1,408,537,831

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
Endowment Funds	Part V Line 4	Endowment fund earnings are used toward research, special purpose, general operations, and department chair funding, as well as uncompensated care offered to patients who meet the criteria established under NorthShore University HealthSystem's financial assistance policy.
FIN 48 (ASC 740) Footnote	Part X Line 2	NorthShore University HealthSystem (NorthShore) and its related affiliates, except for NorthShore Physician Associates, Inc. (NPA), known as NorthShore Exempt Group, have been determined to qualify as a tax-exempt organization under 501(c)(3) of the Internal Revenue Code (IRC). Most of the income received by NorthShore Exempt Group is exempt from taxation under Section 501(a) of the IRC, as income related to the mission of the organization. Accordingly, there is no material provision for income tax for these entities. Some of the income received by exempt entities is subject to taxation as unrelated business income. NorthShore and its subsidiaries file federal income tax returns and returns for various states in the U.S. ASC 740-10, Income Taxes, requires that realization of an uncertain income tax position is more likely than not (i.e., greater than 50% likelihood of receiving a benefit) before it can be recognized in the financial statements. Furthermore, this interpretation prescribes the benefit to be recorded in the financial statements as the amount most likely to be realized assuming a review by tax authorities having all relevant information and applying current conventions. This interpretation also clarifies the financial statement classification of tax-related penalties and interest and sets forth new disclosures regarding unrecognized tax benefits. No amount was recorded for the periods ended September 30, 2013 or 2012. NorthShore currently has a net operating loss carryforward of $11,671,554, which generated assets of $4,705,762. NPA currently has a net operating loss carryforward of $642,283, which generated assets of $258,647. These assets are 100% offset by valuation allowances.
Reconciliation of Revenues	Part XI Lines 2d and 4b	Line 2d - Amount represents expenses deducted from revenues in Form 990 Part VIII and changes in restricted net assets. Line 4b - Amount represents transfers to related organizations, Foundation administrative expenses and investment expenses moved to Form 990 Part IX, and changes in restricted net assets.
Reconciliation of Expenses	Part XII Lines 2d and 4b	Line 2d - Amount represents expenses deducted from revenues in Form 990 Part VIII. Line 4b - Amount represents transfers to related organizations and Foundation administrative expenses and investment expenses moved to Form 990 Part IX.

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
NorthShore University HealthSystem

Employer identification number

36-2167060

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		(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	Insurance		4,715,723
	Central America and the Caribbean	Investments		276,699,118
	Central America and the Caribbean	Program Services	Medical Conferences	2,951
	Central America and the Caribbean	Program Services	Medical Services	6,511
	East Asia and the Pacific	Program Services	Medical Conferences	6,463
	East Asia and the Pacific	Program Services	Medical Supplies/Svcs	13,500
	Europe (Including Iceland and Greenland)	Insurance		3,368
	Europe (Including Iceland and Greenland)	Program Services	Medical Conferences	20,243
	Europe (Including Iceland and Greenland)	Program Services	Medical Supplies/Svcs	42,163
	Middle East and North Africa	Program Services	Medical Supplies/Svcs	3,810
	North America	Insurance		559
	North America	Program Services	Medical Conferences	10,993
	North America	Program Services	Medical Supplies/Svcs	272,801
	Russia and the Newly Independent States	Program Services	Medical Conferences	16,904
	Russia and the Newly Independent States	Program Services	Medical Services	1,000
	South America	Program Services	Medical Conferences	7,996
	South America	Program Services	Medical Services	3,000
	South Asia	Program Services	Medical Conferences	2,657
	South Asia	Program Services	Medical Supplies/Svcs	7,078
3a	Sub-total .....			281,827,103
b	Total from continuation sheets to Part I ...			9,735
c	Totals (add lines 3a and 3b)			281,836,838

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
NorthShore University HealthSystem

Employer identification number

36-2167060

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)	(iii) Did fundraiser have custody or control of contributions?
	Yes	No










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

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 June Gala (event type)	(b) Event #2 Craft Expo (event type)	(c) Other events 3 (total number)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	563,333	580,108	415,840	1,559,281
2	Less: Contributions . .	259,732	162,206	91,136	513,074
3	Gross income (line 1 minus line 2) . . .	303,601	417,902	324,704	1,046,207
4	Cash prizes . . .
5	Noncash prizes . .
6	Rent/facility costs . .	60,630	23,257	64,418	148,305
7	Food and beverages .	70,265	58,987	968	130,220
8	Entertainment . . .	16,325			16,325
9	Other direct expenses .	103,345	247,503	297,798	648,646
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........				943,496
11	Net income summary. Combine line 3, column (d), and line 10. ..........				102,711

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 . . . .

60,067

Cash prizes . . . .

Non-cash prizes . . .

1,560

Rent/facility costs . . .

Other direct expenses . .

Volunteer labor . . .

	Yes
	No

	Yes
	No

	Yes100.000 %
	No

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

1,560

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

58,507

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

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

100.000 %

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

Name

NorthShore University HealthSystem

Address

1301 Central Street
Evanston,IL60201

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

Kate Beckering

Gaming manager compensation right arrow

Description of services provided right arrow

Oversees auxiliary operations including raffle.

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

NorthShore University HealthSystem

Employer identification number

36-2167060

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 600 %

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? ......

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) ..	22,886,321	0	22,886,321	1.620 %
b	Medicaid (from Worksheet 3, column a) ....	106,585,261	77,855,029	28,730,232	2.040 %
c	Costs of other means-tested government programs (from Worksheet 3, column b) .	0	0	0	0 %
d	Total Financial Assistance and Means-Tested Government Programs .	129,471,582	77,855,029	51,616,553	3.660 %
Other Benefits		2,146,320	0	2,146,320	0.150 %
e	Community health improvement services and community benefit operations (from Worksheet 4) ..	2,146,320	0	2,146,320	0.150 %
f	Health professions education (from Worksheet 5) ..	56,258,817	11,541,177	44,717,640	3.170 %
g	Subsidized health services (from Worksheet 6) ..	59,621,441	41,632,079	17,989,362	1.280 %
h	Research (from Worksheet 7)	23,606,684	0	23,606,684	1.680 %
i	Cash and in-kind contributions for community benefit (from Worksheet 8)	3,173,644	0	3,173,644	0.230 %
j	Total. Other Benefits ..	144,806,906	53,173,256	91,633,650	6.510 %
k	Total. Add lines 7d and 7j .	274,278,488	131,028,285	143,250,203	10.170 %

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.

		(c) Total community building expense	(e) Net community building expense	(f) Percent of total expense
1	Physical improvements and housing	0	0	0 %
2	Economic development	0	0	0 %
3	Community support	5,829	5,829
4	Environmental improvements	0	0	0 %
5	Leadership development and training for community members	1,204	1,204
6	Coalition building	13,828	13,828
7	Community health improvement advocacy	29,947	29,947
8	Workforce development	8,797	8,797
9	Other	0	0	0 %
10	Total	59,605	59,605	0 %

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

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

Yes

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

12,862,510

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

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

Section B. Medicare

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

379,341,829

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

460,422,531

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

-81,080,702

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 %
1HPMOB LP	Medical Office Building	29.620 %	0 %	70.380 %
2Ravine Way LLC	Orthopaedic Surgery Center	30.000 %	0 %	70.000 %
3NorthShoreUSP LLC	General Surgery Centers	49.900 %	0 %	50.100 %
4
5
6
7
8
9
10
11
12
13

Schedule H (Form 990) 2012

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest—see instructions) How many hospital facilities did the organization operate during the tax year?4 Name, address, and primary website address							Facility reporting group
1	Evanston Hospital 2650 Ridge Avenue Evanston,IL60201 northshore.org	X	X	X	X	X	A
2	Glenbrook Hospital 2100 Pfingsten Road Glenview,IL60026 northshore.org	X	X	X	X	X	A
3	Highland Park Hospital 777 Park Avenue West Highland Park,IL60035 northshore.org	X	X	X	X	X	A
4	Skokie Hospital 9600 Gross Point Road Skokie,IL60076 northshore.org	X	X	X	X	X	A

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)

	A
Name of hospital facility or facility reporting group

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

Yes

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

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

Yes

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

A definition of the community served by the hospital facility

Demographics of the community

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

How data was obtained

The health needs of the community

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

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

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

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

Other (describe in Part VI)

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

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

Yes

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

Yes

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

Yes

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

Hospital facility’s website

Available upon request from the hospital facility

Other (describe in Part VI)

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

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

Execution of the implementation strategy

Participation in the development of a community-wide plan

Participation in the execution of a community-wide plan

Inclusion of a community benefit section in operational plans

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

Prioritization of health needs in its community

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

Other (describe in Part VI)

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

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

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

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

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Financial Assistance Policy			Yes	No
9	Did the hospital facility have in place during the tax year a written financial assistance policy that:
	Explained eligibility criteria for financial assistance, and whether such assistance includes free or discounted care?	9	Yes
10	Used federal poverty guidelines (FPG) to determine eligibility for providing free care?...........	10	Yes
	If "Yes," indicate the FPG family income limit for eligibility for free care: 200.% If "No," explain in Part VI the criteria the hospital facility used.
11	Used FPG to determine eligibility for providing discounted care?.................	11	Yes
	If “Yes,” indicate the FPG family income limit for eligibility for discounted care: 600.% 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?33
Name and address		Type of Facility (describe)
1	Skokie Ambulatory Care Center 9650 Gross Point Road Skokie,IL60076	Outpatient Clinic
2	Glenbrook Ambulatory Care Center 2180 Pfingsten Road Glenview,IL60026	Outpatient Clinic
3	Graham Medical Office Building 1000 Central Street Evanston,IL60201	Outpatient Clinic
4	Highland Park Ambulatory Care Building 757 Park Avenue West Highland Park,IL60035	Outpatient Clinic
5	Gurnee Ambulatory Care Center 7900 Rollins Road Gurnee,IL60031	Outpatient Clinic
6	Old Orchard Medical Office Building 9977 Woods Drive Skokie,IL60077	Outpatient Clinic
7	Highland Park Medical Office Building 767 Park Avenue West Highland Park,IL60035	Outpatient Clinic
8	Glenbrook Medical Office Building North 2150 Pfingsten Road Glenview,IL60026	Outpatient Clinic
9	Glenbrook Medical Office Building South 2050 Pfingsten Road Glenview,IL60026	Outpatient Clinic
10	Lakeshore Imaging 680 N Lake Shore Drive Chicago,IL60611	Outpatient Clinic
11	Vernon Hills Specialty Care Center 225 N Milwaukee Avenue Vernon Hills,IL60061	Outpatient Clinic
12	Bannockburn Medical Office Building 2151 Waukegan Road Bannockburn,IL60015	Outpatient Clinic
13	Gurnee Medical Office Building 15 Tower Court Gurnee,IL60031	Outpatient Clinic
14	PM&R Pediatrics Lab Services 9811 Woods Drive Skokie,IL60077	Outpatient Clinic
15	Glenview Park Center 2400 Chestnut Avenue Glenview,IL60026	Outpatient Clinic
16	Fetal Diagnostic Center 71 Waukegan Road Lake Bluff,IL60044	Outpatient Clinic
17	PMR Fitness Center 1501 Busch Parkway Buffalo Grove,IL60089	Outpatient Clinic
18	PM&R Benson Avenue 1729 Benson Avenue Evanston,IL60201	Outpatient Clinic
19	Adolescent Day School 3633 W Lake Avenue Glenview,IL60026	Therapeutic Day School
20	Northbrook Court Imaging 1182 Northbrook Court Northbrook,IL60062	Outpatient Clinic
21	Fetal Diagnostic Center 5145 N California Avenue Chicago,IL60625	Outpatient Clinic
22	NorthShore Lab Services - Evanston 2500 Ridge Avenue Evanston,IL60201	Outpatient Clinic
23	Northbrook Pharmacy 1127 Church Street Northbrook,IL60062	Outpatient Pharmacy
24	Fetal Diagnostic Center 755 S Milwaukee Avenue Libertyville,IL60048	Outpatient Clinic
25	Libertyville Pharmacy 1451 W Peterson Road Libertyville,IL60048	Outpatient Pharmacy
26	Lake Forest Pharmacy 825 S Waukegan Avenue Lake Forest,IL60045	Outpatient Pharmacy
27	PM&R Old Deerfield Road 1630 Old Deerfield Road Highland Park,IL60035	Outpatient Clinic
28	Breast Health and Mammography Program 71 Old Orchard Shopping Center Skokie,IL60077	Outpatient Clinic
29	River North Same Day Surgery One East Erie Street Chicago,IL60611	Ambulatory Surgery Center
30	25 East Same Day Surgery Center 25 East Washington Street Chicago,IL60602	Ambulatory Surgery Center
31	Ravine Way Surgery Center 2350 Ravine Way Glenview,IL60025	Ambulatory Surgery Center
32	North Shore Same Day Surgery 3725 West Touhy Avenue Lincolnwood,IL60712	Ambulatory Surgery Center
33	Elmwood Park Same Day Surgery 1614 North Harlem Avenue Elmwood Park,IL60707	Ambulatory Surgery Center

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
Costing Methodology	Part I Line 7	NorthShore University HealthSystem calculated the cost of charity care and means-tested government programs using the cost-to-charge ratio derived from Schedule H, Worksheet 2, Ratio of Patient Care Cost-to-Charges. Amounts in the other benefits section of Line 7 were calculated using costs charged directly to the individual programs from the financial accounting system. An indirect cost allocation factor for hospital shared services was also calculated and included for each program indicated in other benefits.
Community Building Activities	Part II	NorthShore University HealthSystem (NorthShore) employees are involved in numerous community building activities which promote the health of the communities it serves. NorthShore encourages its employees to serve on community collaboration boards and participate in health advocacy programs to promote the health of the communities served.
Bad Debt Expense	Part III Line 2	Bad debt expense was reported at cost using a cost-to-charge methodology. The Schedule H, Worksheet 2, Ratio of Patient Care Cost-to-Charges calculated to report charity care on Part I, Line 7a was multiplied by the bad debt expense to determine the bad debt expense at cost. Discounts and payments on patient accounts are excluded from bad debt expense in order to reflect the expected amount to be paid.
Financial Statement Footnote	Part III Line 4	Accounts Receivable Financial Statement Footnote - The Corporation evaluates the collectibility of its accounts receivable based on the length of time the receivable is outstanding, payor class, and the anticipated future uncollectible amounts based on historical experience. Accounts receivable are charged to the allowance for uncollectible accounts when they are deemed uncollectible.
Medicare Shortfall	Part III Line 8	The Schedule H, Worksheet 2, Ratio of Patient Care Cost-to-Charges was used to determine the Medicare costs reported on Part III, Line 6. NorthShore University HealthSystem (NorthShore) believes that all of the $81,080,702 Medicare shortfall should be considered as community benefit. The Internal Revenue Service Community Benefit Standard includes the provision of care to the elderly and Medicare patients. Medicare shortfalls must be absorbed by NorthShore in order to continue treating the elderly in our community. During fiscal year 2013, Medicare accounted for approximately 44% of hospital gross patient revenues. The hospital provides care regardless of this shortfall and thereby relieves the government of the burden of paying the full cost of care for Medicare beneficiaries.
Collection Practices	Part III Line 9b	NorthShore University HealthSystem (NorthShore) follows the Illinois Fair Patient Billing Act. The collection policy is the same for all patients. Patients are screened for eligibility for financial assistance before collection procedures begin. After a patient meets the qualifications for financial assistance, the account balance is either partially or entirely written off. Any remaining balance would be collected under the existing debt collection policy.
Needs Assessment	Part VI Line 2	NorthShore University HealthSystem (NorthShore) completed a Community Health Needs Assessment (CHNA) during fiscal year 2013. See information reported on the CHNA in Part V Section B. The purpose of the CHNA was to determine the needs of the communities served and align NorthShore programs with the health needs identified. In addition to collecting and analyzing available quantitative and qualitative data on mortality, disease incidence, utilization of and access to healthcare services, NorthShore also established a mechanism in which to actively seek the involvement of our community and public health leaders in an ongoing manner to ensure that our analysis reflected the current public health needs in our community. NorthShore will continue to seek to understand community health needs and track both quantitative and qualitative sources of public health information, as well as solicit feedback from the community.
Patient Education of Eligibility for Assistance	Part VI Line 3	NorthShore informs and educates potentially impacted patients of the Financial Assistance program by posting signage (both English and Spanish) in all the facilities' Emergency Departments and at our Central Registration areas. The NorthShore Patient Handbook is also available to patients upon admission and it describes the Financial Assistance program that includes Charity Care. NorthShore also has approximately 16 full time financial counselors and 38 customer service agents representing our hospitals, clinics, and physician offices. They are responsible for helping patients understand their bills and coordinating financial assistance and eligibility. NorthShore has earned Certified Application Counselor status with the Centers for Medicare and Medicaid Services (CMS). Our counselors are certified and capable of helping patients navigate Medicaid and Insurance Exchange options. Uninsured patients admitted to the hospital will have their case reviewed, and our counselors will assist with coordinating insurance coverage or financial assistance. NorthShore billing statements also indicate the Financial Assistance program and necessary contact information. NorthShore's physician offices and collection agencies are also instructed to coordinate charity care to potentially eligible patients. The NorthShore website is another useful resource that informs patients about the Financial Assistance program with links to the application process and the application form. Any patient having difficulty paying their portion of the bill or wanting to know if they are eligible will have their case reviewed by either our financial counselors or by calling the Customer Service department.
Community Information	Part VI Line 4	NorthShore University HealthSystem (NorthShore) has four hospital facilities located in the northern suburbs of Chicago, Illinois. The NorthShore service area has a total population size of approximately 1.6 million. The average household income is approximately $94,000. During fiscal year 2013, approximately 5% of NorthShore's patients had no insurance and 7% qualified for Medicaid. Within NorthShore's service area, there are three federally-designated medically underserved areas. NorthShore's service area also includes nine other hospitals. *Source: US Census via Thomson Reuters Market Planner Plus
Promotion of Community Health	Part VI Line 5	NorthShore University HealthSystem (NorthShore) extends medical staff privileges to all qualified physicians in the NorthShore community. A majority of the NorthShore Board members also reside in NorthShore's service area and are not employees, independent contractors, or family members thereof. NorthShore also uses surplus funds to add new buildings and renovate existing facilities to better serve patients and the community. Additional programs conducted by NorthShore to help promote the health of the community include: Residency and Education Programs - NorthShore University HealthSystem (NorthShore) is committed to excellence in its academic mission and supports teaching and research in its role as the principal teaching affiliate of the University of Chicago Pritzker School of Medicine. NorthShore also has additional teaching affiliation agreements with Rush University Medical Center, University of Illinois-Chicago, Stroger Hospital, and Northwestern University Feinberg School of Medicine. NorthShore has an extensive selection of training programs and fellowships to offer physicians at our own teaching and research facilities. During fiscal year 2013, a total of 187 residents and 28 fellows participated in the NorthShore and affiliate-based programs. The NorthShore residency program areas included: Dentistry, Internal Medicine, Pathology, Preliminary Medicine (intern year), Transitional Medicine (1st Year prior to specialization), and Family Medicine. The NorthShore fellowship program areas included: Female Pelvic Medicine and Reconstructive Surgery, Gastroenterology, Musculoskeletal Imaging, Emergency Medicine Simulation, and Endocrine Surgery. The affiliate-based residency program areas included: Anesthesiology, Dermatology, Emergency Medicine, Obstetrics and Gynecology, Orthopaedic Surgery, Pediatrics, Psychiatry, Radiology, General Surgery, Neurology, Neurosurgery, Ophthalmology, Otolaryngology, Plastic Surgery, Podiatry, and Urology. The affiliate-based fellowship program areas included: Advanced Cardiovascular Imaging and Research, Cardiology, Cardiothoracic Surgery, Child Neurology, Child Psychiatry, Colon Rectal Surgery, Electrophysiology, Gastroenterology, Gynecologic Oncology, Hematology/Oncology, Infectious Disease Research, Maternal-Fetal Medicine, Medical Microbiology, Neonatal-Perinatal Medicine, Nephrology, Neuroradiology, Orthopaedic Hand, Orthopaedic Sports, Palliative Medicine, Peripheral Vascular Surgery, and Surgical Oncology. NorthShore also offers a comprehensive Pharmacy residency program, with resident positions located at all four hospitals. The Pharmacy residency program includes both clinical and administrative exposure focusing on inpatient practice. The program consists of a multitude of experiences that reinforce residents' knowledge and skills and help them advance into well-rounded practitioners. During fiscal year 2013, 22 residents participated in the program. The NorthShore School of Nurse Anesthesia operates out of Evanston Hospital. The program has full accreditation from the Council of Accreditation of Nurse Anesthesia Educational Programs. The mission of the school is to prepare qualified professional registered nurses for the advanced practice of nurse anesthesia in a variety of practice settings. The graduate nurse anesthetist demonstrates the knowledge, skills, and attitude necessary to take on leadership roles in the practice of nurse anesthesia. During fiscal year 2013, 61 students participated in the program. NorthShore also provided clinical training and internships during the 2013 academic year for 833 high school and college students. Students interned in the following areas: Nursing, Physical Therapy, Laboratory, Radiology, Occupational Therapy, Medical Social Work, Speech Pathology, and Infection Control. Community Advisory Committees - The Community Advisory Committees' (CAC) role is to advise hospital administration on services and initiatives from a community perspective. CACs are structured to ensure NorthShore's accountability to the community by working to fulfill our community relations vision that the more NorthShore and the community connect, the stronger and healthier both will become. The CACs are comprised of primarily community members, along with hospital administrative and professional staff. NorthShore strives for diverse membership to include business, faith community, social services, civic organizations, government officials, elected officials, interested citizens, former patients, and healthcare professionals. The role of the CACs is to serve as an advocate for the greater good of the community and its health, and to provide recommendations for annual community benefit planning. The CACs also help identify opportunities for partnerships between the hospitals and community organizations, and they identify gaps in healthcare services within the community. Be Well Lake County - Be Well Lake County is a collaboration between NorthShore, Lake County Health Department and Community Health Center, and supporting community partners. The program goal is to build greater access through a coordinated network of healthcare targeting the underserved diabetes population in Lake County. The program enables the partner organizations to effectively pool and maximize resources in order to provide high quality comprehensive diabetes management, education, and support resources that will address one of the nation's fastest growing health threats. NorthShore Community Health Center - The NorthShore Community Health Center at Evanston Hospital provides medical care to adults and children who lack private medical insurance. Medical services include, but are not limited to: primary care, obstetrics/gynecology, general surgery, orthopaedics, diabetes education, and podiatry. In fiscal year 2013, the clinic treated 4,641 adult patients at 15,091 visits and 2,357 adolescent patients at 7,406 visits. Dental Center - The Dental Center at Evanston Hospital provides primary care dental services and special consultations for medically underserved adult patients, pre-screenings for cardiovascular patients, and management for oral complications in oncology patients and those with refractory dental problems. The Dental Center provided free and discounted care for adult patients making 3,106 visits at a cost of $194,596 during fiscal year 2013. Evanston Township High School Health Center - Established as a collaborative partnership with Evanston Township High School, the Evanston Health Department, and NorthShore, the Health Center is a free school-based health clinic for the school's approximately 3,000 students. The Health Center is staffed by NorthShore employees, including a physician, two part-time nurse practitioners, and a social worker. During the 2012-2013 school year, 682 students utilized the Health Center at 2,167 visits at a cost of $621,932. Medication Assistance Program - NorthShore's Medication Assistance Program helps patients with the cost of paying for prescription drugs. The Medication Assistance Program assisted 2,891 patients in filling 42,248 prescriptions at a cost of $301,137 during fiscal year 2013. Home Health and Hospice Services - NorthShore provides intermittent care including skilled nursing, physical therapy, occupational therapy, speech therapy, infusion therapy, and home health aides. NorthShore also provides hospice and palliative care services to patients and their families. During fiscal year 2013, there were 95,818 patient visits and 6,315 admissions. Perinatal Depression Program - The Perinatal Depression Program identifies women who are suffering from perinatal depression and offer referrals for women who many need additional support. The program screens women for perinatal depression during and after their pregnancy and offers a 24/7 crisis hotline for women and their family members who may find themselves in an emergent situation. The hotline provides multilingual interpretation services to assist those with limited or no English-speaking ability. All services are provided free of charge. In fiscal year 2013, NorthShore physicians conducted 6,895 screenings to identify at-risk patients, and the hotline received 763 calls. Free psychological support and referrals were provided for 493 women identified through the screenings as at-risk for perinatal mood disorders. Employee Volunteerism - NorthShore employees participate in various volunteer activities that meet community needs and promote goodwill. Several NorthShore publications include information about volunteer organizations and employee volunteer opportunities. NorthShore also recognizes and rewards employees for community service and volunteerism through the annual Sharing Spirit Volunteer Award.
Affiliated Health Care System	Part VI Line 6	NorthShore University HealthSystem (NorthShore) is a comprehensive, fully integrated, healthcare delivery system that includes four hospitals, as well as numerous outpatient departments and clinics. In addition to the hospital organization, there are the following affiliates that help to meet the needs of the community: NorthShore University HealthSystem Foundation - The NorthShore University HealthSystem Foundation (Foundation) seeks to obtain the philanthropic support required to ensure that NorthShore can provide medical care, advanced research, and state-of-the-art facilities and equipment. The Foundation builds relationships with individuals and the community to increase awareness of high-quality services and giving opportunities. NorthShore University HealthSystem Research Institute - The NorthShore University HealthSystem Research Institute (Research Institute) was organized to provide a means for integrating leading-edge research into improved clinical care. The Research Institute also creates an environment to recruit and retain externally-funded research leadership in order to achieve the mission and goals of the organization. The Research Institute now houses nearly 200 externally funded research faculty who currently occupy over 100,000 net square feet of research space and work on nearly 1,000 active research protocols. Total external funding is now over $100 million. In addition, NorthShore has made a substantial commitment to develop a new Center for Clinical and Research Informatics to conduct expanded research using informatics. Such infrastructure will enable large scale efforts on comparative effectiveness, clinical quality/outcomes, and practice based research. The Center and its work will build on our award winning Epic medical records system, providing a focus for growing faculty involvement in research. NorthShore University HealthSystem Faculty Practice Associates - The NorthShore University HealthSystem Faculty Practice Associates (FPA) represents more than 800 physicians with over 100 offices in virtually every specialty all on staff at the hospitals of NorthShore. The primary function and activity of FPA is to employ, supervise, and conduct employment-related activities with respect to physicians who provide professional health care services directly for patients of NorthShore. The FPA physicians also conduct medical education and research activities on behalf of NorthShore. Radiation Medicine Institute - The Radiation Medicine Institute (RMI) employs, supervises, and conducts employment-related activities with respect to physicians who provide professional health care services directly for patients of NorthShore. The RMI physicians also conduct medical education and research activities on behalf of NorthShore.
State Filing of Community Benefit Report	Part VI Line 7	Illinois
Facility Reporting Group A	Part VI Line 8	The Part V Section B answers below are for Hospital Facility Reporting Group A, which includes the following hospital facilities: Evanston Hospital, Glenbrook Hospital, Highland Park Hospital, and Skokie Hospital. Part V Section B Line 3 - As part of the fiscal year 2013 Community Health Needs Assessment (CHNA) information gathering process, NorthShore University HealthSystem (NorthShore) utilized multiple mechanisms to receive input from persons who represent broad interests of the community. NorthShore has a Community Relations Department, whose personnel serve as points of contact for NorthShore's involvement with community building, partnership development, program building, local governmental advocacy, and outreach activities. Community Relations has developed relationships with local and state government, public health agencies, clergy, business, civic and social service agencies, and school leaders. Through these relationships, Community Relations identified health needs in the NorthShore community by regularly attending events, meetings, community boards, coalitions, consortiums, and one-on-one engagements. NorthShore's senior leadership also regularly participate in outreach programs to local leaders. NorthShore physicians and staff also play an equally important role in identifying health trends and needs through their leadership, board participation, and involvement in local, regional, and national organizations. Each NorthShore hospital has a Community Advisory Committee (CAC) comprised of a range of community leaders representing local public health agencies, non-profit organizations serving low-income residents, faith based groups, governmental agencies, and business and civic leaders. Each hospital's CAC meets quarterly to discuss the health needs in their communities, identifying gaps in delivery of services and providing strategic recommendations to the hospital to address the identified health needs. All four hospital CACs also meet annually to address more global health and healthcare related issues, promoting discussion about policy and services at the local, state and federal levels. The following organizations were represented on the NorthShore CACs while NorthShore conducted the fiscal year 2013 CHNA: Evanston Hospital - Village of Wilmette, CJE Senior Life, Childcare Network of Evanston, McGaw YMCA, Erie Evanston/Skokie Health Center, City of Evanston, North Shore Senior Center, Kenilworth School District 38, Mather LifeWays, Evanston/Skokie School District 65, Shorefront Legacy, New Trier High School, YWCA Evanston Northshore, and Evanston Township High School. Glenbrook Hospital - Northfield Township, Glenbrook North High School, Glenview Police Department, Village of Glenview, Glenview Park District, Covenant Village of Northbrook, Northfield Police Department, Glenbrook South High School, Family Service Center, Glenview Senior Center, Frisbe Senior Center, The Josselyn Center, and the Northbrook Police Department. Highland Park Hospital - Lake County Health Department, Moraine Township, Lake County Board, City of Highwood, Illinois District 29, Deerfield School District 109, Village of Glencoe, City of Highland Park, Zion Lutheran Church, Township High School District 113, Illinois District 58, Park District of Highland Park, West Deerfield Township, City of Highland Park, Lake Forest Senior Center, and the Village of Deerfield. Skokie Hospital - Niles Township, Village of Skokie, Open Communities, Lincolnwood Parks and Recreation, Oakton Community College, Northwest Suburban United Way, Village of Lincolnwood, Niles Township High School District 219, Skokie Park District, Village of Morton Grove, and the Skokie Chamber of Commerce. NorthShore also conducted a community health needs focus group, consisting of community leaders and public health experts who provide social services and healthcare within NorthShore's community. Discussions during the focus group centered on what pressing health concerns were present, which healthcare resources were available and not available, and what barriers to healthcare resources existed for individuals in the community. The following organizations were represented in the focus group: Evanston Health Department, City of Evanston, New Trier High School, Kenilworth School District 38, Evanston/Skokie School District 65, North Shore Senior Center, Lake County Health Department, Lake Forest Senior Center, Tri-Con Childcare Center, Northfield Township, Northbrook Police Department, Northbrook YMCA, Skokie Health Department, Erie Family Health Center, Metropolitan Family Services, and the Northwest Suburban United Way. Part V Section B Line 4 - The Community Health Needs Assessment (CHNA) conducted by NorthShore University HealthSystem (NorthShore) included all four NorthShore hospitals: Evanston Hospital, Glenbrook Hospital, Highland Park Hospital, and Skokie Hospital. Part V Section B Line 5a - The NorthShore University HealthSystem (NorthShore) Community Health Needs Assessment is located at the following address on the NorthShore website: http://www.northshore.org/Global/Community%20and%20Events/Community%20Heal th%20Needs%20Assessment%20%e2%80%93%20Fiscal%20Year%202013.pdf Part V Section B Line 7 - The following needs identified in the fiscal year 2013 Community Health Needs Assessment (CHNA) were not addressed by NorthShore University HealthSystem (NorthShore): violence prevention, healthy environment (air/water), and tobacco use prevention. NorthShore decided not to address these needs in order to avoid duplication of services with other organizations dedicating resources to these areas. In addition, these needs were not areas of expertise for NorthShore and therefore would not have a measurable, significant impact on these issues. Part V Section B Line 14g - The NorthShore University HealthSystem (NorthShore) Financial Assistance program is publicized on the NorthShore website with a summary of the program, application process, contact information, and links to the Financial Assistance Policy and the application form in both English and Spanish. Information about the NorthShore Financial Assistance program is also publicized with signage (both English and Spanish) in all our facilities' Emergency Departments and at our Central Registration areas. The NorthShore Patient Handbook, which includes a description of the Financial Assistance program, is also available to patients upon admission to a NorthShore hospital. NorthShore billing statements also indicate the Financial Assistance program and necessary contact information. Collection agencies are also instructed to offer charity care to potentially eligible patients. Part V Section B Line 20d - NorthShore University HealthSystem follows the Illinois Hospital Uninsured Patient Discount Act, which requires discounts to patients who qualify for financial assistance that result in bills of no more than 135% of cost. The requirements under Illinois law are also monitored to ensure amounts charged to patients who qualify for financial assistance do not exceed the average of the three lowest negotiated commercial insurance rates.

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
NorthShore University HealthSystem

Employer identification number
36-2167060

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	(e) Amount of non-cash assistance	(f) Method of valuation (book, FMV, appraisal, other)	(g) Description of non-cash assistance	(h) Purpose of grant or assistance
(1) American Cancer Society 820 Davis St Evanston,IL60201	36-2167721	501(c)(3)	20,000				Community Event Contributions
(2) American Heart Association 208 South LaSalle St Chicago,IL60604	36-0900700	501(c)(3)	20,000				Community Event Contributions
(3) American Red Cross of Greater Chicago 2200 West Harrison Street Chicago,IL60612	53-0196605	501(c)(3)	25,000				Disaster Relief Fund
(4) Council for Jewish Elderly 3003 W Touhy Ave Chicago,IL60645	36-2727597	501(c)(3)	5,000	6,000	FMV	Office Space	Community Contribution
(5) Evanston Community Foundation 1007 Church St Evanston,IL60201	36-3466802	501(c)(3)	6,500				Community Contribution
(6) Erie Family Health Center Inc 1701 W Superior St Chicago,IL60622	36-3088628	501(c)(3)	1,400,000				Community Contribution
(7) Family Service Center of Wilmette 3545 Lake Ave Wilmette,IL60091	36-2171173	501(c)(3)	6,000				Community Contribution
(8) Friends of the Orphans 134 N LaSalle St Chicago,IL60602	65-1229309	501(c)(3)	10,000				Community Contribution
(9) Greater Chicago Food Depository 4100 West Ann Lurie Place Chicago,IL60632	36-2971864	501(c)(3)	10,000				Community Contribution
(10) Healthreach Incorporated 201 Liberty St Waukegan,IL60085	36-3816410	501(c)(3)	62,500				Community Contribution
(11) Illinois Hospital Research and Edu Fndn 24676 Network Place Chicago,IL60673	23-7421930	501(c)(3)	46,403				Hospital Mutual Assistance Program
(12) Lake County Health Department 3010 Grand Ave Waukegan,IL60085	36-6006600	115	500,000				Be Well Lake County Program
(13) Lake County Partners for Economic Develop 100 Tri-St Int Dr Lincolnshire,IL60069	36-4206288	501(c)(3)	11,500				Community Contribution
(14) Lydia Home Association 4300 W Irving Park Rd Chicago,IL60641	36-1412810	501(c)(3)	10,000				Community Contribution
(15) Metropolitan Chicago Healthcare Council 222 S Riverside Plaza Chicago,IL60606	36-3401846	501(c)(6)	37,000				Illinois Poison Center Contribution
(16) Metropolitan Family Services 1 N Dearborn St Chicago,IL60602	36-2167940	501(c)(3)	10,000				Community Contribution
(17) Northern Illinois Food Bank 600 Industrial Dr St Charles,IL60174	36-3203648	501(c)(3)	10,000				Community Contribution
(18) NorthShore Faculty Practice Associates 1301 Central Street Evanston,IL60201	36-3738206	501(c)(3)	58,838,998				General Support
(19) The Josselyn Center NFP 405 Central Ave Northfield,IL60093	36-2217996	501(c)(3)	8,000				Community Contribution
(20) Turning Point Behavioral Health Care Center 8324 Skokie Blvd Skokie,IL60077	36-2327294	501(c)(3)	8,000				Community Contribution
(21) The University of Chicago Medical Center 5841 S Maryland Ave Chicago,IL60637	36-3488183	501(c)(3)	800,075				Community Contribution
(22) Wings Program Inc PO Box 95615 Palatine,IL60095	36-3456061	501(c)(3)	10,000				Community Contribution
(23) Youth Services of Glenview-Northbrook 3080 West Lake Ave Glenview,IL60026	36-3182275	501(c)(3)	5,500				Community Contribution
(24) Massachusetts General Hospital 55 Fruit St Boston,MA02114	04-1564655	501(c)(3)	11,968				Research
(25) Mayo Clinic 200 First St SW Rochester,MN55905	41-6011702	501(c)(3)	112,787				Research
(26) Northwestern University 633 Clark St Evanston,IL60208	36-2167817	501(c)(3)	291,284				Research
(27) Regents of the University of Minnesota PO Box 1450 Minneapolis,MN55485	41-6007513	115	138,527				Research
(28) Texas Biomedical Research Institute PO Box 760549 San Antonio,TX78245	74-1109630	501(c)(3)	86,676				Research
(29) The Brigham and Women's Hospital Inc 75 Francis St Boston,MA02115	04-2312909	501(c)(3)	106,238				Research
(30) University of Chicago 5801 S Ellis Ave Chicago,IL60637	36-2177139	501(c)(3)	377,697				Research
(31) University of Pittsburgh 580 S Aiken Ave Pittsburgh,PA15232	25-0965591	501(c)(3)	11,101				Research
(32) University of Wisconsin Milwaukee 3202 N Maryland Ave Milwaukee,WI53202	39-1805963	115	12,440				Research
(33) Westat Inc PO Box 1004 Rockville,MD20850	84-0529566		5,373				Research

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
(1) Scholarships in Medical Field	45	89,500

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
Monitoring of Grant Funds	Schedule I Part I line 2	NorthShore University HealthSystem (NorthShore) provides cash and non-cash assistance to organizations that help support NorthShore's mission to preserve and improve human life. Requests to support an outside organization must be reviewed and approved by the Community Relations department and NorthShore management to ensure the organization is aligned with NorthShore's mission and charitable purpose. NorthShore also provides cash grants to sub-recipients of grant awards. NorthShore requires all sub-recipients to sign a consortium agreement stating that the sub-recipient understands and agrees to all applicable compliance requirements. NorthShore meets with the sub-recipients on a regular basis and reviews the sub-recipients' A-133 reports. In addition, NorthShore provides cash support to related organizations. Support to related organizations is monitored through the NorthShore budget and reporting procedures for the consolidated financial statements. Finally, NorthShore provides nursing scholarships to individuals. The scholarship amount depends on the degree sought, and the number of scholarships awarded depends on the available funds for each year. Scholarships are awarded on an annual basis to applicants that meet the eligibility criteria. Applicants must be current employees of NorthShore as a staff nurse or other related clinical position. Applicants must also be currently enrolled in a nursing degree program, and enrollment must be maintained for the year the scholarship is received. In addition, applicants must sign a Statement of Agreement to work for NorthShore as a staff nurse or in a related clinical position for one year following receipt of the scholarship.

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

NorthShore University HealthSystem

Employer identification number

36-2167060

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? .......

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2012

Page 2

Part II

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

For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(1)Bernard G EwigmanDirector and Clinical Chairman	(i) (ii)	389,255 0	21,000 0	0 0	60,533 0	52,516 0	523,304 0	0 0
(2)Theodore MazzoneDirector and Clinical Chairman	(i) (ii)	588,611 69,466	0 83,000	0 15,705	19,432 2,293	8,033 948	616,076 171,412	0 0
(3)Mark S TalamontiDirector and Clinical Chairman	(i) (ii)	632,332 251,474	0 83,000	0 16,446	15,543 6,182	22,716 9,034	670,591 366,136	0 0
(4)Mark R NeamanPresident and CEO	(i) (ii)	971,254 0	430,000 0	520,219 0	323,560 0	16,269 0	2,261,302 0	0 0
(5)Gerald P GallagherChief Operating Officer	(i) (ii)	400,094 0	152,000 0	2,169 0	114,892 0	26,394 0	695,549 0	0 0
(6)Jeffrey H HillebrandFormer Chief Operating Officer	(i) (ii)	643,293 0	257,000 0	353,510 0	153,125 0	18,769 0	1,425,697 0	0 0
(7)Gary E WeissBoard Treasurer and CFO	(i) (ii)	442,517 0	176,000 0	348,468 0	116,178 0	20,024 0	1,103,187 0	0 0
(8)Julian E BailesClinical Chairman	(i) (ii)	499,950 995,424	0 83,000	0 15,676	7,263 14,462	10,348 20,603	517,561 1,129,165	0 0
(9)William D BloomerClinical Chairman	(i) (ii)	393,030 259,936	0 306,000	0 51,341	13,077 8,648	20,080 13,280	426,187 639,205	0 0
(10)Michael S CaplanClinical Chairman	(i) (ii)	407,100 154,823	0 70,000	0 21,285	15,739 5,986	5,854 2,226	428,693 254,320	0 0
(11)Robert R EdelmanClinical Chairman	(i) (ii)	711,026 35,013	0 249,700	0 13,205	20,705 1,020	37,662 1,855	769,393 300,793	0 0
(12)Thomas H HodgesChief Investment Officer	(i) (ii)	412,520 0	159,000 0	11,385 0	21,725 0	15,494 0	620,124 0	0 0
(13)Harry L JonesChief Compliance Officer	(i) (ii)	237,366 0	97,000 0	3,143 0	21,725 0	25,145 0	384,379 0	0 0
(14)Karen L KaulClinical Chairman	(i) (ii)	102,662 270,957	0 168,852	0 24,844	5,970 15,755	8,731 23,045	117,363 503,453	0 0
(15)Jason L KohClinical Chairman	(i) (ii)	153,938 662,066	0 226,869	0 3,255	4,098 17,627	6,003 25,819	164,039 935,636	0 0
(16)William R LuehrsChief Human Resources Officer	(i) (ii)	326,925 0	131,000 0	50,249 0	90,261 0	16,739 0	615,174 0	0 0
(17)Demetrius MaraganoreClinical Chairman	(i) (ii)	346,719 148,625	0 50,000	0 5,722	15,207 6,518	20,033 8,588	381,959 219,453	0 0
(18)Frederick E MillerClinical Chairman	(i) (ii)	346,374 52,325	0 17,000	0 5,748	18,874 2,851	23,861 3,605	389,109 81,529	0 0
(19)Kristen MurtosPresident, Skokie Hospital	(i) (ii)	301,261 0	112,000 0	3,305 0	86,828 0	27,553 0	530,947 0	0 0
(20)Sean O'GradyPresident, Glenbrook Hospital	(i) (ii)	250,866 0	75,000 0	517 0	21,725 0	26,731 0	374,839 0	0 0
(21)Jesse Peterson HallPresident, Highland Park Hosp.	(i) (ii)	348,211 0	136,000 0	9,921 0	94,777 0	27,431 0	616,340 0	0 0
(22)Nancy SemerdjianChief Nursing Officer	(i) (ii)	282,328 0	107,000 0	13,752 0	21,725 0	17,847 0	442,652 0	0 0
(23)Richard K SilverClinical Chairman	(i) (ii)	700,013 117,895	0 100,000	0 42,196	18,594 3,131	28,601 4,817	747,208 268,039	0 0
(24)Douglas M SilversteinPresident, Evanston Hospital	(i) (ii)	406,194 0	158,000 0	4,699 0	291,170 0	10,914 0	870,977 0	0 0
(25)Steven SmithChief Information Officer	(i) (ii)	278,118 0	110,600 0	2,937 0	21,725 0	22,434 0	435,814 0	0 0
(26)Jeffery S VenderClinical Chairman	(i) (ii)	504,577 245,387	0 265,385	0 21,388	14,617 7,108	16,875 8,207	536,069 547,475	0 0
(27)Brian WashaSenior Vice President	(i) (ii)	272,160 0	82,500 0	1,664 0	80,537 0	24,364 0	461,225 0	0 0
(28)Kenneth P AndersonChief Medical Quality Officer	(i) (ii)	377,984 0	94,900 0	9,238 0	21,725 0	18,593 0	522,440 0	0 0
(29)Janardan D KhandekarMedical Director	(i) (ii)	443,005 615	75,000 6,000	48,818 0	21,695 30	25,563 36	614,081 6,681	0 0
(30)William J Robb IIIFormer Clinical Chairman	(i) (ii)	438,462 0	100,000 0	39,518 0	21,725 0	3,325 0	603,030 0	0 0
(31)Leopold G SelkerFormer President, Res. Inst.	(i) (ii)	251,276 0	320,000 0	25,599 0	12,725 0	14,707 0	624,307 0	0 0
(32)Thomas W SmithFormer Chief Info. Officer	(i) (ii)	270,515 0	135,000 0	45,205 0	21,725 0	14,863 0	487,308 0	0 0
(33)Nicholas A VickFormer Clinical Chairman	(i) (ii)	165,616 31,967	0 1,024	0 38,103	17,242 3,328	14,325 2,765	197,183 77,187	0 0
(34)Thomas A VictorFormer Clinical Chairman	(i) (ii)	316,138 109,904	0 180,978	0 81,050	16,121 5,604	23,896 8,308	356,155 385,844	0 0

Schedule J (Form 990) 2012

Page 3

Part III

Supplemental Information

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

Identifier	Return Reference	Explanation
Benefits Provided	Part I Line 1a	First-class airfare was provided to the Chief Executive Officer and the Former Chief Operating Officer for business travel purposes and was not treated as taxable compensation. The first-class airfare was purchased through a prepaid airline mileage account, which provided discounted airline fare rates. Spousal travel was provided for one trip during calendar year 2012 to the Chief Executive Officer and was treated as taxable compensation. Tax indemnification and gross-up payments are occasionally provided to employees for achievement awards and other benefits, which are reviewed and approved by management. During calendar year 2012, seven employees listed in Part VII received gross-up payments. These amounts were treated as taxable compensation.
Reimbursement Substantiation	Part I Line 2	A prepaid airline mileage account was purchased for the travel of the Chief Executive Officer and Former Chief Operating Officer. At the time of the purchase, it was not known what specific travel would occur and therefore the travel could not be substantiated at purchase. The business purpose of each trip was substantiated at the time of travel.
Supplemental Nonqualified Retirement Plan	Part I Line 4b	The following individuals participated in a supplemental nonqualified retirement plan and accrued the following benefits: Mark R Neaman, President and Chief Executive Officer - $497,551, Jeffrey H Hillebrand, Former Chief Operating Officer - $337,414, William R Luehrs, Chief Human Resources Officer - $43,432, Douglas M Silverstein, President, Evanston Hospital - $180,772, Thomas W Smith, Former Chief Information Officer - $16,000, Gary E Weiss, Chief Financial Officer - $339,376.
Non-Fixed Payments	Part I Line 7	NorthShore University HealthSystem provides incentive payments to certain employees after operating and performance goals are achieved. Incentive payment plans are reviewed and approved by the Compensation Committee of the Board of Directors.
Compensation from Unrelated Organizations	Core Form 990 Part VII Line 5	The salary and benefits reported on Schedule J totaling $523,304 for Dr. Bernard G Ewigman were paid by the University of Chicago Medical Center for services provided to NorthShore University HealthSystem as the Chairman of the Department of Family Medicine.

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
NorthShore University HealthSystem

Employer identification number
36-2167060

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	Illinois Finance Authority	86-1091967	45200F4D8	07-14-2010	138,786,145	See Part VI		X		X		X
B	Illinois Finance Authority	86-1091967	45200MU93	12-11-2008	75,000,000	See Part VI		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	10,270,000		0
2 Amount of bonds legally defeased . . . . . . . . . . .	0		0
3 Total proceeds of issue . . . . . . . . . . . . . .	138,786,145		75,000,000
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	1,017,771		433,044
8 Credit enhancement from proceeds . . . . . . . . . . .	0		131,875
9 Working capital expenditures from proceeds . . . . . . . . .	0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	0		74,435,081
11 Other spent proceeds . . . . . . . . . . . . . .	137,768,374		0
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0
13 Year of substantial completion . . . . . . . . . . . .	2010		2008
	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%		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.	%		%		%		%
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? . . . . . . . .		X	X
c No rebate due? . . . . . . . . . .		X	X
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		0
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . . . .
e Was a hedge terminated? . . . . . . .

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
1	Part I Line A Column (f)	To refund bonds issued on July 3, 2001. Proceeds were also used to pay termination costs in connection with certain derivative agreements related to the refunded bonds.
2	Part I Line B Column (f)	To reimburse NorthShore University HealthSystem for the costs of construction, renovation, and equipment for various projects at Evanston Hospital, Glenbrook Hospital, and Highland Park Hospital.
3	Part IV Line 2c Column B	A rebate analysis was performed as of January 29, 2014, which found there was no rebate due as the issue met an exception to rebate.

Schedule K (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Attach to Form 990 or Form 990-EZ. MediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

NorthShore University HealthSystem

Employer identification number

36-2167060

Part I

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

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

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

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

Part II

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

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






Total ...... $

Part III

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

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

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2012

Page 2

Part IV

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

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) NorthShore Physician Associates Inc	See Part V	21,006,502	Capitation Payments, Other		No
(2) NorthShore Insurance International	See Part V	4,714,244	Insurance Premiums, Taxes		No
(3) Ravine Way Surgery Center LLC	See Part V	445,500	Earnings Distributions	Yes
(4) NorthShoreUSP Surgery Center II LL	Bd Mbr - Kristen Murtos	1,781,191	Earnings Distributions	Yes
(5) Advisory Board Company	Bd Mbr - Mark Neaman	305,300	Membership Dues		No
(6) Vocera Communications Inc	Bd Mbr - Jeff Hillebrand	845,873	Communications Equipment		No
(7) VHA Inc	Bd Mbr - Jeff Hillebrand	2,850,573	Net Purch Rebates/Mbr Charges		No
(8) Medline Industries	Officer - Andrew Mills	515,860	Medical Supplies		No
(9) Blue Cross Blue Shield of Illinois	Bd Mbr - Sona Wang	426,783,954	Net Patient Revenues		No
(10) JNH Consulting LLC	Manager - Jeff Hillebrand	151,031	Consulting Services		No
(11) April F Victor	Family Mbr-Thomas Victor	51,201	Employment		No
(12) Alexis A Washa	Family Mbr-Brian Washa	185,173	Employment		No

Part V

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

Identifier	Return Reference	Explanation
Business Transactions with Interested Persons	Part IV Column (b)	NorthShore Physician Associates, Inc. board members and officers were: Leon S Benson, Percy L Berger Sr, Toure S Claiborne, A Steven Crown, William L Davis, Mary Dillon, David A Dohnalek, Connie K Duckworth, Bernard G Ewigman, Gerald P Gallagher, Jeffrey H Hillebrand, Ike Hong, Gregory K Jones, Richard L Keyser, Lester B Knight III, Harry M Jansen Kraemer Jr, Theodore Mazzone, Samuel M Mencoff, Andrew J Mills, Kristen Murtos, Mark R Neaman, Nancy A Nora, Michael Reinsdorf, Thomas S Ricketts, Scott C Schweighauser, Mark S Talamonti, J Mikesell Thomas, John R Walter, Sona Wang, Jonathan P Ward, William Wrigley Jr, David F Zucker. NorthShore Insurance International board members were Gerald P Gallagher and Harry L Jones. Ravine Way Surgery Center, LLC board members were Gerald P Gallagher and Kristen Murtos.

Schedule L (Form 990 or 990-EZ) 2012

Additional Data

Software ID:
Software Version:

- TIN:

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

NorthShore University HealthSystem

Employer identification number

36-2167060

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 .......	X		19,580	Cost
6 Cars and other vehicles ..
7 Boats and planes ....
8 Intellectual property ...
9 Securities—Publicly traded .	X	22	1,288,549	Sale Proceeds
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 ( Gift Cards )	X	161	37,030	Cost
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
Number of Contributions	Part I Column (b)	The amounts reported in Part I, column (b) represent the number of contributions.

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

NorthShore University HealthSystem

Employer identification number

36-2167060

Identifier	Return Reference	Explanation
Independence of Voting Members of Governing Body	Part I Line 4 and Part VI Section A Line 1b	Voting members of the NorthShore University HealthSystem (NorthShore) Board of Directors are also members of the Board of Directors for NorthShore Physician Associates, Inc. (NPA), a related for-profit corporation. Because transactions between NorthShore and NPA are required to be reported on Schedule L, the voting members of the NorthShore Board of Directors are not considered independent for 990 reporting purposes.
Mission Statement	Part III Line 1	The core mission of NorthShore University HealthSystem is to "preserve and improve human life." This mission will be achieved through the provision of superior clinical care, academic excellence, and innovative research. NorthShore is a not-for-profit organization principally formed to provide quality healthcare services for the communities it serves. The delivery of healthcare services is provided in a wide range of inpatient and ambulatory healthcare settings, community-wide, employing modern technology and expertise. Support for qualified patients who may not be able to pay the entire cost of their care is a part of the organization's commitment. In support of its primary mission of patient care, the organization engages in a wide range of academic activities in medical education and research. This statement recognizes the Board of Directors' responsibility to maintain the organization's viability to meet its long-term commitment to the communities it serves. It further recognizes the responsibility to maintain technologically current assets for this purpose. This includes the cultivation and development of our physicians, graduate medical students, employees, physical plant, equipment and other resources to assure orderly growth of our services.
Statement of Program Services - Patient Care	Part III Line 4a	Headquartered in Evanston, Illinois, NorthShore University HealthSystem, (NorthShore), is a comprehensive, fully integrated, healthcare delivery system serving the Chicago region. NorthShore includes four hospitals: Evanston Hospital, Glenbrook Hospital, Highland Park Hospital, and Skokie Hospital. NorthShore has approximately 10,000 employees and 2,100 affiliated physicians, including a multispecialty group practice with over 800 physicians and 100-plus office locations under the NorthShore University HealthSystem Faculty Practice Associates. The integrated health system has significant capabilities in a wide spectrum of leading clinical programs, including cancer, neurology, cardiovascular care, orthopaedics, and high-risk maternity. Further, NorthShore supports teaching and research as the principal teaching affiliate for the University of Chicago Pritzker School of Medicine. NorthShore is a Magnet recognized organization, the only one in Illinois designated as a system to receive this prestigious honor that demonstrates excellence in nursing and high standards of patient care. NorthShore is a national leader in the implementation of innovative technologies, including electronic medical records (EMR). In 2003, NorthShore was among the first hospital systems in the country to successfully launch a system-wide EMR with demonstrable benefits in quality, safety, efficiency, and service to patients. NorthShore has been recognized by multiple national organizations for this notable achievement. As part of an ongoing relationship between NorthShore and the Mayo Clinic, physicians from these two organizations are working together on the most complex medical cases. NorthShore physicians have direct access to Mayo Clinic physicians to collaborate on the best treatment for patients with hard to solve cases. NorthShore's Evanston and Glenbrook hospitals were named to the annual class of top national hospitals by the Leapfrog Group's Top Hospitals List for 2013. NorthShore's hospitals were among 90 hospitals selected from a field of more than 1,300 hospitals nationally based on the results of the Leapfrog Group's annual hospital survey, which measures performance on patient safety and quality. All of NorthShore's four hospitals also received "A" grades as part of the Leapfrog semi-annual Hospital Safety Scores. NorthShore is nationally ranked in two specialties and rated as high performing in nine others, according to the U.S. News and World Report annual Best Hospitals survey. NorthShore was nationally ranked in Gynecology and Gastroenterology and GI Surgery, and rated as high-performing in the following specialties: Cancer, Diabetes and Endocrinology, Ear Nose and Throat, Geriatrics, Nephrology, Neurology and Neurosurgery, Orthopaedics, Pulmonology, and Urology. The survey looked at about 5,000 hospitals nationwide, ranking them in 16 different specialties, and just three percent of all hospitals earned a national ranking in any specialty. NorthShore has been recognized as one of the nation's Most Wired hospitals for the tenth consecutive year according to the 2013 Most Wired Survey issued by Hospitals and Health Networks magazine. According to the survey results, the 2013 Most Wired hospitals implemented strategies to reduce medication errors, as well as focused on adopting technologies that protect patient data and optimize patient flow and communications. NorthShore recognizes and embraces its responsibility to ensure that it fulfills its charitable obligations in the most cost-effective and sustainable manner. In order to achieve this goal, NorthShore has aligned its community benefits program with the guiding principles outlined in Advancing the State of the Art of Community Benefit for nonprofit hospitals, which provides a set of uniform standards to increase accountability and align governance, management, and operations to return benefit to local communities. The five guiding principles are: 1) Disproportionate Unmet Health-Related Needs, 2) Primary Prevention, 3) Seamless Continuum of Care, 4) Build Community Capacity, and 5) Community Collaboration. NorthShore informs and educates potentially impacted patients of the Financial Assistance program by posting signage (both English and Spanish) in all the facilities' Emergency Departments and at our Central Registration areas. The NorthShore Patient Handbook is also available to patients upon admission and it describes the Financial Assistance program that includes Charity Care. NorthShore also has approximately 16 full time financial counselors and 38 customer service agents representing our hospitals, clinics, and physician offices. They are responsible for helping patients understand their bills and coordinating financial assistance and eligibility. NorthShore has earned Certified Application Counselor status with the Centers for Medicare and Medicaid Services (CMS). Our counselors are certified and capable of helping patients navigate Medicaid and Insurance Exchange options. Uninsured patients admitted to the hospital will have their case reviewed, and our counselors will assist with coordinating insurance coverage or financial assistance. NorthShore billing statements also indicate the Financial Assistance program and necessary contact information. NorthShore's physician offices and collection agencies are also instructed to coordinate charity care to potentially eligible patients. The NorthShore website is another useful resource that informs patients about the Financial Assistance program with links to the application process and the application form. Any patient having difficulty paying their portion of the bill or wanting to know if they are eligible will have their case reviewed by either our financial counselors or by calling the Customer Service department. Evanston Hospital - With a history dating back to 1891, Evanston Hospital is a 354-licensed bed comprehensive acute-care facility and the nucleus of NorthShore University HealthSystem. Evanston Hospital is a leader in cardiac care, cancer care via the Kellogg Cancer Center and a variety of surgical specialties: neurosurgery, gynecological surgery, robot-assisted surgery, surgical oncology, and urology surgery. Evanston Hospital is certified by the Joint Commission in palliative care and as a Primary Stroke Center. The hospital also is a licensed Level I Trauma Center. Evanston Hospital is also the regional center for high-risk obstetrics. The Infant Special Care Unit and the Women's Hospital offer a comfortable birthing environment where high-risk mothers and their babies have access to the latest technology and a highly trained staff. Evanston Hospital also houses the NorthShore Center for Simulation and Innovation, which provides nurses, physicians, residents, paramedics, firefighters and police with simulated clinical care, trauma and emergency preparedness training in a controlled environment. During fiscal year 2013, Evanston Hospital total admissions were 18,319, and total patient days were 97,175.
Statement of Program Services - Patient Care - Continued	Part III Line 4a	Glenbrook Hospital - Glenbrook Hospital, established in 1977, is a 173-licensed bed comprehensive medical center providing advanced diagnostic and therapeutic interventions. In addition to being a Level II Trauma Center, Glenbrook Hospital is certified by the Joint Commission as a Primary Stroke Center. Glenbrook Hospital provides advanced medical and surgical care for all specialties. Specific specialties include the Kellogg Cancer Center, NorthShore Neurological Institute, NorthShore Spine Center, John and Carol Walter Center for Urological Health, Patricia Nolan Center for Breast Health, Simms Family GI Lab, Eye and Vision Center, Surgical Specialty Suite, and Total Joint Replacement Center. In addition, the hospital offers leading-edge interventional radiology and cardiac catheterization laboratory. During fiscal year 2013, Glenbrook Hospital total admissions were 9,158, and total patient days were 43,761. Highland Park Hospital - Founded in 1918, Highland Park Hospital has provided high-quality healthcare and a wide range of clinical programs for the people of Lake County and beyond for nearly a century. The 149-licensed bed hospital is the site of the first open-heart surgery in Lake County, and continues to provide a full range of cardiac diagnosis and intervention services. Highland Park Hospital's Kellogg Cancer Center offers the most comprehensive subspecialty care for oncology patients. Specialized physicians provide care for the following types of cancer: thoracic and lung, hematology, breast, ovarian, head and neck, melanoma and sarcoma, gastrointestinal, prostate, and stomach. Highland Park Hospital is a Joint Commission certified Primary Stroke Center. The Emergency Department at Highland Park Hospital acts as the region's "pod" hospital for disaster-response activities, coordinating Lake County's efforts when confronted with a disaster. The Pediatric Preparation Program helps to familiarize young patients with the hospital environment through hospital tours and play sessions prior to surgery. NorthShore also has a partnership with the Lake County Health Department and Community Health Center known as Be Well Lake County. The program goal is to build greater access through a coordinated network of healthcare targeting the underserved diabetes population in Lake County. The program enables the partner organizations to effectively pool and maximize resources in order to provide high quality comprehensive diabetes management, education, and support resources that will address one of the nation's fastest growing health threats. During fiscal year 2013, Highland Park Hospital total admissions were 9,083, and total patient days were 40,480. Skokie Hospital - Established in 1963, Skokie Hospital is a 156-licensed bed facility that has provided high-quality healthcare for nearly five decades and is nationally recognized for its expertise in orthopaedics and cardiac care. Skokie Hospital is a Joint Commission certified Primary Stroke Center. Skokie Hospital's key specialties and features also include minimally invasive surgery, total joint replacement, spine surgery, clinical cardiology, and graduate medical education (residency) programs in internal medicine, general surgery, and anesthesia. In addition, Skokie Hospital's Level II Trauma Center is staffed by an experienced trauma team specially trained in pediatric life support. During fiscal year 2013, Skokie Hospital total admissions were 6,550, and total patient days were 33,508. NorthShore University HealthSystem Faculty Practice Associates - In order to increase the efficiency and quality of health care NorthShore provides, NorthShore University HealthSystem Faculty Practice Associates (FPA) was organized to serve as an integral part of its health care mission and activities. FPA represents more than 800 physicians with over 100 offices in virtually every specialty all on staff at the hospitals of NorthShore. FPA physicians provide professional health care services for patients of NorthShore, as well as conduct medical education and research activities on behalf of NorthShore. NorthShore University HealthSystem Foundation - NorthShore University HealthSystem Foundation (Foundation) is dedicated to assisting the integrated healthcare delivery system to fulfill NorthShore's mission to "preserve and improve human life." The Foundation seeks to obtain the philanthropic support required to ensure that NorthShore can provide medical care, advanced research, and state-of-the-art facilities and equipment. The Foundation builds relationships with individuals and the community to increase awareness of NorthShore's high-quality services and giving opportunities. NorthShore Home and Hospice Services - NorthShore Home and Hospice Services offers the full spectrum of home and hospice care, including skilled nursing, physical and occupational therapy, and home medical equipment. The NorthShore Home and Hospice caregivers represent a wide range of medical specialties and work with the patient, family, and physician to tailor home care to meet the individual needs of each patient.
Statement of Program Services - Education	Part III Line 4b	NorthShore University HealthSystem (NorthShore) is committed to excellence in its academic mission and supports teaching and research in its role as the principal teaching affiliate of the University of Chicago Pritzker School of Medicine. NorthShore also has additional teaching affiliation agreements with Rush University Medical Center, University of Illinois-Chicago, Stroger Hospital, and Northwestern University Feinberg School of Medicine. NorthShore has an extensive selection of training programs and fellowships to offer physicians at our own teaching and research facilities. During fiscal year 2013, a total of 187 residents and 28 fellows participated in the NorthShore and affiliate-based programs. The NorthShore residency program areas included: Dentistry, Internal Medicine, Pathology, Preliminary Medicine (intern year), Transitional Medicine (1st Year prior to specialization), and Family Medicine. The NorthShore fellowship program areas included: Female Pelvic Medicine and Reconstructive Surgery, Gastroenterology, Musculoskeletal Imaging, Emergency Medicine Simulation, and Endocrine Surgery. The affiliate-based residency program areas included: Anesthesiology, Dermatology, Emergency Medicine, Obstetrics and Gynecology, Orthopaedic Surgery, Pediatrics, Psychiatry, Radiology, General Surgery, Neurology, Neurosurgery, Ophthalmology, Otolaryngology, Plastic Surgery, Podiatry, and Urology. The affiliate-based fellowship program areas included: Advanced Cardiovascular Imaging and Research, Cardiology, Cardiothoracic Surgery, Child Neurology, Child Psychiatry, Colon Rectal Surgery, Electrophysiology, Gastroenterology, Gynecologic Oncology, Hematology/Oncology, Infectious Disease Research, Maternal-Fetal Medicine, Medical Microbiology, Neonatal-Perinatal Medicine, Nephrology, Neuroradiology, Orthopaedic Hand, Orthopaedic Sports, Palliative Medicine, Peripheral Vascular Surgery, and Surgical Oncology. NorthShore also offers a comprehensive Pharmacy residency program, with resident positions located at all four hospitals. The Pharmacy residency program includes both clinical and administrative exposure focusing on inpatient practice. The program consists of a multitude of experiences that reinforce residents' knowledge and skills and help them advance into well-rounded practitioners. During fiscal year 2013, 22 residents participated in the program. The NorthShore School of Nurse Anesthesia operates out of Evanston Hospital. The program has full accreditation from the Council of Accreditation of Nurse Anesthesia Educational Programs. The mission of the school is to prepare qualified professional registered nurses for the advanced practice of nurse anesthesia in a variety of practice settings. The graduate nurse anesthetist demonstrates the knowledge, skills, and attitude necessary to take on leadership roles in the practice of nurse anesthesia. During fiscal year 2013, 61 students participated in the program. NorthShore also provided clinical training and internships during the 2013 academic year for 833 high school and college students. Students interned in the following areas: Nursing, Physical Therapy, Laboratory, Radiology, Occupational Therapy, Medical Social Work, Speech Pathology, and Infection Control.
Statement of Program Services - Research	Part III Line 4c	The NorthShore University HealthSystem Research Institute (Research Institute) was organized in 1996 to provide a means for integrating leading-edge research into improved clinical care. The Research Institute also creates an environment to recruit and retain externally-funded research leadership in order to achieve the mission and goals of the organization. The Research Institute now houses nearly 200 externally funded research faculty who currently occupy over 100,000 net square feet of research space and work on nearly 1,000 active research protocols. Total external funding is now over $100 million. In addition, NorthShore has made a substantial commitment to develop a new Center for Clinical and Research Informatics to conduct expanded research using informatics. Such infrastructure will enable large scale efforts on comparative effectiveness, clinical quality/outcomes, and practice based research. The Center and its work will build on our award winning Epic medical records system, providing a focus for growing faculty involvement in research.
Business Relationships	Part VI Section A Line 2	The following directors, officers, and key employees are directors or officers of NorthShore Physician Associates, Inc., a related for-profit corporation, and have a business relationship: Leon S Benson, Percy L Berger Sr, Toure S Claiborne, A Steven Crown, William L Davis, Mary Dillon, David A Dohnalek, Connie K Duckworth, Bernard G Ewigman, Gerald P Gallagher, Jeffrey H Hillebrand, Ike Hong, Gregory K Jones, Richard L Keyser, Lester B Knight III, Harry M Jansen Kraemer Jr, Theodore Mazzone, Samuel M Mencoff, Andrew J Mills, Kristen Murtos, Mark R Neaman, Nancy A Nora, Michael Reinsdorf, Thomas S Ricketts, Scott C Schweighauser, Mark S Talamonti, J Mikesell Thomas, John R Walter, Sona Wang, Jonathan P Ward, William Wrigley Jr, David F Zucker Business relationship - Harry M Jansen Kraemer Jr and Samuel M Mencoff Business relationship - Michael Reinsdorf and A Steven Crown Business relationship - Gerald P Gallagher and Harry L Jones Business relationship - Gerald P Gallagher and Kristen Murtos
Governing Body Review of 990	Part VI Section B Line 11b	The NorthShore University HealthSystem (NorthShore) Form 990 was reviewed by executive management and an outside accounting firm. The NorthShore Form 990 was then provided to each member of the Board of Directors via email for their review and ability to ask questions of management prior to filing.
Conflict of Interest Policy Monitoring	Part VI Section B Line 12c	On an annual basis, the Chief Compliance Officer requires all officers, directors, and key employees to complete, sign and return a Conflict of Interest Disclosure Statement. Timely and accurate completion of the Statement is mandatory, and completed Statements must be returned to the Chief Compliance Officer within 15 days. Any disclosures included on the Statements are reviewed and acted upon as necessary by the Chief Compliance Officer and the Corporate Compliance Committee.
Determination of Compensation	Part VI Section B Line 15	A detailed compensation review of the top 15 executives, including the Chief Executive Officer, is conducted annually. Market data is collected and assessed by an external independent compensation consultant who specializes in compensation consulting within the healthcare industry. The work product from this study is reviewed separately with Board-retained legal counsel. Market data for base and variable compensation is assessed annually for local, regional and national hospitals, integrated delivery systems and academic medical centers. A detailed total compensation market review is conducted every two years. The market assessment includes assessing job content in order to make appropriate market data comparisons. Specific recommendations are then reviewed, discussed and approved as appropriate with the Compensation Committee of the Board, in session with legal counsel present, in advance of implementation.
Public Disclosure of Documents	Part VI Section C Line 19	The NorthShore University HealthSystem (NorthShore) governing documents, conflict of interest policy and financial statements are available to the public upon request. The NorthShore annual audit report and financial statements are also available to the public through GuideStar and the Illinois Attorney General's Office websites as part of the federal and state tax return filings. The NorthShore quarterly and annual financial statements and annual audit are also made available to the public through the Electronic Municipal Market Access (EMMA) website as part of the tax-exempt bond offerings.
Other Changes in Net Assets	Part XI Line 9	Other changes in net assets include equity adjustments for the pension and supplemental executive retirement plans.

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

NorthShore University HealthSystem

Employer identification number

36-2167060

Part I

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

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

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) NorthShore Faculty Practice Associates 1301 Central Street Evanston,IL60201 36-3738206	Healthcare	IL	501(c)(3)	11 Type I	NorthShore	Yes
(2) Radiation Medicine Institute 1301 Central Street Evanston,IL60201 36-3815543	Healthcare	IL	501(c)(3)	11 Type I	NorthShore	Yes
(3) Healthcare Foundation of Highland Park 610 Central Avenue Highland Park,IL60035 36-3196647	Fundraising	IL	501(c)(3)	11 Type II	NA		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2012

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) Ravine Way LLC 2401 Ravine Way Glenview,IL60025 20-1245279	Healthcare	IL	NorthShore	Related	571,112	820,447		No	0	Yes		30.000 %
(2) HPMOB Limited Ptr 1301 Central St Evanston,IL60201 36-3497502	Healthcare	IL	NorthShore	Excluded	73,734	369,013		No	0	Yes		29.620 %

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) NorthShore Physician Associates Inc 1301 Central Street Evanston,IL60201 36-3648026	Healthcare	IL	NorthShore FPA	C corp	0	11,300,386	100.000 %	Yes
(2) NorthShore Insurance International Governors Sq Bldg 4 Grand Cayman CJ 98-0419452	Insurance	CJ	NorthShore	C corp	71,969	19,891,379	100.000 %	Yes
(3) Clinical & Interventional Cardiology Ltd 1301 Central Street Evanston,IL60201 36-3551900	Healthcare	IL	NorthShore	C corp	8,927	0	100.000 %	Yes

Schedule R (Form 990) 2012

Page 3

Part V

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

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

Yes

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

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

Yes

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

Yes

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

Yes

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

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

f 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) . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

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

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

Yes

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

Yes

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

Yes

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

Yes

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

(a) Name of other organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) NorthShore Faculty Practice Associates	a	18,572,753	Cost
(2) NorthShore Faculty Practice Associates	b	58,838,998	Cost
(3) NorthShore Faculty Practice Associates	c	3,346,014	Cost
(4) Radiation Medicine Institute	c	318,280	Cost
(5) Healthcare Foundation of Highland Park	c	4,000,000	Cost
(6) HPMOB Limited Partnership	k	496,241	Cost
(7) NorthShore Faculty Practice Associates	p	63,830,908	Cost
(8) NorthShore Faculty Practice Associates	q	8,499,869	Cost
(9) NorthShore Physician Associates Inc	q	194,851	Cost
(10) NorthShore Faculty Practice Associates	r	371,304,114	Cost
(11) Radiation Medicine Institute	r	3,176,754	Cost
(12) NorthShore Physician Associates Inc	r	119,323,456	Cost
(13) NorthShore Insurance International	r	4,714,244	Cost
(14) NorthShore Faculty Practice Associates	s	334,831,315	Cost
(15) Radiation Medicine Institute	s	2,858,474	Cost
(16) NorthShore Physician Associates Inc	s	88,562,389	Cost
(17) Ravine Way Surgery Center LLC	s	445,500	Cost

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: The core mission of NorthShore University HealthSystem is to "preserve and improve human life."
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	25
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	0
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ......	5	10,943
6	Total number of volunteers (estimate if necessary) .............	6	1,729
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	12,042,101
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	35,236,321	19,859,019
9	Program service revenue (Part VIII, line 2g) .........	1,308,273,826	1,314,797,581
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	51,678,030	88,441,142
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	36,326,858	20,908,347
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	1,431,515,035	1,444,006,089
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	51,107,501	62,705,604
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)	617,542,056	638,940,846
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 2,190,098
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	719,347,526	706,891,381
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	1,387,997,083	1,408,537,831
19	Revenue less expenses. Subtract line 18 from line 12.......	43,517,952	35,468,258
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	2,881,261,196	3,036,512,925
21	Total liabilities (Part X, line 26).............	1,358,259,332	1,311,411,378
22	Net assets or fund balances. Subtract line 21 from line 20.....	1,523,001,864	1,725,101,547

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 1,070,005,931 including grants of $ 61,694,590 ) (Revenue $ 1,301,986,178 )
	Patient Care - See Schedule O

4b	(Code: ) (Expenses $ 56,258,817 including grants of $ 0 ) (Revenue $ 11,541,177 )
	Education - See Schedule O

4c	(Code: ) (Expenses $ 25,278,875 including grants of $ 1,011,014 ) (Revenue $ 10,971,483 )
	Research - See Schedule O

4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses1,151,543,623

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	18,035,006	5,652,649	2,728,935

				(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		32,000
b	Membership dues....1b		723,493
c	Fundraising events....1c		513,074
d	Related organizations...1d		7,664,294
e	Government grants (contributions)1e		276,132

f	All other contributions, gifts, grants, and similar amounts not included above1f		10,650,026

g	Noncash contributions included in lines 1a-1f:$		1,345,159
h	Total. Add lines 1a-1f.......			19,859,019
			Business Code
2a	PATIENT REVENUE		621990	804,199,759	804,199,759
b	MEDICARE AND MEDICAID REVENUE		621990	475,315,648	475,315,648
c	RENT FROM AFFILIATED EXEMPT ORGS		900003	23,380,543			23,380,543
d	FEES AND CONTRACTS FROM GOVT AGENCIES		541700	6,929,349	6,929,349
e	GRANT INCOME		541700	4,042,135	4,042,135
f	All other program service revenue .			930,147	930,147
g	Total. Add lines 2a–2f........			1,314,797,581
3	Investment income (including dividends, interest, and other similar amounts).......			30,662,510		221,921	30,440,589
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties...........			17,500			17,500
		(i) Real	(ii) Personal
6a	Gross rents	4,043,575
b	Less: rental expenses	12,405,889
c	Rental income or (loss)	-8,362,314	0
d	Net rental income or (loss).......			-8,362,314			-8,362,314
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	418,727,762	0
b	Less: cost or other basis and sales expenses	360,404,360	544,770
c	Gain or (loss)	58,323,402	-544,770
d	Net gain or (loss)..........			57,778,632			57,778,632
8a	Gross income from fundraising events (not including $ 513,074 of contributions reported on line 1c). See Part IV, line 18 ..
	a		1,046,207
b	Less: direct expenses ...b		943,496
c	Net income or (loss) from fundraising events..			102,711			102,711
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a		60,067
b	Less: direct expenses ...b		1,560
c	Net income or (loss) from gaming activities...			58,507			58,507
10a	Gross sales of inventory, less returns and allowances .
	a		1,031,896
b	Less: cost of goods sold ..b		537,034
c	Net income or (loss) from sales of inventory..			494,863			494,863
Miscellaneous Revenue			Business Code
11a	EHR INCENTIVE INCOME		900099	7,516,978	7,516,978
b	OFFSITE PHARMACIES		446110	6,212,704		6,212,704
c	CAFETERIA		722210	5,329,570			5,329,570
d	All other revenue ....			9,537,828	2,184,279	5,607,476	1,746,073
e	Total. Add lines 11a–11d ......			28,597,080
12	Total revenue. See Instructions......			1,444,006,089	1,301,118,295	12,042,101	110,986,674


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing .............			21,871,464	1	40,777,099
2	Savings and temporary cash investments .........			17,016,078	2	36,565,446
3	Pledges and grants receivable, net ...........			11,520,100	3	9,583,940
4	Accounts receivable, net .............			211,476,195	4	204,365,612
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
				0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			20,032,751	8	20,170,898
9	Prepaid expenses and deferred charges ..........			7,125,887	9	10,188,445
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	1,974,772,229
b	Less: accumulated depreciation .....	10b	1,009,945,809	961,044,111	10c	964,826,420
11	Investments—publicly traded securities ..........			974,650,596	11	1,075,257,374
12	Investments—other securities. See Part IV, line 11 .....			446,210,564	12	459,117,412
13	Investments—program-related. See Part IV, line 11 .....			0	13	0
14	Intangible assets ...............			119,416,877	14	120,275,507
15	Other assets. See Part IV, line 11 ...........			90,896,573	15	95,384,772
16	Total assets. Add lines 1 through 15 (must equal line 34)......			2,881,261,196	16	3,036,512,925
17	Accounts payable and accrued expenses .........			182,875,621	17	163,571,919
18	Grants payable .................			0	18	0
19	Deferred revenue ................			4,976,116	19	5,985,424
20	Tax-exempt bond liabilities .............			376,463,352	20	367,200,224
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................			793,944,243	25	774,653,811
26	Total liabilities. Add lines 17 through 25.........			1,358,259,332	26	1,311,411,378
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			1,352,272,712	27	1,549,900,996
28	Temporarily restricted net assets ...........			98,205,650	28	100,950,912
29	Permanently restricted net assets ...........			72,523,502	29	74,249,639
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds				32
33	Total net assets or fund balances ...........			1,523,001,864	33	1,725,101,547
34	Total liabilities and net assets/fund balances ........			2,881,261,196	34	3,036,512,925

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