Form990
Click to see attachment
Department of the Treasury
Internal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation)

MediumBullet The organization may have to use a copy of this return to satisfy state reporting requirements.
OMB No. 1545-0047
2012
Open to Public Inspection
A For the 2012 calendar year, or tax year beginning 07-01-2012 , 2012, and ending 06-30-2013
BCheck if applicable:
CName of organization
UPMC
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
600 GRANT STREET 58TH FLOOR
C/O UPMC CORPORATE TAX Suite
Room/suite
City or town, state or country, and ZIP + 4
PITTSBURGH, PA15219
D Employer identification number

25-1423657
E Telephone number

G Gross receipts $ 1,403,360,631
F Name and address of principal officer:
ROBERT A DEMICHIEI
600 GRANT STREET
PITTSBURGH,PA15219
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.upmc.com
H(a)
Is this a group return for
affiliates?
H(b)
Are all affiliates included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet9707
K Form of organization:
 
L Year of formation: 1982
M State of legal domicile: PA
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: SUPPORT OF SUBSIDIARY TAX-EXEMPT HEALTHCARE, EDUCATION AND RESEARCH ORGANIZATIONS
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 24
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 12
5 Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...... 5 0
6 Total number of volunteers (estimate if necessary) ............. 6 0
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 7,542,519
b Net unrelated business taxable income from Form 990-T, line 34 ......... 7b 0
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 112,061,018 124,350,699
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 110,559,454 302,620,627
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 1,931,627 16,961,199
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 224,552,099 443,932,525
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 891,672 60,323,455
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) 0 0
16a Professional fundraising fees (Part IX, column (A), line 11e)..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 231,082,772 257,581,082
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 231,974,444 317,904,537
19 Revenue less expenses. Subtract line 18 from line 12....... -7,422,345 126,027,988
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 4,617,510,837 4,918,885,504
21 Total liabilities (Part X, line 26)............. 4,166,525,068 4,148,651,772
22 Net assets or fund balances. Subtract line 21 from line 20..... 450,985,769 770,233,732
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
 
Preparer's signature
Date
PTIN
Firm's name MediumBullet

Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ............
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2012)
Form 990 (2012)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response to any question in this Part III ...............
1
Briefly describe the organization’s mission: SUPPORT OF SUBSIDIARY TAX-EXEMPT HEALTHCARE, EDUCATION AND RESEARCH ORGANIZATIONS (SEE SCHEDULE O)
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ......................
If “Yes,” describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ............................
If “Yes,” describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 317,904,537 including grants of $ 60,323,455 ) (Revenue $ 117,308,065 )
SEE SCHEDULE O
4b (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4c (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4d Other program services (Describe in Schedule O.)
(Expenses $   including grants of $   ) (Revenue $   )
4e Total program service expensesMediumBullet317,904,537
Form 990 (2012)
Form 990 (2012)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule AClick to see attachment........................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...
2
 
No
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part I..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If “Yes,” complete Schedule C, Part II........
4
 
No
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C,
Part III............................
5
 
 
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If “Yes,” complete Schedule D, Part IClick to see attachment........................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If “Yes,” complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,” complete Schedule D, Part IVClick to see attachment..............
9
 
No
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If “Yes,” complete Schedule D, Part VClick to see attachment......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If “Yes,” complete Schedule D, Part VI.Click to see attachment...................
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIIClick to see attachment.......
11b
Yes
 
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIIIClick to see attachment.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IXClick to see attachment............
11d
Yes
 
e
Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part XClick to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part XClick to see attachment.........................
11f
Yes
 
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If “Yes,” complete Schedule D, Parts XI and XII Click to see attachment.................
12a
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E....
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?.....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If “Yes,” complete Schedule F, Parts I and IV......... Click to see attachment
14b
Yes
 
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the United States? If “Yes,” complete Schedule F, Parts II and IVClick to see attachment
15
Yes
 
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the United States? If “Yes,” complete Schedule F, Parts III and IV... Click to see attachment
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If “Yes,” complete Schedule G, Part I (see instructions)....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If “Yes,” complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If “Yes,” complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If “Yes,” complete Schedule H....
20a
 
No
b
If “Yes” to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2012)
Form 990 (2012)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
Did the organization report more than $5,000 of grants and other assistance to any government or organization in the United States on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II... Click to see attachment
21
Yes
 
22
Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........ Click to see attachment
22
 
No
23
Did the organization answer “Yes” to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If “Yes,” complete Schedule J.......................
23
 
No
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25................ Click to see list of attachments
24a
Yes
 
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
No
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
No
d
Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...
24d
 
No
25a
Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If “Yes,” complete Schedule L, Part I........ Click to see attachment
25a
 
No
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I................... Click to see attachment
25b
 
No
26
Was a loan to or by a current or former officer, director, trustee, key employee, highest compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II.......................... Click to see attachment
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If “Yes,” complete Schedule L, Part III......... Click to see attachment
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV .......................... Click to see attachment
28a
Yes
 
b
A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV..................... Click to see attachment
28b
Yes
 
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If “Yes,” complete Schedule L, Part IV... Click to see attachment
28c
Yes
 
29
Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule M..
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M.............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II......................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If “Yes,” complete Schedule R, Part I........ Click to see attachment
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Part II, III, or IV, and Part V, line 1........................ Click to see attachment
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
Yes
 
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If “Yes,” complete Schedule R, Part V, line 2... Click to see attachment
35b
Yes
 
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If “Yes,” complete Schedule R, Part V, line 2............. Click to see attachment
36
 
No
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If “Yes,” complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2012)
Form 990 (2012)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response to any question in this Part V ...............
Yes
No
1a
Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..
1a
3,147
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
0
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)
2b
 
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
Yes
 
b
If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....
3b
Yes
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)?..........................
4a
Yes
 
b
If "Yes," enter the name of the foreign country: MediumBulletIT , EI , CJ , CY , CH , UK
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If “Yes,” to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions?...
6a
 
No
b
If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If “Yes,” indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?............................
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?............................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?............
8
 
No
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?..........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?.......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If “Yes,” enter the amount of tax-exempt interest received or accrued during the year. ....................
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..
14b
 
 
Form 990 (2012)
Form 990 (2012)
Page 6
Part VI
Governance, Management, and Disclosure For each “Yes” response to lines 2 through 7b below, and for a “No” response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response to any question in this Part VI ...............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year .....................
1a
24
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent ...................
1b
12
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
Yes
 
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
 
No
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
Yes
 
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If “Yes,” did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
 
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If “No,” go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this was done.......................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
Yes
 
b
If “Yes,” did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
Yes
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
PA
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how), the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization:
MediumBulletROBERT A DEMICHIEI600 GRANT STREETPITTSBURGHPA15219 (412) 647-2345
Form 990 (2012)
Form 990 (2012)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response to any question in this Part VII ...............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

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

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

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

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(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) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(1) NONE........................................................................
SEE SCHEDULE O
  
.......................   		    X            
































Form 990 (2012)
Form 990 (2012)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (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) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;


























1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet      
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet0
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................
4
 
No
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
SEE SCHEDULE O,      
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet0
Form 990 (2012)
Form 990 (2012)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response to any question in this Part VIII ..............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512, 513, or 514
Contributions, Gifts, Grants and Other Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		 
g Noncash contributions included in lines
1a-1f:$ 		 
h Total. Add lines 1a-1f.......MediumBullet 0
Program Service Revenue Business Code
2a INTEREST INCOME 900003 7,026,316   12,515 7,013,801
b OTHER INCOME 900099 11,799,446 11,799,446    
c EXP REIMB FROM SUBS 900099 105,524,937 105,508,619 16,318  
d
e
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet 124,350,699
Other Revenue 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 94,470,532   -1,070,484 95,541,016
4 Income from investment of tax-exempt bond proceeds..MediumBullet 0      
5 Royalties...........MediumBullet 0      
(i) Real (ii) Personal
6a Gross rents    
b Less: rental expenses    
c Rental income or (loss) 0 0
d Net rental income or (loss).......MediumBullet 0      
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory 1,095,861,411 71,716,790
b Less: cost or other basis and sales expenses 943,102,549 16,325,557
c Gain or (loss) 152,758,862 55,391,233
d Net gain or (loss)..........MediumBullet 208,150,095     208,150,095
8a Gross income from fundraising events (not including
$  
of contributions reported on line 1c). See Part IV, line 18 ..
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet 0    
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities...MediumBullet 0      
10a Gross sales of inventory, less
returns and allowances .
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet 0      
Miscellaneous Revenue Business Code
11a SUBPART F INCOME FROM CAPTIVE INSURANCE 524298 16,961,199   8,584,170 8,377,029
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ...... MediumBullet 16,961,199
12 Total revenue. See Instructions......MediumBullet 443,932,525 117,308,065 7,542,519 319,081,941
Form 990 (2012)
Form 990 (2012)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response to any question in this Part IX ...............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to governments and organizations in the United States. See Part IV, line 21 59,467,205 59,467,205
2 Grants and other assistance to individuals in the United States. See Part IV, line 22 0  
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16 856,250 856,250
4 Benefits paid to or for members 0  
5 Compensation of current officers, directors, trustees, and key employees .... 0      
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .... 0      
7 Other salaries and wages 0      
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 0      
9 Other employee benefits ....... 0      
10 Payroll taxes ........... 0      
11 Fees for services (non-employees):        
a Management ...... 843,818 843,818    
b Legal ......... 93,552 93,552    
c Accounting ........... 0      
d Lobbying ........... 0      
e Professional fundraising services. See Part IV, line 17 0  
f Investment management fees ...... 19,354,553 19,354,553    
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........ 2,729,369 2,729,369    
12 Advertising and promotion .... 0      
13 Office expenses ....... 1,026,663 1,026,663    
14 Information technology ...... 10,404,602 10,404,602    
15 Royalties .. 0      
16 Occupancy ........... 18,820,118 18,820,118    
17 Travel ............ 8,227 8,227    
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ...... 0      
19 Conferences, conventions, and meetings .... 1,160 1,160    
20 Interest ........... 117,938,424 117,938,424    
21 Payments to affiliates ....... 0      
22 Depreciation, depletion, and amortization ..... 43,781,522 43,781,522    
23 Insurance .............. 65,331 65,331    
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 AFFILIATE SUPPORT 22,102,825 22,102,825 0 0
b PURCHASED SERVICES 6,243,447 6,243,447    
c LOSS ON DEFEASANCE OF DEBT 3,540,476 3,540,476    
d SUBSIDIARY PROGRAM SUPPORT 3,079,060 3,079,060    
e All other expenses 7,547,935 7,547,935    
25 Total functional expenses. Add lines 1 through 24e 317,904,537 317,904,537 0 0
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2012)
Form 990 (2012)
Page 11
Part X Balance Sheet Check if Schedule O contains a response to any question in this Part X ...............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash—non-interest-bearing ............. 249,010 1 248,828
2 Savings and temporary cash investments ......... 64,883,526 2 100,260,610
3 Pledges and grants receivable, net ........... 0 3 0
4 Accounts receivable, net ............. 73,308,511 4 7,559,579
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 ............. 10,212,730 7 19,569,114
8 Inventories for sale or use .............. 11,212,700 8 10,218,937
9 Prepaid expenses and deferred charges .......... 9,049,173 9 15,466,229
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 640,845,455
b Less: accumulated depreciation ..... 10b 303,932,476 267,950,836 10c 336,912,979
11 Investments—publicly traded securities .......... 1,101,063,236 11 1,239,328,230
12 Investments—other securities. See Part IV, line 11 ..... 1,438,529,590 12 1,471,039,195
13 Investments—program-related. See Part IV, line 11 ..... 82,963,898 13 94,763,238
14 Intangible assets ............... 0 14 0
15 Other assets. See Part IV, line 11 ........... 1,558,087,627 15 1,623,518,565
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 4,617,510,837 16 4,918,885,504
Liabilities 17 Accounts payable and accrued expenses ......... 609,197,436 17 663,708,941
18 Grants payable ................. 0 18 0
19 Deferred revenue ................ 0 19 0
20 Tax-exempt bond liabilities ............. 2,532,447,544 20 2,626,079,985
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 .. 263,917,759 23 246,954,070
24 Unsecured notes and loans payable to unrelated third parties .... 71,000,000 24 71,000,000
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.................... 689,962,329 25 540,908,776
26 Total liabilities. Add lines 17 through 25......... 4,166,525,068 26 4,148,651,772
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets .............. 450,980,994 27 770,228,041
28 Temporarily restricted net assets ........... 4,775 28 5,691
29 Permanently restricted net assets ........... 0 29 0
Organizations that do not follow SFAS 117 (ASC 958), check here MediumBullet 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 ........... 450,985,769 33 770,233,732
34 Total liabilities and net assets/fund balances ........ 4,617,510,837 34 4,918,885,504
Form 990 (2012)
Form 990 (2012)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response to any question in this Part XI ...............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
443,932,525
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
317,904,537
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
126,027,988
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
450,985,769
5
Net unrealized gains (losses) on investments ...............
5
75,588,701
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
 
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
117,631,274
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
770,233,732
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response to any question in this Part XII ..............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If “Yes,” to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
Yes
 
b
If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits
3b
Yes
 
Form 990 (2012)
Form 990, Special Condition Description:
Special Condition Description
Additional Data


Software ID:  
Software Version:  
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.
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
UPMC
 
Employer identification number

25-1423657
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.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
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.)
10
11
e
f
g
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
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)
 
 
h
Provide the following information about the supported organization(s).
(i) Name of supported organization (ii) EIN (iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions)) (iv) Is the organization in col. (i) listed in your governing document? (v) Did you notify the organization in col. (i) of your support? (vi) Is the organization in col. (i) organized in the U.S.? (vii) Amount of monetary support
Yes No Yes No Yes No
(A) UPMC PRESBYTERIAN SHADYSIDE
  		250965480 03   No Yes   Yes   610,633
(B) UPMC BRADDOCK
  		251800797 03   No Yes   Yes   694,131
(C) UPMC ST MARGARET
  		232875070 03   No Yes   Yes   0
(D) UPMC COMMUNITY PROVIDER SERVICES
  		251804746 09   No Yes   Yes   0
(E) UPMC PASSAVANT
  		250965451 03   No Yes   Yes   0
(F) UPMC BEDFORD
  		231396795 03   No Yes   Yes   858,362
(G) UPMC LEE
  		250613830 03   No Yes   Yes   0
(H) UPMC MCKEESPORT
  		250965423 03   No Yes   Yes   9,402,840
(I) UPMC HORIZON
  		250523970 03   No Yes   Yes   0
(J) MAGEE-WOMEN'S HOSPITAL OF UPMC
  		250965420 03   No Yes   Yes   0
(K) UPMC COMMUNITY MEDICINE INC
  		251727721 03   No Yes   Yes   0
(L) COMMUNITY PHYSICIAN SERVICES INC
  		251722923 09   No Yes   Yes   0
(M) UNIVERSITY OF PITTSBURGH PHYSICIANS
  		232919472 03   No Yes   Yes   0
(N) UNIVERSITY OF PITTSBURGH
  		250965591 02   No Yes   Yes   165,700,000
(O) CHILDREN'S HOSPITAL OF PITTSBURGH OF UPMC
  		250402510 03   No Yes   Yes   0
(P) UPMC NORTHWEST
  		250489010 03   No Yes   Yes   0
(Q) COMMUNITY CARE BEHAVIORAL HEALTH ORGANIZATION
  		251799823 09   No Yes   Yes   0
(R) UPMC SENIOR COMMUNITIES INC
  		251574736 09   No Yes   Yes   0
(S) UPMC CENTER FOR HEALTH SECURITY
  		043770052 04   No Yes   Yes   0
(T) UPMC FOR YOU
  		900174238 09   No Yes   Yes   0
(U) UPMC IMITS CENTER
  		208392908 07   No Yes   Yes   0
(V) UPMC MERCY
  		250965429 03   No Yes   Yes   24,523,574
(W) UPMC EAST
  		274814831 03   No Yes   Yes   10,572,018
(X) UPMC HAMOT
  		250965387 03   No Yes   Yes   25,729,629
(Y) UPMC CENTER FOR HIGH-VALUE HEALTHCARE
  		452178782 07   No Yes   Yes   0
Total                 238,091,187

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2012
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) right arrow (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) right arrow (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).            
12
12
 
13
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
14
14
 
15
15
 
16a
b
17a
b
18
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
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) right arrow (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) right arrow (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.)..            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2012
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
SOME OF THE ENTITIES LISTED BELOW WERE INACTIVE DURING THE TAX YEAR ENDED JUNE 30, 2013. AS SUCH, NO MONETARY OR OTHER SUPPORT WAS PROVIDED TO THESE ORGANIZATIONS, THUS RENDERING NOTICE OF SUPPORT UNNECESSARY.
 
 
 
Schedule A (Form 990 or 990-EZ) 2012

Additional Data


Software ID:  
Software Version:  
SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet 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
UPMC
 
Employer identification number

25-1423657
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 ........    
5
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? ............
6
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? ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
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.
Held at the End of the 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  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet $  
8
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)? .......................................
9
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.
1a
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.
b
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 $  
2
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:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
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

Schedule D (Form 990) 2012
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
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):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
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?........
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.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIII and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
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 ....          
b Contributions ........          
c Net investment earnings, gains, and losses          
d Grants or scholarships .....          
e Other expenditures for facilities
and programs ........ 		         
f Administrative expenses ....          
g End of year balance ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages in lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
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 (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................   84,061,245 84,061,245
b Buildings ................   339,299,388 217,677,149 121,622,239
c Leasehold improvements ............   40,980,031 20,083,008 20,897,023
d Equipment ................   43,390,727 30,906,902 12,483,825
e Other .................   133,114,064 35,265,417 97,848,647
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 336,912,979
Schedule D (Form 990) 2012

Schedule D (Form 990) 2012
Page 3
Part VII
Investments—Other 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) CASH EQUIVALENTS 		76,043,705 C

(B) LIMITED PARTNERSHIPS 		1,394,995,490 C







Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet 1,471,039,195
Part VIII
Investments—Program 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.)Small Bullet  
Part IX
Other Assets. See Form 990, Part X, line 15.
(a) Description (b) Book value
(1) OTHER TRUSTEED ASSETS 1,315,694
(2) INVESTMENT IN SUBSIDIARIES 1,564,704,217
(3) INVESTMENTS IN JOINT VENTURES 22,977,752
(4) DEFERRED FINANCING COSTS 19,273,477
(5) NURSING TUITION LOANS 1,011,231
(6) OTHER ASSETS 9,703,700
(7) DUE FROM EXEMPT SUBSIDIARY 354,413
(8) NON HEDGE SWAP FMV ADJ 4,178,081

Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet 1,623,518,565
Part X
Other Liabilities. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
Federal income taxes 0
DUE TO SUBSIDIARIES 159,125,133
PENSION MINIMUM LIABILITY 119,935,219
OTHER LONG TERM LIABILITIES 10,769,100
BONDS/OID/OIP/REBATE 65,767,690
CAPITAL LEASES 61,141,893
OTHER MISCELLANEOUS LIABILITIE 88,834,145
ASSET RETIREMENT OBLIGATIONS 8,958,575
HEDGE/NONHEDGE SWAP FMV ADJ 21,615,116
DUE TO MERCY HEALTH SYSTEM 4,761,905
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 540,908,776
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

Schedule D (Form 990) 2012
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1 Total revenue, gains, and other support per audited financial statements ....... 1  
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b....................... 4c  
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5  
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1 Total expenses and losses per audited financial statements ........... 1  
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a  
b Prior year adjustments .............. 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d...................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b....................... 4c  
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5  
Part XIII
Supplemental Information
Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Identifier Return Reference Explanation
PART X AND PART XI   UPMC HAS NO UNCERTAIN TAX POSITIONS RECORDED. TAX BENEFITS ARE RECOGNIZED WHEN IT IS MORE LIKELY THAN NOT THAT A TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BY THE TAX AUTHORITIES BASED ON THE TECHNICAL MERITS OF THE POSITION. SUCH TAX POSITIONS ARE MEASURED AS THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY TO BE REALIZED UPON ULTIMATE SETTLEMENT WITH THE TAX AUTHORITIES ASSUMING FULL KNOWLEDGE OF THE POSITION AND ALL RELEVANT FACTS. AS OF JUNE 30, 2013, UPMC DOES NOT HAVE ANY UNRECORDED TAX BENEFITS. AN EXTERNAL AUDIT IS COMPLETED AT A CONSOLIDATED UPMC SYSTEM LEVEL ONLY, INCLUDING UPMC AND ALL TAXABLE AND TAX-EXEMPT SUBSIDIARES.
Schedule D (Form 990) 2012

Additional Data


Software ID:  
Software Version:  




SCHEDULE F(Form 990)
Department of the Treasury
Internal Revenue Service
Statement of Activities Outside the United States
Right pointing arrow large image 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
UPMC
 
Employer identification number

25-1423657
Part I
General Information on Activities Outside the United States. Complete if the organization answered “Yes” to Form 990, Part IV, line 14b.
1
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? ...................................
2
For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of grant funds outside
the United States.
3
Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)
(a) Region (b) Number of offices in the region (c) Number of employees, agents, and independent contractors in 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     INVESTMENTS   27,997,771
East Asia and the Pacific     Investments   544,612,669
Europe (Including Iceland and Greenland)     Investments   495,659,664
Middle East and North Africa     Investments   14,002,926
North America     Investments   72,819,902
Russia and the Newly Independent States     Investments   20,043,368
South America     Investments   33,185,236
South Asia     Investments   59,411,859
Sub-Saharan Africa     Investments   6,566,276
           
           
           
           
           
           
           
           
3a Sub-total .....     1,274,299,671
b Total from continuation sheets to Part I ...      
c Totals (add lines 3a and 3b)     1,274,299,671
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)
Europe (Including Iceland and Greenland) LIVER RESEARCH 856,250 WIRE TRANSFE   NONE COST
             
             
             
             
             
             
             
             
             
             
             
             
             
             
             
2 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
 
3
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
Schedule F (Form 990) 2012
Page 4
Part IV
Foreign Forms
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)......................................
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).......................................
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)..............................
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)
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)....................................
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)................................................
Schedule F (Form 990) 2012
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 STATEMENT OF ACTIVITIES OUTSIDE THE UNITED STATES PART 1, SECTION 3, COLUMN (D) UPMC'S INVESTMENT PORTFOLIO INCLUDES FOREIGN SECURITIES AND SIMILAR ASSETS THAT THE IRS REQUIRES TO BE REPORTED ON SCHEDULE F.
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
Schedule F (Form 990) 2012
Additional Data


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Software Version:  



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
UPMC
 
Employer identification number
25-1423657
Part I
General Information on Grants and Assistance
1
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? ....................................
2
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) PITTSBURGH PROMISE
1901 CENTRE AVENUE
PITTSBURGH,PA15219 		26-1982661 501(C)(3) 4,995,639       CHARITABLE DONATION






















2
Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................ Bullet Image
1
3
Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image
1
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50055P
Schedule I (Form 990) 2012

Schedule I (Form 990) 2012
Page 2
Part III
Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.
(a)Type of grant or assistance (b)Number of
recipients		 (c)Amount of
cash grant		 (d)Amount of
non-cash assistance		 (e)Method of valuation (book,
FMV, appraisal, other)		 (f)Description of non-cash assistance












Part IV
Supplemental Information.
Complete this part to provide the information required in Part I, line 2, Part III, column (b), and any other additional information.
Identifier Return Reference Explanation
SCHEDULE I   PART 1, QUESTION 2 It is the policy of UPMC to contribute financial and in kind support to tax-exempt organizations and agencies that support the UPMC mission and strengthen the health and quality of life of those who live and work in the communities we serve.
Schedule I (Form 990) 2012


Additional Data


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Software Version:  


Schedule K
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Information on Tax Exempt Bonds
SchKMediumBullet 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
UPMC
 
Employer identification number
25-1423657
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
Yes No Yes No Yes No
A ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AZU3 06-17-2003 85,365,588 SERIES 2003B SEE SCHEDULE O   X   X   X
B ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AH25 05-23-2007 225,000,000 SERIES 2007A SEE SCHEDULE O   X   X   X
C ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AN36 03-27-2008 511,862,616 SERIES 2008A SEE SCHEDULE O   X   X   X
D ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AQ58 06-19-2008 260,712,669 SERIES 2008B SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925   03-24-2009 27,000,000 SERIES 2009A NOTE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AU87 06-03-2009 396,938,675 SERIES 2009A SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY83 03-24-2010 560,000,000 SERIES 2010B, C, D, F SEE SCHEDULE   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY34 03-24-2010 748,942,403 SERIES 2010AE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728A2M7 11-23-2011 107,026,893 SERIES 2011A SEE SCHEDULE O   X   X   X
MONROEVILLE FINANCE AUTHORITY
  		46-0569399 611530BC9 07-31-2012 389,110,690 SERIES 2012A SEE SCHEDULE 0   X   X   X
Part II
Proceeds
A B C D
1 Amount of bonds retired . . . . . . . . . . . . . . 64,630,000 195,975,000 53,320,000 140,580,000
2 Amount of bonds legally defeased . . . . . . . . . . . 0 0 0 0
3 Total proceeds of issue . . . . . . . . . . . . . . 83,365,588 511,879,113 260,930,346 748,942,403
4 Gross proceeds in reserve funds . . . . . . . . . . . . 0 0 0 0
5 Capitalized interest from proceeds . . . . . . . . . . . 0 0 0 0
6 Proceeds in refunding escrows . . . . . . . . . . . . 43,094,700 15,189,824 0 0
7 Issuance costs from proceeds . . . . . . . . . . . . 872,724 3,336,280 1,709,978 6,699,702
8 Credit enhancement from proceeds . . . . . . . . . . . 0 0 0 0
9 Working capital expenditures from proceeds . . . . . . . . . 0 0 0 0
10 Capital expenditures from proceeds . . . . . . . . . . . 12,900,925 64,814,970 140,162,295 0
11 Other spent proceeds . . . . . . . . . . . . . . 0 0 0 0
12 Other unspent proceeds . . . . . . . . . . . . . . 0 0 0 0
13 Year of substantial completion . . . . . . . . . . . . 2003 2008 2008 2010
Yes No Yes No Yes No Yes No
14 Were the bonds issued as part of a current refunding issue? . . . . . X   X   X   X  
15 Were the bonds issued as part of an advance refunding issue? . . . . . X     X   X   X
16 Has the final allocation of proceeds been made? . . . . . . . . X   X   X   X  
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . . X   X   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   X   X
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . . X   X   X   X  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50193E
Schedule K (Form 990) 2012
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   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   X   X  
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .   X   X   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? .                
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 . . SchKMediumBullet 0% 0% 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 . . . . . . . SchKMediumBullet 0.00000% 0.00000% 0.00000% 0.00000%
6 Total of lines 4 and 5 . . . . . . . . . . . . . . . 0% 0% 0% 0%
7 Does the bond issue meet the private security or payment test? . . . . .   X   X   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   X   X  
b If “Yes” to line 8a, enter the percentage of bond-financed property sold or disposed of. 0% 0% 0% 0%
c If “Yes” to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . . X   X   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   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   X   X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .   X   X   X X  
b Exception to rebate? . . . . . . . . X     X   X   X
c No rebate due? . . . . . . . . . .
  X X   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   X   X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?   X   X   X   X
b Name of provider . . . . . . . . . 0
  		0
  		0
  		 
 
c Term of hedge . . . . . . . . . .        
d Was the hedge superintegrated? . . . . . .                
e Was a hedge terminated? . . . . . . .                
Schedule K (Form 990) 2012
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   X   X
b Name of provider . . . . . . . . . 0
  		0
  		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   X   X
7 Has the organization established written procedures to monitor the requirements of section 148? . . . X   X   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   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
SERIES 2008A PART VI $16,497.08 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. THE 15,189,824 AMOUNT IN PART 2, LINE 6 REPRESENTS TRANSFERRED PROCEEDS FROM THE ACHDA SERIES OF 1996 CHILDREN'S HOSPITAL OF PITTSBURGH BONDS THAT WERE ADVANCE REFUNDED BY THE ACHDA SERIES UPMC SERIES 2002A BONDS THAT WERE SUBSEQUENTLY CURRENT REFUNDED BY THE ACHDA UPMC SERIES 2008A BONDS. REBATE COMPUTATION PEFORMED ON JULY 1, 2013.
SERIES 2008B PART VI $217,677.34 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. REBATE COMPUTATION PERFORMED IN JULY 1, 2013.
SERIES 2009A NOTE 0 $4,102.38 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2009A 0 $290,489.17 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPEND ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2010AE PART III, LINE 8C $1,128,936 OF THE 2010AE BOND PROCEEDS WAS USED TO FINANCE VARIOUS PROPERTIES THAT HAVE BEEN SOLD TO A NONGOVERNMENTAL PERSON OTHER THAN A 501(C)(3) ORGANIZATION. REMEDIAL ACTION PURSUANT TO REGULATIONS 1.141-12 AND 1.145-2 HAS BEEN TAKEN WITH RESPECT TO ALL OF THESE SOLD PROPERTIES EXCEPT ONE, WHICH WAS FINANCED BY $4,500, OR 0.0%, OF THE 2010AE BOND PROCEEDS.
SERIES 2012 0 $3,193.27 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
Schedule K (Form 990) 2012

Additional Data


Software ID:  
Software Version:  

Schedule K
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Information on Tax Exempt Bonds
SchKMediumBullet 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
UPMC
 
Employer identification number
25-1423657
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
Yes No Yes No Yes No
A ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AZU3 06-17-2003 85,365,588 SERIES 2003B SEE SCHEDULE O   X   X   X
B ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AH25 05-23-2007 225,000,000 SERIES 2007A SEE SCHEDULE O   X   X   X
C ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AN36 03-27-2008 511,862,616 SERIES 2008A SEE SCHEDULE O   X   X   X
D ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AQ58 06-19-2008 260,712,669 SERIES 2008B SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925   03-24-2009 27,000,000 SERIES 2009A NOTE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AU87 06-03-2009 396,938,675 SERIES 2009A SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY83 03-24-2010 560,000,000 SERIES 2010B, C, D, F SEE SCHEDULE   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY34 03-24-2010 748,942,403 SERIES 2010AE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728A2M7 11-23-2011 107,026,893 SERIES 2011A SEE SCHEDULE O   X   X   X
MONROEVILLE FINANCE AUTHORITY
  		46-0569399 611530BC9 07-31-2012 389,110,690 SERIES 2012A SEE SCHEDULE 0   X   X   X
Part II
Proceeds
A B C D
1 Amount of bonds retired . . . . . . . . . . . . . . 64,630,000 195,975,000 53,320,000 140,580,000
2 Amount of bonds legally defeased . . . . . . . . . . . 0 0 0 0
3 Total proceeds of issue . . . . . . . . . . . . . . 83,365,588 511,879,113 260,930,346 748,942,403
4 Gross proceeds in reserve funds . . . . . . . . . . . . 0 0 0 0
5 Capitalized interest from proceeds . . . . . . . . . . . 0 0 0 0
6 Proceeds in refunding escrows . . . . . . . . . . . . 43,094,700 15,189,824 0 0
7 Issuance costs from proceeds . . . . . . . . . . . . 872,724 3,336,280 1,709,978 6,699,702
8 Credit enhancement from proceeds . . . . . . . . . . . 0 0 0 0
9 Working capital expenditures from proceeds . . . . . . . . . 0 0 0 0
10 Capital expenditures from proceeds . . . . . . . . . . . 12,900,925 64,814,970 140,162,295 0
11 Other spent proceeds . . . . . . . . . . . . . . 0 0 0 0
12 Other unspent proceeds . . . . . . . . . . . . . . 0 0 0 0
13 Year of substantial completion . . . . . . . . . . . . 2003 2008 2008 2010
Yes No Yes No Yes No Yes No
14 Were the bonds issued as part of a current refunding issue? . . . . . X   X   X   X  
15 Were the bonds issued as part of an advance refunding issue? . . . . . X     X   X   X
16 Has the final allocation of proceeds been made? . . . . . . . . X   X   X   X  
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . . X   X   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   X   X
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . . X   X   X   X  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50193E
Schedule K (Form 990) 2012
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   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   X   X  
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .   X   X   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? .                
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 . . SchKMediumBullet 0% 0% 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 . . . . . . . SchKMediumBullet 0.00000% 0.00000% 0.00000% 0.00000%
6 Total of lines 4 and 5 . . . . . . . . . . . . . . . 0% 0% 0% 0%
7 Does the bond issue meet the private security or payment test? . . . . .   X   X   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   X   X  
b If “Yes” to line 8a, enter the percentage of bond-financed property sold or disposed of. 0% 0% 0% 0%
c If “Yes” to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . . X   X   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   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   X   X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .   X   X   X X  
b Exception to rebate? . . . . . . . . X     X   X   X
c No rebate due? . . . . . . . . . .
  X X   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   X   X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?   X   X   X   X
b Name of provider . . . . . . . . . 0
  		0
  		0
  		 
 
c Term of hedge . . . . . . . . . .        
d Was the hedge superintegrated? . . . . . .                
e Was a hedge terminated? . . . . . . .                
Schedule K (Form 990) 2012
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   X   X
b Name of provider . . . . . . . . . 0
  		0
  		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   X   X
7 Has the organization established written procedures to monitor the requirements of section 148? . . . X   X   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   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
SERIES 2008A PART VI $16,497.08 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. THE 15,189,824 AMOUNT IN PART 2, LINE 6 REPRESENTS TRANSFERRED PROCEEDS FROM THE ACHDA SERIES OF 1996 CHILDREN'S HOSPITAL OF PITTSBURGH BONDS THAT WERE ADVANCE REFUNDED BY THE ACHDA SERIES UPMC SERIES 2002A BONDS THAT WERE SUBSEQUENTLY CURRENT REFUNDED BY THE ACHDA UPMC SERIES 2008A BONDS. REBATE COMPUTATION PEFORMED ON JULY 1, 2013.
SERIES 2008B PART VI $217,677.34 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. REBATE COMPUTATION PERFORMED IN JULY 1, 2013.
SERIES 2009A NOTE 0 $4,102.38 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2009A 0 $290,489.17 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPEND ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2010AE PART III, LINE 8C $1,128,936 OF THE 2010AE BOND PROCEEDS WAS USED TO FINANCE VARIOUS PROPERTIES THAT HAVE BEEN SOLD TO A NONGOVERNMENTAL PERSON OTHER THAN A 501(C)(3) ORGANIZATION. REMEDIAL ACTION PURSUANT TO REGULATIONS 1.141-12 AND 1.145-2 HAS BEEN TAKEN WITH RESPECT TO ALL OF THESE SOLD PROPERTIES EXCEPT ONE, WHICH WAS FINANCED BY $4,500, OR 0.0%, OF THE 2010AE BOND PROCEEDS.
SERIES 2012 0 $3,193.27 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
Schedule K (Form 990) 2012

Additional Data


Software ID:  
Software Version:  

Schedule K
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Information on Tax Exempt Bonds
SchKMediumBullet 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
UPMC
 
Employer identification number
25-1423657
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
Yes No Yes No Yes No
A ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AZU3 06-17-2003 85,365,588 SERIES 2003B SEE SCHEDULE O   X   X   X
B ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AH25 05-23-2007 225,000,000 SERIES 2007A SEE SCHEDULE O   X   X   X
C ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AN36 03-27-2008 511,862,616 SERIES 2008A SEE SCHEDULE O   X   X   X
D ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AQ58 06-19-2008 260,712,669 SERIES 2008B SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925   03-24-2009 27,000,000 SERIES 2009A NOTE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AU87 06-03-2009 396,938,675 SERIES 2009A SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY83 03-24-2010 560,000,000 SERIES 2010B, C, D, F SEE SCHEDULE   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY34 03-24-2010 748,942,403 SERIES 2010AE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728A2M7 11-23-2011 107,026,893 SERIES 2011A SEE SCHEDULE O   X   X   X
MONROEVILLE FINANCE AUTHORITY
  		46-0569399 611530BC9 07-31-2012 389,110,690 SERIES 2012A SEE SCHEDULE 0   X   X   X
Part II
Proceeds
A B C D
1 Amount of bonds retired . . . . . . . . . . . . . . 64,630,000 195,975,000 53,320,000 140,580,000
2 Amount of bonds legally defeased . . . . . . . . . . . 0 0 0 0
3 Total proceeds of issue . . . . . . . . . . . . . . 83,365,588 511,879,113 260,930,346 748,942,403
4 Gross proceeds in reserve funds . . . . . . . . . . . . 0 0 0 0
5 Capitalized interest from proceeds . . . . . . . . . . . 0 0 0 0
6 Proceeds in refunding escrows . . . . . . . . . . . . 43,094,700 15,189,824 0 0
7 Issuance costs from proceeds . . . . . . . . . . . . 872,724 3,336,280 1,709,978 6,699,702
8 Credit enhancement from proceeds . . . . . . . . . . . 0 0 0 0
9 Working capital expenditures from proceeds . . . . . . . . . 0 0 0 0
10 Capital expenditures from proceeds . . . . . . . . . . . 12,900,925 64,814,970 140,162,295 0
11 Other spent proceeds . . . . . . . . . . . . . . 0 0 0 0
12 Other unspent proceeds . . . . . . . . . . . . . . 0 0 0 0
13 Year of substantial completion . . . . . . . . . . . . 2003 2008 2008 2010
Yes No Yes No Yes No Yes No
14 Were the bonds issued as part of a current refunding issue? . . . . . X   X   X   X  
15 Were the bonds issued as part of an advance refunding issue? . . . . . X     X   X   X
16 Has the final allocation of proceeds been made? . . . . . . . . X   X   X   X  
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . . X   X   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   X   X
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . . X   X   X   X  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50193E
Schedule K (Form 990) 2012
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   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   X   X  
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .   X   X   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? .                
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 . . SchKMediumBullet 0% 0% 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 . . . . . . . SchKMediumBullet 0.00000% 0.00000% 0.00000% 0.00000%
6 Total of lines 4 and 5 . . . . . . . . . . . . . . . 0% 0% 0% 0%
7 Does the bond issue meet the private security or payment test? . . . . .   X   X   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   X   X  
b If “Yes” to line 8a, enter the percentage of bond-financed property sold or disposed of. 0% 0% 0% 0%
c If “Yes” to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . . X   X   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   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   X   X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .   X   X   X X  
b Exception to rebate? . . . . . . . . X     X   X   X
c No rebate due? . . . . . . . . . .
  X X   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   X   X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?   X   X   X   X
b Name of provider . . . . . . . . . 0
  		0
  		0
  		 
 
c Term of hedge . . . . . . . . . .        
d Was the hedge superintegrated? . . . . . .                
e Was a hedge terminated? . . . . . . .                
Schedule K (Form 990) 2012
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   X   X
b Name of provider . . . . . . . . . 0
  		0
  		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   X   X
7 Has the organization established written procedures to monitor the requirements of section 148? . . . X   X   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   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
SERIES 2008A PART VI $16,497.08 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. THE 15,189,824 AMOUNT IN PART 2, LINE 6 REPRESENTS TRANSFERRED PROCEEDS FROM THE ACHDA SERIES OF 1996 CHILDREN'S HOSPITAL OF PITTSBURGH BONDS THAT WERE ADVANCE REFUNDED BY THE ACHDA SERIES UPMC SERIES 2002A BONDS THAT WERE SUBSEQUENTLY CURRENT REFUNDED BY THE ACHDA UPMC SERIES 2008A BONDS. REBATE COMPUTATION PEFORMED ON JULY 1, 2013.
SERIES 2008B PART VI $217,677.34 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. REBATE COMPUTATION PERFORMED IN JULY 1, 2013.
SERIES 2009A NOTE 0 $4,102.38 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2009A 0 $290,489.17 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPEND ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2010AE PART III, LINE 8C $1,128,936 OF THE 2010AE BOND PROCEEDS WAS USED TO FINANCE VARIOUS PROPERTIES THAT HAVE BEEN SOLD TO A NONGOVERNMENTAL PERSON OTHER THAN A 501(C)(3) ORGANIZATION. REMEDIAL ACTION PURSUANT TO REGULATIONS 1.141-12 AND 1.145-2 HAS BEEN TAKEN WITH RESPECT TO ALL OF THESE SOLD PROPERTIES EXCEPT ONE, WHICH WAS FINANCED BY $4,500, OR 0.0%, OF THE 2010AE BOND PROCEEDS.
SERIES 2012 0 $3,193.27 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
Schedule K (Form 990) 2012

Additional Data


Software ID:  
Software Version:  

Schedule K
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Information on Tax Exempt Bonds
SchKMediumBullet 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
UPMC
 
Employer identification number
25-1423657
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
Yes No Yes No Yes No
A ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AZU3 06-17-2003 85,365,588 SERIES 2003B SEE SCHEDULE O   X   X   X
B ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AH25 05-23-2007 225,000,000 SERIES 2007A SEE SCHEDULE O   X   X   X
C ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AN36 03-27-2008 511,862,616 SERIES 2008A SEE SCHEDULE O   X   X   X
D ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AQ58 06-19-2008 260,712,669 SERIES 2008B SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925   03-24-2009 27,000,000 SERIES 2009A NOTE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AU87 06-03-2009 396,938,675 SERIES 2009A SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY83 03-24-2010 560,000,000 SERIES 2010B, C, D, F SEE SCHEDULE   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728AY34 03-24-2010 748,942,403 SERIES 2010AE SEE SCHEDULE O   X   X   X
ALLEGHENY COUNTY HOSPITAL DEVELOPMENT AUTHORITY
  		25-1327925 01728A2M7 11-23-2011 107,026,893 SERIES 2011A SEE SCHEDULE O   X   X   X
MONROEVILLE FINANCE AUTHORITY
  		46-0569399 611530BC9 07-31-2012 389,110,690 SERIES 2012A SEE SCHEDULE 0   X   X   X
Part II
Proceeds
A B C D
1 Amount of bonds retired . . . . . . . . . . . . . . 64,630,000 195,975,000 53,320,000 140,580,000
2 Amount of bonds legally defeased . . . . . . . . . . . 0 0 0 0
3 Total proceeds of issue . . . . . . . . . . . . . . 83,365,588 511,879,113 260,930,346 748,942,403
4 Gross proceeds in reserve funds . . . . . . . . . . . . 0 0 0 0
5 Capitalized interest from proceeds . . . . . . . . . . . 0 0 0 0
6 Proceeds in refunding escrows . . . . . . . . . . . . 43,094,700 15,189,824 0 0
7 Issuance costs from proceeds . . . . . . . . . . . . 872,724 3,336,280 1,709,978 6,699,702
8 Credit enhancement from proceeds . . . . . . . . . . . 0 0 0 0
9 Working capital expenditures from proceeds . . . . . . . . . 0 0 0 0
10 Capital expenditures from proceeds . . . . . . . . . . . 12,900,925 64,814,970 140,162,295 0
11 Other spent proceeds . . . . . . . . . . . . . . 0 0 0 0
12 Other unspent proceeds . . . . . . . . . . . . . . 0 0 0 0
13 Year of substantial completion . . . . . . . . . . . . 2003 2008 2008 2010
Yes No Yes No Yes No Yes No
14 Were the bonds issued as part of a current refunding issue? . . . . . X   X   X   X  
15 Were the bonds issued as part of an advance refunding issue? . . . . . X     X   X   X
16 Has the final allocation of proceeds been made? . . . . . . . . X   X   X   X  
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . . X   X   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   X   X
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . . X   X   X   X  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50193E
Schedule K (Form 990) 2012
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   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   X   X  
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .   X   X   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? .                
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 . . SchKMediumBullet 0% 0% 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 . . . . . . . SchKMediumBullet 0.00000% 0.00000% 0.00000% 0.00000%
6 Total of lines 4 and 5 . . . . . . . . . . . . . . . 0% 0% 0% 0%
7 Does the bond issue meet the private security or payment test? . . . . .   X   X   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   X   X  
b If “Yes” to line 8a, enter the percentage of bond-financed property sold or disposed of. 0% 0% 0% 0%
c If “Yes” to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . . X   X   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   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   X   X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .   X   X   X X  
b Exception to rebate? . . . . . . . . X     X   X   X
c No rebate due? . . . . . . . . . .
  X X   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   X   X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?   X   X   X   X
b Name of provider . . . . . . . . . 0
  		0
  		0
  		 
 
c Term of hedge . . . . . . . . . .        
d Was the hedge superintegrated? . . . . . .                
e Was a hedge terminated? . . . . . . .                
Schedule K (Form 990) 2012
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   X   X
b Name of provider . . . . . . . . . 0
  		0
  		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   X   X
7 Has the organization established written procedures to monitor the requirements of section 148? . . . X   X   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   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
SERIES 2008A PART VI $16,497.08 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. THE 15,189,824 AMOUNT IN PART 2, LINE 6 REPRESENTS TRANSFERRED PROCEEDS FROM THE ACHDA SERIES OF 1996 CHILDREN'S HOSPITAL OF PITTSBURGH BONDS THAT WERE ADVANCE REFUNDED BY THE ACHDA SERIES UPMC SERIES 2002A BONDS THAT WERE SUBSEQUENTLY CURRENT REFUNDED BY THE ACHDA UPMC SERIES 2008A BONDS. REBATE COMPUTATION PEFORMED ON JULY 1, 2013.
SERIES 2008B PART VI $217,677.34 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS. REBATE COMPUTATION PERFORMED IN JULY 1, 2013.
SERIES 2009A NOTE 0 $4,102.38 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2009A 0 $290,489.17 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPEND ACCORDING TO THE PURPOSE OF THE BONDS.
SERIES 2010AE PART III, LINE 8C $1,128,936 OF THE 2010AE BOND PROCEEDS WAS USED TO FINANCE VARIOUS PROPERTIES THAT HAVE BEEN SOLD TO A NONGOVERNMENTAL PERSON OTHER THAN A 501(C)(3) ORGANIZATION. REMEDIAL ACTION PURSUANT TO REGULATIONS 1.141-12 AND 1.145-2 HAS BEEN TAKEN WITH RESPECT TO ALL OF THESE SOLD PROPERTIES EXCEPT ONE, WHICH WAS FINANCED BY $4,500, OR 0.0%, OF THE 2010AE BOND PROCEEDS.
SERIES 2012 0 $3,193.27 WAS EARNED IN THE CONSTRUCTION FUND DURING CONSTRUCTION AND SPENT ACCORDING TO THE PURPOSE OF THE BONDS.
Schedule K (Form 990) 2012

Additional Data


Software ID:  
Software Version:  

Schedule L
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
Transactions with Interested Persons
MediumBullet 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
UPMC
 
Employer identification number

25-1423657
Part I
Excess Benefit Transactions (section 501(c)(3) and section 501(c)(4) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.
1(a) Name of disqualified person (b) Relationship between disqualified person and organization (c) Description of transaction (d) Corrected?
Yes No





2
Enter the amount of tax incurred by organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image$
 
3
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?
To From Yes No Yes No Yes No
Total ......Small Bullet $  
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
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?
Yes No
Part V
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule L (see instructions).
Identifier Return Reference Explanation
PART IV BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS   For purposes of Schedule L, UPMC has obtained and reported relevant information from interested persons including officers, key employees and directors of UPMC. Each of the transactions described in Schedule L part IV were negotiated at arm's length and are based upon fair value. In accordance with applicable policies and procedures, interested persons abstained from UPMC's decision making process with respect to each transaction. In the interest of full transparency the disclosure amounts include all UPMC system-wide activity (inclusive of UPMC and all subsidiaries) rather than only UPMC parent entity discrete activity. They also reflect transactions for which UPMC is the recipient of funds, as well as the payor of funds. (a)Name of Interested Person: Bank of New York Mellon (b)Relationship Between Interested Board Member Mark A. Nordenberg is Person and the Organization: A Board Member of Interested Person (c)Amount of Transaction: $2,980,607 (d)Description of Transaction: Bank Fees (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Bank of New York Mellon (b)Relationship Between Interested Board Member Mark A. Nordenberg is Person and the Organization: a Board Member of Interested Person (c)Amount of Transaction: $103,679 (d)Description of Transaction: Interest on Investments (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Rebecca Kaul (b)Relationship Between Interested Family member of UPMC Person and the Organization: President and CEO Jeffrey Romoff (c)Amount of Transaction: $436,346 (d)Description of Transaction: Compensation (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Scott Cindrich (b)Relationship Between Interested Family Member of UPMC Key Person and the Organization: Employee Robert Cindrich (c)Amount of Transaction: $170,703 (d)Description of Transaction: Compensation (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Andrew White (b)Relationship Between Interested Family Member of UPMC Board Person and the Organization Member Howard Hanna (c)Amount of Transaction $66,994 (d)Description of Transaction Compensation (e)Sharing of Organization Revenues No (a)Name of Interested Person: Pittsburgh Steelers Premium Seats LP (b)Relationship Between Interested Interested Person Entity Partially Person and the Organization: Owned by Board Member Robert Paul (c)Amount of Transaction: $127,748 (d)Description of Transaction: Event Seats (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: West Penn AAA (b)Relationship Between Interested Board Member Richard Person and the Organization: Hamilton is an Officer of Interested Person (c)Amount of Transaction: $457,548 (d)Description of Transaction: Space Rental (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: The Hite Company (b)Relationship Between Interested Board Member Alan Guttman Person and the Organization: is a Director of Interested Person (c)Amount of Transaction: $1,786,104 (d)Description of Transaction: Goods (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Chubb Group of Insurance Companies (b)Relationship Between Interested Board Member Martin McGuinn is a Person and the Organization: Board Member of Interested Person (c)Amount of Transaction: $278,134 (d)Description of Transaction: Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: ACE American Insurance Company (b)Relationship Between Interested Board Member Robert Hernandez is a Person and the Organization: Board Member of Interested Person (c)Amount of Transaction: $1,326,441 (d)Description of Transaction: Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Lia Pelusi (b)Relationship Between Interested Family Member of UPMC Board Member Person and the Organization: John H. Pelusi (c)Amount of Transaction: $74,571 (d)Description of Transaction: Compensation (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Giant Eagle Corporation (b)Relationship Between Interested Board Member Alan R. Guttman is a Person and the Organization: Board Member of Interested Person (c)Amount of Transaction: $257,077 (d)Description of Transaction: Merchandise (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: BlackRock Total Return Fund (b)Relationship Between Interested Board Member Robert Hernandez is a Person and the Organization: Board Member of Interested Person (c)Amount of Transaction: $251,867 (d)Description of Transaction: Investment Management Fees (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Ampco-Pgh. Corporation (b)Relationship Between Interested Board member Robert A. Paul is Person and the Organization: Chairman and CEO of interested person (c)Amount of Transaction: $1,209,304 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Bank of New York Mellon (b)Relationship Between Interested Board Member Mark A. Nordenberg is Person and the Organization: a Board Member of Interested Person (c)Amount of Transaction: $929,000 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Greycourt and Company (b)Relationship Between Interested Board member Mark J. Laskow is Person and the Organization: Managing Director of Interested Person (c)Amount of Transaction: $203,896 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Guyasuta Investment Advisors,Inc. (b)Relationship Between Interested Board Member Neil Y. Van Horn is Person and the Organization: Managing Director of Interested Person (c)Amount of Transaction: $136,247 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Hanna Holdings (b)Relationship Between Interested Board member Howard W. Hanna Person and the Organization: III is Chairman and CEO of Interested Person (c)Amount of Transaction: $801,570 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Howard Hanna Real Estate Associated (b)Relationship Beween Interested Board Member Howard W. Hanna III Person and the Organization: is Chairman and CEO of Interested Person (c)Amount of Transaction: $799,575 (d)Description of Transaction Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Holliday Fenoglio Fowler LP (b)Relationship Between Interested Board member John H. Pelusi Person and the Organization: Jr. is Managing Director of Interested Person (c)Amount of Transaction: $187,685 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Giant Eagle Corporation (b)Relationship Between Interested Board Member Alan R. Guttman is Person and the Organization: a Board Member of Interested Person (c)Amount of Transaction: $191,736 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: C.A. Curtze Company (b)Relationship Between Interested Board Member B. Scott Kern is Person and the Organization: Vice President of Interested Person (c)Amount of Transaction: $2,098,467 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No (a)Name of Interested Person: Echo Real Estate Services (b)Relationship Between Interested Board Member Robert Paul is a Person and the Organization Board Member of Interested Person (c)Amount of Transaction: $201,543 (d)Description of Transaction: Health Insurance (e)Sharing of Organizations Revenue: No
Schedule L (Form 990 or 990-EZ) 2012

Additional Data


Software ID:  
Software Version:  




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
UPMC
 
Employer identification number

25-1423657
Identifier Return Reference Explanation
PART I SUMMARY Line 1 - SUMMARY UPMC is the parent organization of a large integrated healthcare delivery system consisting of controlled subsidiaries within the meaning of Section 6033(h). UPMC'S primary mission is the ongoing support of all subsidiaries in order to assist them in accomplishing their exempt educational, healthcare, and research missions. Line 8 - Contributions and grants: Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report information related to its contributions and grants received on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the return of UPMC Group, EIN 20-8295721.
PART III STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS   UPMC is the premier integrated health system in western Pennsylvania and one of the nation's leading academic medical centers. Its central mission is to provide outstanding, accessible care to the people of this region, while shaping tomorrow's health care through clinical innovation, research and education. As the largest non-governmental employer in the Commonwealth - with more than 62,000 employees within the various controlled health care entities, UPMC encompasses 22 hospitals, more than 400 outpatient sites and doctors' offices, and retirement and long-term care facilities. By integrating its health care services with a major insurance division that is focused on promoting the health of its members, UPMC has advanced the quality and efficiency of health care, and developed internationally renowned programs in transplantation, cancer, neurosurgery, psychiatry, orthopaedics, and sports medicine, among others. These highly specialized services draw patients from across the nation and around the world. Closely affiliated with its academic partner, the University of Pittsburgh, UPMC regularly ranks as one of "America's Best Hospitals" in U.S. News & World Report's prestigious annual listing. UPMC's largest operating component is its Provider Services Division, encompassing a comprehensive array of clinical capabilities. Serving primarily western Pennsylvania, this division includes academic, community, and regional hospitals; pre- and post-acute care capabilities; specialty service lines such as transplantation services, women's health, behavioral health, pediatrics, cancer care, and rehabilitation services; contract services, such as emergency medicine, pharmacy, and laboratory; and nearly 3,500 employed physicians with associated practices. UPMC's organ transplant center is one of the largest and busiest in the world, performing more than 18,000 transplants since 1981. The UPMC Cancer Center network is also one of the largest, with more than 35 locations and 200 affiliated oncologists. UPMC's expertise in transplantation and oncology are key parts of its globalization efforts through its International and Commercial Services Division, which promotes the exchange of scientific knowledge worldwide while generating revenue that is reinvested in western Pennsylvania. In managing its global health enterprise, UPMC has taken a leadership role in good corporate governance practices - voluntarily achieving Sarbanes-Oxley certification for eight years in a row, publicly releasing quarterly financial results within 60 days of each quarter's close, and creating one of the most stringent industry relationship policies to ensure that pharmaceutical and medical device companies do not negatively influence patient care. These business practices set the stage for decision making that is good for UPMC and the communities it serves. High-Quality, Patient-Focused Care By leveraging resources and expertise across its global network, UPMC has achieved significant gains in the delivery of high-quality, patient-focused care. The Donald D. Wolff, Jr. Center for Quality, Safety, and Innovation supports the transformation and improvement of patient care delivery and outcomes - through partnerships with system leadership, dissemination of best practices, and use of advanced technology. The center's team consists of improvement specialists, systems analysts, a statistician and varied staff who focus on improving data quality and analytics, reducing readmissions and hospital-acquired infections, and increasing patient and employee satisfaction. System-wide quality initiatives in the last fiscal year included nearly 90 projects with notable strides in the areas of patient safety, blood management, patient satisfaction, data analytics and care coordination. This work spanned UPMC's hospitals, senior communities, international sites, the Physician Services Division and the UPMC Health Plan. Investments in Technology and Facilities Underpinning UPMC's quality and patient safety efforts is a robust technology infrastructure. In 2013, UPMC ranked No. 1 in the InformationWeek 500 listing of the nation's most innovative technology users across all industries. UPMC was also named one of the country's "Most Wired" health systems for the 15th consecutive year- the only health care organization to be consistently recognized with that distinction during that timeframe - according to Hospitals & Health Networks, the journal of the American Hospital Association (AHA). Over the past five years, UPMC has invested more than $1.3 billion in information technology to improve the care and safety of its patients, and its hospitals are among the most advanced users of electronic health records, as measured by HIMSS Analytics, a subsidiary of the Healthcare Information and Management Systems Society (HIMSS). Children's Hospital of Pittsburgh of UPMC was the first pediatric facility to reach Stage 7, the highest rating level given by HIMSS. UPMC is also partnering with leading technology companies to develop and commercialize the next generation of health care information technology. For instance, UPMC and General Electric are collaborating to develop new solutions in imaging informatics. Teams from UPMC and GE, working together at UPMC's Technology Development Center, will re-imagine imaging workflow using cloud-based technology to improve the way providers interpret, access and archive MRIs, CT scans and other imaging modalities. In keeping with its goal of ensuring access to high-quality health care throughout western Pennsylvania, UPMC also continues to invest in world-class facilities and clinical services. In Fiscal Year 2013, UPMC spent $503 million on capital improvement campaigns. Support for Research and Education In concert with its world-renowned academic partner, the University of Pittsburgh, UPMC is translating biomedical research into innovative clinical care, while training the clinicians and researchers who will advance health care in the decades to come. UPMC's financial support for research and education, primarily at the University of Pittsburgh, was $381 million in Fiscal Year 2013. UPMC's ongoing support has aided the University in being ranked among the top 10 recipients of National Institute of Health grants since 1998. This achievement keeps both organizations on the cutting edge of medical research, while bringing an additional $431 million of NIH funding to the region. The results of this research are widely shared with other scientists and researchers, leading to discoveries and improvements in health care practices that benefit the general public. UPMC also underwrites the training of nearly 1,800 medical residents and clinical fellows, operates three schools of nursing, offers a training program for radiology technicians, and coordinates a wide array of continuing medical education programs to allow the region's medical community to build its collective expertise. Caring for the Community In Fiscal Year 2013, UPMC spent $268 million in charity care and unreimbursed amounts for programs for the poor. There has been a major focus to ensure that UPMC's financial assistance program is easily accessible and user-friendly for patients in need. UPMC operates pursuant to an expansive financial assistance policy that extends free or discounted health services to uninsured and underinsured individuals and families earning up to 400 percent of the federal poverty level - as much as $94,200 for a family of four in 2013. This policy was deemed by an external study to constitute a "best practice" among hospital organizations.
PART III STATMENT OF PROGRAM SERVICE ACCOMPLISHMENTS CONTINUED   Additionally, in Fiscal Year 2013, UPMC spent $241 million to cover payment shortfalls, where the cost of service provided is greater than the reimbursement payment provided, for those enrolled by Medicare. UPMC annually provides or contributes to more than 3,000 community health improvement programs and subsidized services. Many of these programs target the unmet needs of vulnerable populations, addressing chronic health problems such as diabetes, heart disease, and cancer, as well as social issues such as teen pregnancy, violence against women, and elderly living alone. The cost of these services, along with charitable initiatives and donations that benefit the community, amounted to $238 million in Fiscal Year 2013. UPMC's contributions to western Pennsylvania go far beyond its traditional role as the region's largest provider of health care. A catalyst for economic improvement, UPMC is helping to develop a brighter future for the region, one built on medicine, research, and technology. This commitment includes a $100 million pledge to the Pittsburgh Promise - $90 million of which serves as a challenge grant to spur community-wide investment to raise a permanent endowment - to help students graduating from Pittsburgh Public Schools further their education after high school. UPMC has contributed $45.5 million to date. (An in-depth report on UPMC's comprehensive community benefits is available on its website.)
PART IV CHECKLIST OF REQUIRED SCHEDULES LINE 2 AND LINE 12 Line 2 - Contributions and grants: Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report information related to its contributions and grants on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the return of UPMC Group, EIN 20-8295721. LINE 12 - AN EXTERNAL AUDIT IS COMPLETED AT A CONSOLIDATED UPMC SYSTEM LEVEL ONLY, INCLUDING UPMC AND ALL TAXABLE AND TAX EXEMPT SUBSIDIARIES.
PART VI GOVERNANCE, MANAGEMENT, DISCLOSURE SECTION A,LINE 1,LINE 2, SECTION B, LINE 11,12C, 15A & B 16A & B SECTION A, LINE 1 ALTHOUGH THE UPMC BOARD OF DIRECTORS IS INDEPENDENT IN FACT, 3 OF THE BOARD MEMBERS ARE REQUIRED TO BE REPORTED AS NOT INDEPENDENT FOR FORM 990 PURPOSES AS A RESULT OF AFFILIATION WITH COMPANIES PURCHASING HEALTH INSURANCE FROM UPMC HEALTH PLAN ON THE SAME TERMS AS THOSE OFFERED TO THE GENERAL PUBLIC. SECTION A, LINE 2 DID ANY OFFICER, TRUSTEE, OR KEY EMPLOYEE HAVE A FAMILY RELATIONSHIP OR BUSINESS RELATIONSHIP WITH ANY OTHER OFFICER, DIRECTOR, TRUSTEE, OR KEY EMPLOYEE? FOR PURPOSES OF PART VI, LINE 2, UPMC HAS OBTAINED AND REPORTED RELEVANT INFORMATION FROM INTERESTED PERSONS INCLUDING DIRECTORS, OFFICERS, AND KEY EMPLOYEES OF UPMC AND OFFICERS AND KEY EMPLOYEES OF ALL GROUP SUBORDINATES, AND DIRECTORS OF GROUP SUBORDINATE ENTITIES WITH DECISION-MAKING BOARD AUTHORITY THAT IS INDEPENDENT FROM THAT OF UPMC PARENT. MULTIPLE UPMC OFFICERS, DIRECTORS, TRUSTEES, AND/OR KEY EMPLOYEES HAVE BUSINESS RELATIONSHIPS BY VIRTUE OF THE FACT THAT THEY ARE ALSO OFFICERS, DIRECTORS, TRUSTEES, AND/OR KEY EMPLOYEES OF UPMC SUBSIDIARIES AND AFFILIATES, WHICH ARE NOT SEPARATELY DISCLOSED BELOW. THE FOLLOWING UPMC OFFICERS, DIRECTORS, TRUSTEES, AND/OR KEY EMPLOYEES HAVE BUSINESS RELATIONSHIPS, AS REQUIRED TO BE DISCLOSED BY FORM 990 PART VI, SECTION A, LINE 2, BY VIRTUE OF THE FACT THAT THEY ARE ALSO OFFICERS, DIRECTORS, TRUSTEES, OR KEY EMPLOYEES OF OTHER UNRELATED TAXABLE ORGANIZATIONS. BOD MEMBER/OFFICER/KEY EMPLOYEE: MCCRADY RELATIONSHIP: BUSINESS ASSOCIATED PERSON: HAMILTON BOD MEMBER/OFFICER/KEY EMPLOYEE: HAMILTON RELATIONSHIP: BUSINESS ASSOCIATED PERSON: MCCRADY SECTION B, LINE 11 The completed Form 990 was reviewed by the Chief Financial Officer, members of the Corporate Tax Department, members of the Corporate Legal Department, and other members of UPMC management prior to its filing. Various sections of the 990 were also reviewed by the Chief Executive Officer and committees of the filing organization's Board of Directors, as applicable. For example, the Executive Compensation Committee of the Board reviewed sections related to compensation and related party transactions. In addition, the Board of Directors established a 990 Subcommittee, comprised of the Chairs of the Board, Executive Compensation Committee, Ethics and Compliance Committee, Finance Committee and Audit Committee, which reviewed the entire completed Form 990 prior to filing. Additionally, the Form 990 is reviewed by an outside independent public accounting firm who as part of the process signs the return as Paid Preparer. After this review but prior to filing, the full Board of Directors was notified that the completed Form 990 was available for review on the Board's secure website. Also prior to filing, management held a Form 990 question and answer session in which all members of the full Board were invited to participate. SECTION B, Line 12c: UPMC requires key employed and non-employed personnel to comply with its conflict of interest policies when they engage in UPMC-related business. Individuals covered by the policies include: -UPMC board members, corporate officers, and key employees -UPMC physicians and non-physician employees who hold a position of influence -Identified Non-employed members of the UPMC medical staff who hold a position of influence -Individuals conducting clinical research at UPMC, whether or not they are employed by UPMC. These individuals are required to complete a questionnaire at least annually, which along with other data is used to identify possible individual and institutional conflicts of interest. If a potential conflict is identified regarding a specific UPMC activity, the corporate compliance department, with the assistance of the legal department, either develops a written plan designed to prevent the conflict from influencing decisions related to that activity, or requires that the conflicting relationship be divested, as appropriate. For employed personnel and non-Board member, non-employed personnel, the conflict of interest identification and management process is ultimately overseen by an Ethics and Compliance committee of the UPMC board of directors on behalf of UPMC and all of its subsidiaries. Potential conflict of interest transactions involving UPMC Board members and entities with which they are affiliated are monitored and subject to pre-approval by the Governance and Nominating Committee of the UPMC Board of Directors. In addition to the general corporate and Board policies described above, UPMC has also developed and implemented a separate tax questionnaire distributed to Officers, Directors, Trustees, and Key Employees annually that specifically addresses disclosure requirements of Form 990. Section B, Line 15a and b: To support UPMC's mission and as set forth in the UPMC Bylaws, the Board of Directors has formed an Executive Compensation Committee ("Committee") and delegated to it the responsibility for establishment and implementation of officer and key employee total compensation programs. As part of this responsibility, at least annually, the Committee reports to the Board of Directors. With Board of Directors approval, the Committee has adopted a formal Charter, which includes the establishment of a compensation philosophy and related policies with respect to the total compensation paid by UPMC to its officers and key employees. The UPMC total compensation program for officers and key employees is predicated upon an incentive compensation component. This component is based upon the accomplishment of predetermined performance goals and objectives which focus on the achievement of multiple annual and three year individual and group performance criteria in the context of appropriate risk taking. These criteria directly support UPMC's mission and include: patient quality and satisfaction, community benefits, operational and financial strength, leadership development, and strategic business initiatives among others. The total compensation program is integrated with and reinforces the UPMC business planning cycle as well as management development and succession planning processes. It is the Committee's judgment that the structure of the total compensation program is vital to, and strongly supportive of, the high level of ongoing success of UPMC and fosters the retention of critical officer and key employee talent. The total compensation determination process utilized by the Committee is intended to satisfy the "rebuttable presumption of reasonableness" as set forth in the regulations to Section 4958 of the Internal Revenue Code ("Code"). This means that compensation programs and levels are approved in advance by the Committee which is composed entirely of outside Directors who do not have a conflict of interest, as defined by the Code, with respect to the compensation program and levels. The Committee obtains and relies upon a broad range of appropriate data as to comparability prior to making its determinations. The Committee then contemporaneously documents, in formal meeting minutes, the basis and reasons for its determinations. The total compensation program is designed and administered in accordance with the UPMC Bylaws, sound business practices, the tenets of common law business judgment and fiduciary responsibility as well as adherence to all relevant federal, state and local laws. In addition to Code Section 4958, as set forth above, this includes but is not limited to Code Section 501(c)(3) and the applicable regulations thereunder as well as all laws and regulations prohibiting private inurnment, private benefit transactions and discrimination. Further, the Committee has identified and adopted, as appropriately modified for UPMC, compensation program "best practices" from the business world e.g. Sarbanes Oxley, SEC, etc. The Committee believes that while these practices are not required in the tax exempt sector, they are in the best interests of the organization and further support UPMC's nonprofit mission. In accordance with the above, determination of total compensation for the CEO is made exclusively by the Committee. Determination of total compensation for other officers and key employees is recommended by the CEO and subject to review and approval by the Committee. The Committee, which meets at least four times a year, obtains professional advice from its own experts, including accountants, executive compensation consultants and legal counsel. SECTION B, LINE 16A AND B: UPMC has a formal written policy pertaining to joint ventures between UPMC Tax-Exempt entities and taxable entities. The policy employs an internal procedure for review of all transactions involving potential participation in joint ventures and similar arrangements to ensure that such entities operate in accordance with applicable IRS policies and within UPMC's charitable purposes.
PART VI GOVERNANCE, MANAGEMENT, DISCLOSURE   SECTION C, LINE 19 UPMC's Public Website (www.upmc.com) makes its financial results, conflict of interest process, and various information about governance and oversight available to the public. Additional information may be supplied upon specific request for data not posted to the web site.
PART VII COMPENSATION OF OFFICERS, DIRECTORS, TRUSTEES, KEY EMPLOYEES SECTION A AND SECTION B SECTION A Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report other information about officers, directors, trustees, key employees and certain other highly paid employees on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the return of UPMC Group, EIN 20-8295721. SECTION B Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report certain professional contractors and certain other contractors on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the group return of UPMC Group, EIN 20-8295721.
PART VIII STATEMENT OF REVENUE   Line 1 - Contributions and grants: Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report information related to its contributions and grants received on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the return of UPMC Group, EIN 20-8295721.
PART X BALANCE SHEET   SCHEDULE K PART I, DESCRIPTION OF PURPOSE, COLUMN (F) SERIES 2003B 6/17/2003 The proceeds from the sale of the Bonds were used by UPMC to undertake a project consisting of financing all or a portion of (1) the cost of refunding the Authority's Redeemed 1992B Bonds issued 12/31/1992; (2) the costs of refunding the Authority's outstanding Hospital Revenue Refunding bonds, Series 1992 issued 11/5/1992 (Magee-Womens Hospital Project) (the "Prior Magee Bonds"); (3) the costs of refunding the Butler County Industrial Development Authority's outstanding Health Center Revenue Refunding Bonds, Series 1993 issued 11/4/1993, Pittsburgh Lifetime Care Community (Sherwood Oaks Project) (the "Prior Sherwood Oaks Bonds", and together with the Prior Magee Bonds and the Redeemed 1992B Bonds, the "refunded bonds"); (4) the costs of acquiring, constructing and equipping certain renovations, improvements, and other capital expenditures relating to the facilities of the Corporation, including its Subsidiary Hospitals devoted to their tax-exempt purposes, including the reimbursement of prior capital expenditures; and (5) the payment of the costs of issuing the Bonds. SERIES 2004A 3/25/2004 The proceeds from the sale of the Series 2004A Bonds were used by UPMC to provide a portion of the funds necessary to undertake a project consisting of: (i) refinancing of (a) the Authority's Hospital Revenue Note, Series 2002 B-1 issued 10/31/2002 (St. Francis Acquisition Project) and (b) the Authority's Hospital Revenue Drawdown Note, Series 2002B-2 issued 10/31/2002 (Children's Hospital Renovations Project) (collectively, the Series 2002 Notes), and (ii) the financing of certain costs of construction of a new facility for the Corporation's affiliate, Children's Hospital of Pittsburgh of UPMC Health System, including the reimbursement of prior capital expenditures. The Series 2002 Notes will be repaid and cancelled on the date of issuance of the Series 2004A Bonds. All costs of issuance and accrued interest on the Series 2002 Notes shall be paid by UPMC. SERIES 2007A 5/23/2007 Refunded ACHDA Series 1997A bonds issued 4/17/1997; partly refunded ACHDA Series 1997B bonds issued 11/3/1997; financing the costs of acquiring, constructing, and equipping certain renovations, improvement and other capital expenditures of the Corporation. SERIES 2008A 03/27/2008 Refunded ACHDA Series 2002A Bonds issued 3/27/2002; refunded ACHDA Series 2003A Bonds issued 3/6/2003; refunded PHEFA Series 2003C bonds issued 12/11/2003; refunded ACHDA Series 2004B Bonds issued 11/18/2004; refunded ACHDA Series 2005A Bonds issued 11/17/2005; refunded ACHDA Series 2007A3 Bonds issued 5/23/2007; fund various capital projects. SERIES 2008B 06/19/2008 The proceeds from the sale of the 2008B Bonds were used by UPMC to undertake a project consisting of (i) the refunding of all of the Authority's (1) Health Center Revenue Refunding Bonds, Series 1992B issued 12/21/1992 (Presbyterian University Health System, Inc. Project); (2) Health Center Revenue Bonds, Series 1998A issued 4/2/1998 (UPMC Health System); and (3) Health Center Revenue Bonds, Series 1998 issued 3/24/1998 (Canterbury Place); (ii) the refunding of all of the Allegheny County Industrial Development Authority Variable Rate Demand Revenue Refunding Bonds, Series 2002C issued 12/5/2002 (UPMC Health System); (iii) financing costs of acquiring, constructing and equipping certain renovations, improvements and other capital expenditures relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes, including the reimbursement of prior capital expenditures, and (iv) the payment of the costs of issuing the 2008B Bonds. SERIES 2009 NOTE 03/24/2009 The proceeds of the Note will be loaned to UPMC pursuant to the Financing Agreement and used (a) to finance capital expenditures or reimburse UPMC for previously incurred capital expenditures for hospital and/or health care facilities (the "Projects"); and (b) to pay all or a portion of the costs of issuing the Note. SERIES 2009A 06/03/2009 The proceeds from the sale of the 2009A Bonds will be used by the Corporation to undertake all or a portion of a project consisting of (i) financing the costs of acquiring, constructing and equipping certain renovations, improvements and other capital expenditures relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes, including the reimbursement of prior capital expenditures, and (ii) the payment of the costs of issuing the 2009A Bonds. SERIES 2010B,C,D,F 3/24/2010 The Series 2010B,C,D,F Bonds were issued concurrently with the Series 2010A,E Bonds in order to refund approximately $1.1 billion aggregrate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010B,C,D,F will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010B,C,D,F. In conjunction with the issuance of the Series 2010B,C,D,F Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010B,C,D,F proceeds were used to refund the following bond issues: partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007; refunded part and reissued remaining ACHDA Series 2007B Bonds issued 7/18/2007; reissued ACHDA Series 2008 Note issued 12/8/2008. UPMC Bond Series 2010A,E Issuers: Allegheny County Hospital Development Authority Pennsylvania Higher Educational Facilities Authority Issuer EIN: 25-1327925 23-2243852 CUSIP# 01728A Y34 70917R YX7 SERIES 2010A,E 3/24/2010 The Series 2010A,E Bonds were issued concurrently with the Series 2010B,C,D,F bonds in order to refund approximately $1.1 billion aggregrate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010A,E bonds will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010A,E. In conjunction with the issuance of the Series 2010A,E Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010A,E proceeds were used to refund the following bond issues: refunded ACHDA Series 1988B Bonds issued 3/1/1988; refunded ACHDA Series 1990 Bonds issued 3/22/1990; partly refunded ACHDA Series Magee 1993 Bonds issued 7/28/1993; partly refunded ACHDA Series 1998 B Bonds issued 6/25/1998; partly refunded PHEFA Series 1999A Bonds issued 3/4/1999; refunded ACHDA Series 1999B Bonds issued 4/21/1999; partly refunded PHEFA Series 2001A Bonds Issued 6/5/2001; partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007. SERIES 2011A 11/23/2011 THE SERIES 2011A BONDS WERE ISSUED TO REPAY A DRAW ON A LINE OF CREDIT FACILITY IN THE AMOUNT OF $106,000,000 WHICH UPMC MADE TO PAY A PORTION OF THE PRINCIPAL OF THE ACHDA SERIES 2008A BONDS WHICH MATURED ON SEPTEMBER 1, 2011 AND PAY ALL OR A PORTION OF THE COSTS OF ISSUING THE 2011A BONDS.
PART X BALANCE SHEET   SERIES 2012 07/31/2012 CURRENT REFUNDING OF FOUR SERIES OF OUTSTANDING BONDS, CONSISTING OF (I) PHEFA sERIES 1999A ISSUED 3/4/1999, (II) ACHDA UPMC SENIOR COMMUNITIES, INC. SERIES 2003 ISSUED 7/1/2003, (III) ACIDA SERIES 2004A ISSUED 3/25/2004, AND (IV) ERIE COUNTY HOSPITAL AUTHORITY HAMOT HEALTH FOUNDATION SERIES 2008 ISSUED 7/1/2008; PAY THE COSTS OF THE CONSTRUCTION, ACQUISITION AND INSTALLATION OF VARIOUS CAPITAL IMPROVEMENTS TO BE LOCATED AT THE HEALTHCARE AND RELATED FACILITIES OR PORTIONS THEREOF OWNED AND OR OPERATED BY UPMC IN THE CITY OF PITTSBURGH AND THE MUNICIPALITY OF MONROEVILLE; AND PAY THE COSTS ASSOCIATED WITH THE ISSUANCE OF THE 2012 BONDS. SCHEDULE K, PART II, BOND SERIES 2007A BOND DEFEASANCE DISCLOSURE The 2007A bonds are comprised of three subseries which are the 2007A1, 2007A2 and 2007A3. The subseries 2007A2 was refunded by the Series 2010AE and the Series 2010BCDF bonds. The subseries 2007A3 was refunded by the Series 2008A bonds. The amounts on Schedule K Part 2, lines 1 through 7 were prorated by the remaining bond subseries 2007A1. and 2007A3. The subseries 2007A2 was refunded by the Series 2010AE and the Series 2010BCDF bonds. The subseries 2007A3 was refunded by the Series 2008A bonds. The amounts on Schedule K Part 2, lines 1 through 7 were prorated by the remaining bond subseries 2007A1.
PART XI RECONCILIATION OF NET ASSETS LINE 9 OTHER CHANGES IN NET ASSETS OR FUND BALANCES NET TRANSFERS FROM EXEMPT SUBSIDIARIES 61,601,208 MINIMUM PENSION LIABILITY ADJUSTMENT 44,317,660 OTHER CHANGES TO FUND BALANCE 255,841 ASSET IMPAIRMENT 11,456,565 TOTAL OTHER CHANGES IN NET ASSETS OR FUND BALANCES 117,631,274
PART XII FINANCIAL STATEMENTS AND REPORTING   QUESTION 2B AN EXTERNAL AUDIT IS COMPLETED AT A CONSOLIDATED SYSTEM LEVEL ONLY, INCLUDING UPMC AND ALL TAXABLE AND TAX-EXEMPT SUBSIDIARIES. SCHEDULE J COMPENSATION INFORMATION PURSUANT TO TREASURY REGULATION SECTION 1.6033-2(D)(5), UPMC HAS ELECTED TO REPORT COMPENSATION AND OTHER INFORMATION ABOUT OFFICERS, DIRECTORS, TRUSTEES, KEY EMPLOYEES AND CERTAIN OTHER HIGHLY PAID EMPLOYEES ON A CONSOLIDATED BASIS FOR ALL THE THE MEMBERS OF THE GROUP, INCLUDING THE PARENT ORGANIZATION, ON THE GROUP RETURN OF UPMC GROUP, EIN 20-8295721.
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:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.

OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
UPMC
 
Employer identification number

25-1423657
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?
Yes No
(1) UPMC SENIOR COMMUNITIES INC

600 GRANT STREET

PITTSBURGH,PA15219
25-1574736 		SR LIVING PA 501(c)(3) 9 UPMC
 
Yes
 
(2) PITTSBURGH LIFETIME CARE COMMUNITY

600 GRANT STREET

PITTSBURGH,PA15219
25-1335247 		CCRC PA 501(c)(3) 9 UPMC SENIOR
 
Yes
 
(3) CANTERBURY PLACE

600 GRANT STREET

PITTSBURGH,PA15219
25-0965334 		SR LIVING PA 501(c)(3) 11(A) I UPMC SENIOR
 
Yes
 
(4) SENECA PLACE

600 GRANT STREET

PITTSBURGH,PA15219
72-1562844 		SR LIVING PA 501(c)(3) 9 UPMC SENIOR
 
Yes
 
(5) SHADYSIDE HOSPITAL SUPPORTING FOUNDATION

600 GRANT STREET

PITTSBURGH,PA15219
26-0303394 		FOUNDATION PA 501(c)(3) 11(A) I NA
 
 
No
(6) UPMC LEE

600 GRANT STREET

PITTSBURGH,PA15219
25-0613830 		INACTIVE PA 501(c)(3) 3 UPMC
 
Yes
 
(7) COMMUNITY PHYSICIAN SERVICES INC

600 GRANT STREET

PITTSBURGH,PA15219
25-1722923 		INACTIVE PA 501(c)(3) 9 UPMC
 
Yes
 
(8) UNIVERSITY OF PITTSBURGH

4200 FIFTH AVENUE

PITTSBURGH,PA15260
25-0965591 		UNIVERSITY PA 501(c)(3) 2 NA
 
 
No
(9) PITTSBURGH CARE PARTNERSHIP INC

2400 ARDMORE BOULEVARD

PITTSBURGH,PA15221
25-1753852 		HEALTHCARE PA 501(c)(3) 9 UPMC
 
Yes
 
(10) UPMC CENTER FOR HIGH VALUE HEALTHCARE

600 GRANT STREET

PITTSBURGH,PA15219
45-2178782 		RESEARCH PA 501(c)(3) 7 UPMC
 
Yes
 
(11) CLINICALCONNECT HIE

600 GRANT STREET

PITTSBURGH,PA15219
27-4585032 		TECHNOLOGY PA 501(c)(3) 11(B)II UPMC
 
Yes
 
(12) UPMC HAMOT

201 STATE STREET

ERIE,PA16550
25-0965387 		HOSPITAL PA 501(c)(3) 3 UPMC
 
Yes
 
(13) KANE COMMUNITY HOSPITAL

4372 ROUTE 6

KANE,PA16735
25-0998168 		HOSPITAL PA 501(c)(3) 3 UPMC HAMOT
 
Yes
 
(14) REGIONAL HEALTH SERVICES INC

300 STATE STREET

ERIE,PA16507
25-1403958 		OUTPATIENT SV PA 501(c)(3) 9 UPMC HAMOT
 
Yes
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2012
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 V—UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) LILIANE S KAUFMANN MOB ASSOC

600 GRANT STREET
PITTSBURGH,PA15219
25-1551779 		MOB PA UPMC PRESBYSHA
  		RELATED 0 0   No   Yes   93.514 %
(2) SENECA HILLS ASSISTED LIVING LP

600 GRANT STREET
PITTSBURGH,PA15219
23-2873106 		ASST LIVING PA UPMC SR COMMUNI
  		RELATED 0 0   No   Yes   100.000 %
(3) ST MARGARET MEDICAL ARTS ASSOCIATES

600 GRANT STREET
PITTSBURGH,PA15219
25-1786655 		MOB PA UPMC SR COMMUNI
  		RELATED 0 0   No   Yes   100.000 %
(4) CORE NETWORK LLC

600 GRANT STREET
PITTSBURGH,PA15219
25-1786209 		PHYSICAL THER PA UPMC COMM PROVI
  		RELATED 0 0   No   Yes   76.009 %
(5) UPMC JEFFERSON REGIONAL HOME HEALTH LP

600 GRANT STREET
PITTSBURGH,PA15219
25-1844485 		HEALTHCARE SV PA UPMC COMM PROVI
  		RELATED 0 0   No   Yes   64.980 %
(6) LIFE HOME CARE LP

600 GRANT STREET
PITTSBURGH,PA15219
25-1847839 		HEALTHCARE SV PA UPMC COMM PROV
  		RELATED 0 0   No   Yes   100.000 %
(7) SHADYSIDE MEDICAL CENTER ASSOCIATES

600 GRANT STREET
PITTSBURGH,PA15219
25-1608318 		MOB PA MEDICAL CTR PRO
  		RELATED 0 0   No   Yes   100.000 %
(8) UPMC ITALY SRL

PIAZZA SETT ANGELI 10 90134
IT
HEALTHCARE IT UPMC OVERSEAS
  		RELATED 0 0   No   Yes   100.000 %
(9) CHARTWELL PA LP

600 GRANT STREET
PITTSBURGH,PA15219
25-1729714 		HOME THERAPY PA UPMC COMM PROV
  		RELATED 0 0   No   Yes   83.100 %
(10) HAMOT-KCH REAL ESTATE VENTURE LLC

300 STATE STREET
ERIE,PA16507
26-3691782 		MEDICAL OFFIC PA UPMC HAMOT
  		RELATED 0 0   No   Yes   100.000 %
(11) HAMOT SURGERY CENTER LLC

200 STATE STREET
ERIE,PA16557
25-1863661 		AMBULATORY SU PA UPMC HAMOT
  		RELATED 0 0   No   Yes   51.000 %
(12) LIFE CARE HOME SERVICES OF NW

1647 SASSAFRAS STREET
ERIE,PA16501
25-1536879 		HOME HEALTH S PA UPMC HAMOT
  		RELATED 0 0   No   Yes   100.000 %
(13) EPN-HAMOT URGENT CARE LLC

600 GRANT STREET
PITTSBURGH,PA15219
27-2147949 		URGENT CARE PA VARIOUS
  		RELATED 0 0   No 0 Yes   100.000 %
(14) MOUNTAIN VIEW MEDICAL ONCOLOGY

600 GRANT STREET
PITTSBURGH,PA15219
46-1449241 		HEALTHCARE PA UPMC MCKEESPORT
  		RELATED 0 0   No   Yes   51.000 %
Part IV
Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" to Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.)
(a)
Name, address, and EIN of
related organization
 		(b)
Primary activity
 		(c)
Legal
domicile
(state or foreign
country)
 		(d)
Direct controlling
entity
 		(e)
Type of entity
(C corp, S corp,
or trust) 		(f)
Share of total income
 		(g)
Share of end-of-year
assets
 		(h)
Percentage
ownership
 		(i)
Section 512(b)(13) controlled entity?
Yes No
(1) HC PHARMACY CENTRAL INC

60O GRANT STREET
PITTSBURGH,PA15219
25-1364192 		PHARMACY CO O PA VARIOUS
  		C 0 0 78.571 % Yes  
(2) CHILDREN'S COMMUNITY CARE

600 GRANT STREET
PITTSBURGH,PA15219
25-1781887 		PEDIATRIC SVC PA CHILDREN'S HOSP
  		C 0 0 100.000 % Yes  
(3) UPMC CANCER CENTERS IRELAND LIMITED

6TH FLOOR BEACON HOSPITAL
SANDYFORD   DUBLIN 18
EI
CANCER TREATM EI UPMC INT'L HOLD
  		C 0 0 100.000 % Yes  
(4) UPMC CANCER CENTERS HOLDING COMPANY INC

600 GRAMT STREET
PITTSBURGH,PA15219
25-1877017 		HOLDING CO PA UPMC
  		C 0 76,702,054 100.000 % Yes  
(5) HEMATOLOGY ONCOLOGY ASSOC

600 GRANT STREET
PITTSBURGH,PA15219
42-1648357 		HEALTHCARE PA UPMC CC HOLDING
  		C 0 0 100.000 % Yes  
(6) ONCOLOGY HEMATOLOGY ASSOC

600 GRANT STREET
PITTSBURGH,PA15219
25-1762980 		HEALTHCARE PA UPMC CC HOLDING
  		C 0 0 100.000 % Yes  
(7) TRI-STATE NEUROSURGICAL ASSOC-UPMC INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1458655 		HEALTHCARE PA UPMC CC HOLDING
  		C 0 0 100.000 % Yes  
(8) RENAISSANCE FAMILY PRACTICE-UPMC INC

600 GRANT STREET
PITTSBURGH,PA15219
26-2942406 		HEALTHCARE PA UPMC CC HOLDING
  		C 0 0 100.000 % Yes  
(9) UPMC HOLDING COMPANY INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1777713 		HOLDING CORP PA UPMC
  		C 23,978,567 299,820,341 100.000 % Yes  
(10) UPMC COVERAGE PRODUCTS INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1777710 		HOLDING CORP PA UPMC HOLDING CO
  		C 0 0 100.000 % Yes  
(11) FREEDOM INSURANCE COMPANY

600 GRANT STREET
PITTSBURGH,PA15219
03-0308944 		INSURANCE VT UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(12) TRI-CENTURY INSURANCE CO

600 GRANT STREET
PITTSBURGH,PA15219
25-1500739 		INSURANCE PA UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(13) UPMC INSURANCE AGENCY INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1883237 		INSURANCE PA UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(14) UPMC HEALTH BENEFITS INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1844144 		HEALTH INSURANCE PA UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(15) UPMC HEALTH NETWORK INC

600 GRANT STREET
PITTSBURGH,PA15219
72-1527566 		HEALTH INSURANCE PA UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(16) UPMC HEALTH PLAN INC

600 GRANT STREET
PITTSBURGH,PA15219
23-2813536 		HEALTH INSURANCE PA UPMC COV PRODS
  		C 0 0 88.660 % Yes  
(17) UPMC BENEFIT MANAGEMENT SERVICES INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1769564 		WORKER'S COMP PA UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(18) UPMC DIVERSIFIED SERVICES INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1778454 		HOLDING CORP PA UPMC HOLDING CO
  		C 0 0 100.000 % Yes  
(19) MONROEVILLE SPECIALTY CLINIC

600 GRANT STREET
PITTSBURGH,PA15219
25-1666087 		HEALTHCARE PA UPMC HOLDING
  		C 0 0 100.000 % Yes  
(20) MEDICAL ARCHIVAL SYSTEMS

600 GRANT STREET
PITTSBURGH,PA15219
23-2912501 		SOFTWARE DEV& DE UPMC HOLDING CO
  		C 0 0 90.000 % Yes  
(21) PRESBY HEALTH RESOURCE MGMT

600 GRANT STREET
PITTSBURGH,PA15219
25-1422155 		HEALTHCARE PA UPMC DIVERSIFIE
  		C 0 0 100.000 % Yes  
(22) BIOTRONICS INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1843500 		EQUIP MAINTEN PA UPMC DIVERSIFIE
  		C 0 0 100.000 % Yes  
(23) MEDICAL CENTER PROPERTIES INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1796940 		REAL ESTATE PA UPMC HOLDING CO
  		C 0 0 100.000 % Yes  
(24) RX PARTNERS INC

600 GRANT STREET
PITTSBURGH,PA15219
25-1801966 		RETAIL SERVIC PA UPMC DIVERSIFIE
  		C 0 0 100.000 % Yes  
(25) UPMC ENVIRONMENTAL RESEARCH CENTER

600 GRANT STREET
PITTSBURGH,PA15219
20-4309237 		INACTIVE PA STRAT BUSINESS
  		C 0 0 100.000 % Yes  
(26) ASKESIS DEVELOPMENT GROUP INC

600 GRANT STREET
PITTSBURGH,PA15219
54-1625585 		SOFTWARE DEVE DE NA
  		C 6,063,206 3,525,570 70.000 % Yes  
(27) PANTHER REINSURANCE COMPANY LTD

PO BOX 1109
GRAND CAYMAN,CAYMAN ISLANDS  
CJ
INSURANCE CJ CATHEDRAL (RE)
  		C 0 0 100.000 % Yes  
(28) FORBES REINSURANCE COMPANY LTD

PO BOX 1109
GRAND CAYMAN,CAYMAN ISLANDS  
CJ
INSURANCE CJ UPMC
  		C 47,299,841 161,239,105 100.000 % Yes  
(29) CATHEDRAL (RE)INSURANCE COMPANY LTD

PO BOX 1109
GRAND CAYMAN,CAYMAN ISLANDS  
CJ
INSURANCE CJ FORBES REINSURA
  		C 0 0 100.000 % Yes  
(30) UPMC INTERNATIONAL HEALTH INITIATIVES

600 GRANT STREET
PITTSBURGH,PA15219
84-1706741 		INACTIVE PA UPMC INT'L HOLD
  		C 0 0 100.000 % Yes  
(31) UPMC IRELAND LIMITED

6TH FLOOR BEACON HOSPITAL
SANDYFORD   DUBLIN 18
EI
HEALTHCARE SU EI UPMC INT'L HOLD
  		C 0 0 100.000 % Yes  
(32) UPMC UNITED KINGDOM LTD

C/O NAIRCO 11TH FLOOR WHITEFRIARS
LEWINS MEAD,BRISTOLBS1 2NT
UK
98-0571026 		SOFTWARE LICE UK UPMC INT'L HOLD
  		C 0 0 100.000 % Yes  
(33) UPMC CYPRUS HOLDINGS LTD

JULIA HOUSE 3 THEMISTOCLES DERVIS
NICOSIA   CY 1066
CY
HEALTHCARE SU CY UPMC INT'L HOLD
  		C 0 0 100.000 % Yes  
(34) UPMC CYPRUS LTD

JULIA HOUSE 3 THEMISTOCLES DERVIS
NICOSIA   CY 1066
CY
HEALTHCARE SU CY UPMC CYPRUS HOL
  		C 0 0 100.000 % Yes  
(35) UPMC BEACON SANDYFORD LIMITED

STE 36 BEACON HALL BEACON COURT
SANDYFORD   DUBLIN 18
EI
HOSPITAL OPER ID UPMC IRELAND LT
  		C 0 0 70.000 % Yes  
(36) UPMC BCS LIMITED

STE 36 BEACON HALL BEACON COURT
SANDYFORD   DUBLIN 18
EI
HOLDING COMPA EI UPMC BEACON SAN
  		C 0 0 100.000 % Yes  
(37) UPMC BMGS LIMITED

STE 36 BEACON HALL BEACON COURT
SANDYFORD   DUBLIN 18
EI
TRIOLOGY LEAS EI UPMC BEACON SAN
  		C 0 0 100.000 % Yes  
(38) UPMC BHSH LIMITED

BEACON HALL THE MALL AT BEACON CRT
SANDYFORD   DUBLIN 18
EI
HOLDING COMPA EI UPMC BEACON SAN
  		C 0 0 100.000 % Yes  
(39) KANE ANESTHESIA PROFESSIONAL SERVICES

4372 ROUTE 6
KANE,PA16735
05-0555457 		ANESTHESIA SV PA KANE COMMUNITY
  		C 0 0 100.000 % Yes  
(40) BAYFRONT REGIONAL DEVELOPMENT CORP

300 STATE STREET SUITE 100
ERIE,PA16507
25-1401388 		RE HOLDINGS C PA UPMC HAMOT
  		C 0 0 100.000 % Yes  
(41) BAYSIDE DEVELOPMENT CORP

300 STATE STREET SUITE 100
ERIE,PA16507
25-1401386 		REAL ESTATE/P PA BAYFRONT REG DE
  		C 0 0 100.000 % Yes  
(42) 21ST CENTURY BIODEFENSE INC

600 GRANT STREET
PITTSBURGH,PA15219
26-3806281 		HEALTHCARE PA UPMC
  		C 0 0 100.000 % Yes  
(43) EVOLENT HEALTH INC

600 GRANT STREET
PITTSBURGH,PA15219
45-3084136 		HEALTHCARE SU DE UPMC
  		C 8,365,175 9,781,721 60.000 % Yes  
(44) UPMC WORK ALLIANCE INC

600 GRANT STREET
PITTSBURGH,PA15219
45-2825053 		INSURANCE PA UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(45) UPMC CANADA TECHNOLOGIES LIMITED

600 GRANT STREET
PITTSBURGH,PA15219
 SOFTWARE CA UPMC INT'L HOLD
  		C 0 0 100.000 % Yes  
(46) ALLIED ORTHOPEDICS APPLIANCES INC

335 E 3RD STREET
JAMESTOWN,NY14701
16-1092951 		MED APPLIANCES PA LIFE CARE HOME
  		C 0 0 100.000 % Yes  
(47) UPMC HEALTH COVERAGE INC

600 GRANT STREET
PITTSBURGH,PA15219
46-2824537 		INSURANCE PA UPMC COV PRODS
  		C 0 0 100.000 % Yes  
(48) UPMC HEALTH OPTIONS INC

600 GRANT STREET
PITTSBURGH,PA15219
46-2824626 		INSURANCE PA UPMC HEALTH NET
  		C 0 0 100.000 % Yes  
Schedule R (Form 990) 2012
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
No
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 . . . . . . . . . . . . . . . . . . . . . . .
1a
Yes
 
b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
Yes
 
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
 
No
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
 
g Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
Yes
 
k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
 
No
m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1n
Yes
 
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
 
No
p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
Yes
 
q Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
Yes
 
r Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
 
No
s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1s
Yes
 
2
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) ASKESIS

 A 15,262 COST
(2) CENTER FOR EMERGENCY MEDICINE OF WESTERN PA

 A 1,878,948 COST
(3) COMMUNITY CARE BEHAVIORAL HEALTH ORGANIZATION

 A 4,035,289 COST
(4) MEDICAL ARCHIVAL SYSTEM INC

 A 142,947 COST
(5) PITTSBURGH LIFETIME CARE COMMUNITY

 A 866,454 COST
(6) SHADYSIDE MEDICAL CENTER ASSOCIATES

 A 180,852 COST
(7) CHARTWELL PA LP

 A 47,612 COST
(8) CHILDREN'S HOSPITAL OF PITTSBURGH OF THE UPMC

 A 286,894 COST
(9) CHILDREN'S COMMUNITY CARE

 A 123,773 COST
(10) CORE NETWORK LLC

 A 357,740 COST
(11) UPMC EAST

 A 143,355 COST
(12) EBENEFITS SOLUTIONS LLC

 A 103,892 COST
(13) UPMC EMERGENCY MEDICINE INC

 A 142,779 COST
(14) HC PHARMACY CENTRAL INC

 A 231,354 COST
(15) CLINICALCONNECT HIE

 A 31,654 COST
(16) UPMC COMMUNITY PROVIDER SERVICES

 A 290,591 COST
(17) UPMC BENEFIT MANAGEMENT SERVICES INC

 A 681,638 COST
(18) UPMC HEALTH PLAN INC

 A 5,830,022 COST
(19) LIFE HOME CARE LP

 A 45,777 COST
(20) MAGEE-WOMENS HOSPITAL OF UPMC

 A 209,265 COST
(21) UPMC VISITING NURSES ASSOCIATION

 A 31,145 COST
(22) ONCOLOGY-HEMATOLOGY ASSOCIATION INC

 A 31,122 COST
(23) UNIVERSITY OF PITTSBURGH CANCER INSTITUTE CAN

 A 562,780 COST
(24) UPMC PRESBYTERIAN SHADYSIDE

 A 6,255,725 COST
(25) STRATEGIC BUSINESS INITIATIVES LLC

 A 107,943 COST
(26) SBI QUALIFYING SOLUTIONS LLC

 A 342,283 COST
(27) UPMC ST MARGARET

 A 268,598 COST
(28) SIMMEDICAL LLC

 A 16,318 COST
(29) UNIVERSITY PITTSBURGH PHYSICIANS

 A 5,857,618 COST
(30) UPMC COMMUNITY MEDICINE INC

 A 826,802 COST
(31) MONROEVILLE SPECIALTY CLINIC INC

 A 829,133 COST
(32) TRI-STATE NEUROSURGICAL ASSOCIATES - UPMC

 A 11,247 COST
(33) UPMC EAST

 B 10,572,018 COST
(34) UPMC MERCY

 B 24,523,575 COST
(35) UPMC HAMOT

 B 25,729,629 COST
(36) UPMC MCKEESPORT

 B 9,402,840 COST
(37) UPMC PRESBYTERIAN SHADYSIDE

 B 2,750,683 COST
(38) UPMC BEDFORD

 B 858,363 COST
(39) UPMC BRADDOCK

 B 694,132 COST
(40) EPN - HAMOT URGENT CARE LLC

 B 335,019 COST
(41) KANE COMMUNITY HOSPITAL

 B 1,846,408 COST
(42) UNIVERSITY OF PITTSBURGH PHYSICIANS

 B 1,021,604 COST
(43) UPMC BEDFORD

 P 77,112 COST
(44) HC PHARMACY CENTRAL INC

 P 108,726 COST
(45) UPMC PRESBYTERIAN SHADYSIDE

 P 14,050 COST
(46) UNIVERSITY OF PITTSBURGH PHYSICIANS

 P 53,010 COST
(47) UNIVERSITY OF PITTS CANCER INST CANCER SVCS

 Q 836,707 COST
(48) UNIVERSITY OF PITTSBURGH PHYSICIANS

 Q 9,080,755 COST
(49) UPMC COMMUNITY PROVIDER SERVICES

 Q 1,151,320 COST
(50) UPMC COMMUNITY MEDICINE INC

 Q 1,311,858 COST
(51) UPMC HORIZON

 Q 650,445 COST
(52) UPMC BEDFORD MEMORIAL

 Q 359,916 COST
(53) UPMC NORTHWEST

 Q 551,202 COST
(54) MAGEE-WOMENS HOSPITAL OF UPMC

 Q 11,280,870 COST
(55) UPMC PASSAVANT

 Q 4,594,455 COST
(56) UPMC ST MARGARET

 Q 3,064,963 COST
(57) CHILDREN'S HOSPITAL OF PITTSBURGH OF UPMC

 Q 4,658,390 COST
(58) UPMC MCKEESPORT

 Q 839,396 COST
(59) UPMC MERCY

 Q 2,992,789 COST
(60) UPMC FOR YOU

 Q 902,395 COST
(61) COMMUNITY CARE BEHAVIORAL HEALTH

 Q 899,619 COST
(62) UPMC BENEFIT MANAGEMENT SERVICES INC

 Q 385,426 COST
(63) UPMC HEALTH PLAN INC

 Q 683,513 COST
(64) UPMC HEALTH NETWORK INC

 Q 662,615 COST
(65) CATHEDRAL (RE)INSURANCE COMPANY LTD

 Q 98,395 COST
(66) FORBES REINSURANCE COMPANY LTD

 Q 74,592 COST
(67) MONROEVILLE SPECIALTY CLINIC INC

 Q 69,131 COST
(68) TRI-STATE NEUROSURGICAL ASSOCIATES-UPMC INC

 Q 55,102 COST
(69) UPMC HOLDING COMPANY INC

 Q 1,088,836 COST
(70) RENAISSANCE FAMILY PRACTICE-UPMC INC

 Q 110,376 COST
(71) UPMC PRESBYTERIAN SHADYSIDE

 Q 33,858,208 COST
(72) UPMC EMERGENCY MEDICINE INC

 Q 55,969 COST
(73) UPMC EAST

 Q 489,507 COST
(74) ERIE PHYSICIANS NETWORK-UPMC INC

 Q 71,555 COST
(75) UPMC HAMOT

 Q 470,431 COST
(76) STRATEGIC BUSINESS INITIATIVES LLC

 Q 233,697 COST
(77) CHILDREN'S HOSPITAL OF PITTSBURGH OF UPMC

 S 19,321,030 COST
(78) UPMC HORIZON

 S 834,134 COST
(79) MAGEE-WOMENS HOSPITAL OF UPMC

 S 68,599,039 COST
(80) UPMC PASSAVANT

 S 26,702,461 COST
(81) UPMC NORTHWEST

 S 11,813,965 COST
(82) UPMC ST MARGARET

 S 5,540,428 COST
(83) COMMUNITY CARE BEHAVIORAL HEALTH ORGANIZATION

 S 5,365,360 COST
Schedule R (Form 990) 2012
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) 		(d)
Predominant income (related, unrelated, excluded from tax under section 512-514)

(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 V—UBI
amount in box 20
of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2012
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
SCHEDULE R - RELATED ORGANIZATIONS AND UNRELATED PARTNERSHIPS PART II - IDENTIFICATION OF RELATED TAX-EXEMPT ORGANIZATIONS THE FOLLOWING IS A LIST OF RELATED ORGANIZATIONS THAT ARE PART OF THE UPMC GROUP EXEMPTION: Community Family Health Centers University of Pitts. Cancer Institute Cancer Srvcs. University of Pittsburgh Physicians UPMC Community Provider Services UPMC Community Medicine, Inc. UPMC Emergency Medicine, Inc. UPMC Horizon UPMC Horizon Community Health Foundation UPMC International Holdings, Inc. UPMC Overseas, Inc. Cranberry Place Health Center Development Sugar Creek Station The Heritage Shadyside University Health Center of Pittsburgh UPMC Bedford Memorial UPMC Northwest UPMC Visiting Nurses Association UPMC Center for Health Security Magee-Womens Hospital of UPMC Passavant Professional Associates, Inc. UPMC Passavant UPMC St. Margaret Childrens' Hospital of Pittsburgh of UPMC UPMC Braddock UPMC McKeesport UPMC Occupational Medicine, Inc. UPMC Presbyterian Shadyside UPMC Mercy UPMC IMITS UPMC East UPMC FOR YOU, INC. Community Care Behavioral Health Organization Center for Emergency Medicine of Western PA Erie Physicians Network - UPMC, Inc. Donohue & Allen Cardiolgy - UPMC Inc.
PART V TRANSACTIONS WITH RELATED ORGANIZATIONS   PART V In general the cash management policy of UPMC is to transfer all excess funds available from exempt subsidiaries to UPMC, the parent entity. These are not considered a transfer of net assets for which disclosure is required if 25% or more of net assets are transferred.

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