TY 2012 Form 990

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) NORMAN F MITRY........................................................................ President & CEO	40.00 .......................	X	X	571,539	0	46,281
(2) RICHARD C HOGAN MD........................................................................ Director	2.00 .......................	X		0	318,850	30,205
(3) RICHARD KIM MD Director	2.00 .......................	X		0	0	0
(4) JAMES SCIBILIA MD........................................................................ Director	2.00 .......................	X		0	337,786	37,371
(5) LYNN GEORGE PHD........................................................................ Director	2.00 .......................	X		0	0	0
(6) ELISA DITOMMASO CPA........................................................................ Director	2.00 .......................	X		0	0	0
(7) A GARY CHACE........................................................................ Secretary	2.00 .......................	X	X	0	0	0
(8) GR ORR III........................................................................ Chair	2.00 .......................	X	X	0	0	0
(9) THOMAS R JOHNSON ESQ........................................................................ Director	2.00 .......................	X		0	0	0
(10) REBECCA POUNDS DDS........................................................................ Director	2.00 .......................	X		0	0	0
(11) DAVID MOTLEY........................................................................ Director	2.00 .......................	X		0	0	0
(12) ALEXANDER VASILAKIS MD........................................................................ Director	2.00 .......................	X		0	542,694	43,588
(13) TOM LEYDIG........................................................................ Director	2.00 .......................	X		0	0	0
(14) DENNIS PEGDEN PHD........................................................................ Vice Chair	2.00 .......................	X	X	0	0	0
(15) DAVID M RAFALKO MD........................................................................ Director	2 .......................	X
(16) JOHANNAH M ROBB CPA........................................................................ Treasurer	2 .......................	X	X
(17) SCOTT M ELSTE........................................................................ Director	2 .......................	X

(A) Name and business address	(B) Description of services	(C) Compensation
ALLSCRIPTS24630 NETWORK PLACECHICAGOIL60673	Computer Professional Services	2,916,172
WESTERN PENNSYLVANIA ANESTHESIA ASSOCPO BOX 643483PITTSBURGHPA15264	Professional Services	3,567,450
OHIO VALLEY PERFUSION ASSOCIATES INC628 SCOTT RIDGE RDHARMONYPA16037	Professional Services	747,975
EDGEWORTH DEVELOPMENT ASSOCIATES INCPO BOX 520JOHNSTOWNPA15907	Rent	577,678
ADVIZEX TECHNOLOGIES LLC774019 4019 SOLUTIONS CENTERCHICAGOIL60677	Professional Services	729,129
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 33

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
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	456,551	456,551
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16
4	Benefits paid to or for members
5	Compensation of current officers, directors, trustees, and key employees ....	4,952,060	0	4,952,060	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) ....
7	Other salaries and wages	158,487,342	157,426,844	1,060,498	0
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	9,778,235	9,778,235	0	0
9	Other employee benefits .......	22,474,800	22,474,800	0	0
10	Payroll taxes ...........	10,574,700	10,448,172	126,528	0
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	506,791	208,104	298,687	0
c	Accounting ...........	245,860	245,860	0	0
d	Lobbying ...........	19,013	0	19,013	0
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........
12	Advertising and promotion ....	217,064	217,064	0	0
13	Office expenses .......	1,283,029	1,283,029	0	0
14	Information technology ......	3,872,816	3,872,103	713	0
15	Royalties ..
16	Occupancy ...........	4,600,469	4,546,675	53,794	0
17	Travel ............	449,234	424,059	25,175	0
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....	123,936	123,936	0	0
20	Interest ...........	2,762,883	2,762,883	0	0
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	26,828,396	26,828,396	0	0
23	Insurance ..............
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	Medical and other Supplies	54,471,875	54,424,576	47,299	0
b	other outside services	29,498,222	29,139,283	358,939	0
c	drugs	13,912,433	13,912,433	0	0
d
e	All other expenses	15,971,853	15,772,773	199,080	0
25	Total functional expenses. Add lines 1 through 24e	361,487,562	354,345,776	7,141,786	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

Part X Balance Sheet Check if Schedule O contains a response to any question in this Part X ...............
	1	Cashnon-interest-bearing .............	5,406,794	1	2,265,908
2	Savings and temporary cash investments .........	5,108,633	2	4,737,144
3	Pledges and grants receivable, net ...........	252,474	3	266,608
4	Accounts receivable, net .............	39,078,150	4	52,384,850
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
			5
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
			6
7	Notes and loans receivable, net .............		7
8	Inventories for sale or use ..............	6,635,486	8	6,390,283
9	Prepaid expenses and deferred charges ..........	8,533,067	9	13,220,558
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	441,171,879
b	Less: accumulated depreciation .....	10b	270,528,969	163,789,077	10c	170,642,910
11	Investments—publicly traded securities ..........	140,035,609	11	122,434,793
12	Investments—other securities. See Part IV, line 11 .....	36,569,476	12	38,945,683
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........	641,605	15	548,894
16	Total assets. Add lines 1 through 15 (must equal line 34)......	406,050,371	16	411,837,631
	17	Accounts payable and accrued expenses .........	44,181,873	17	56,472,218
18	Grants payable .................		18
19	Deferred revenue ................		19
20	Tax-exempt bond liabilities .............	67,147,739	20	64,646,069
21	Escrow or custodial account liability. Complete Part IV of Schedule D..		21
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..........		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ....	10,203,610	24	10,290,553
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....................	98,371,028	25	65,470,943
26	Total liabilities. Add lines 17 through 25.........	219,904,250	26	196,879,783
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	171,133,804	27	199,734,928
28	Temporarily restricted net assets ...........	8,655,317	28	9,012,161
29	Permanently restricted net assets ...........	6,357,000	29	6,210,759
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances ...........	186,146,121	33	214,957,848
34	Total liabilities and net assets/fund balances ........	406,050,371	34	411,837,631

- TIN:

SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

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

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

See separate instructions.

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I

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

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

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

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

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

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

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

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

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

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

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

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

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

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

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

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

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

Type I

Type II

Type III - Functionally integrated

Type III - Non-functionally integrated

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

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

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

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

Yes

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

11g(i)

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

11g(ii)

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

11g(iii)

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

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


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2012

Page 2

Part II

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

Section A. Public Support

Calendar year (or fiscal year beginning in)		(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.	0

Section B. Total Support

Calendar year (or fiscal year beginning in)		(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...	0
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
11	Total support (Add lines 7 through 10).

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

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

Section C. Computation of Public Support Percentage

Public support percentage for 2012 (line 6, column (f) divided by line 11, column (f)) .........

0 %

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

16a

33 1/3% support test—2012. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2011. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2012. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2011. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

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

Schedule A (Form 990 or 990-EZ) 2012

Page 3

Part III

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

Section A. Public Support

Calendar year (or fiscal year beginning in)		(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.)	0

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2008	(b) 2009	(c) 2010	(d) 2011	(e) 2012	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

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

Section C. Computation of Public Support Percentage

Public support percentage for 2012 (line 8, column (f) divided by line 13, column (f)) .........

0 %

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

Section D. Computation of Investment Income Percentage

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

0 %

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

19a

33 1/3% support tests—2012. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ........ right arrow

33 1/3% support tests—2011. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ..... right arrow

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

Schedule A (Form 990 or 990-EZ) 2012

Page 4

Part IV

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

Facts And Circumstances Test

Explanation

Schedule A (Form 990 or 990-EZ) 2012

Additional Data

Software ID:	12000225
Software Version:

- TIN:

SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

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

Complete if the organization is described below. SchCMd Bullet

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

See separate instructions.

OMB No. 1545-0047

2012

Open to Public
Inspection

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

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

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

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

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

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

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

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I-A

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

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

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

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

Part I-B

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

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

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

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

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

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

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

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

Yes No

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

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

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2012

Page 2

Part II-A

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

A Check SchCMd Bullet

if the filing organization belongs to an affiliated group (and list in Part IV each affiliated group member's name, address, EIN, expenses, and share of excess lobbying expenditures).
B Check SchCMd Bullet

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

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

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

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

2a	Lobbying nontaxable amount

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

c	Total lobbying expenditures

d	Grassroots nontaxable amount

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

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2012

Page 3

Part II-B

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

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

(a)

Yes

(b)

Amount

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

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

Yes

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

Yes

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

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

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

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

Yes

19,013

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

Yes

55,309

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

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

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

74,322

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

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

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

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

Part III-A

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

Yes

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

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

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

Part III-B

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

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

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

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

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

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

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

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

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

Part IV

Supplemental Information

Complete this part to provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; Part II-A (affiliated group list); Part II-A, line 2; and Part ll-B, line 1. Also, complete this part for any additional information.

Identifier	Return Reference	Explanation
Pt II-B Line 1i		Other lobbying Activities: A portion of Hospital and
		HEALTH SYSTEM ASSOCIATION OF PA (HAP) DUES ARE LOBBYING EXPENSES. ADDITIONALLY, THE ORGANIZATION RETAINS THE LAW FIRM OF BUCHANAN INGERSOLL & ROONEY TO LOBBY ON THEIR BEHALF.

Schedule C (Form 990 or 990EZ) 2012

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .........
2	Aggregate contributions to (during year) ...
3	Aggregate grants from (during year) .....
4	Aggregate value at end of year ........

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements .......................	2a
b	Total acreage restricted by conservation easements ..................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register ....................	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet

Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .......................................

Yes No

In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.

If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:

(i)

Revenues included in Form 990, Part VIII, line 1 ........................ SchDMd Bullet

(ii)

Assets included in Form 990, Part X .............................. SchDMd Bullet

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:

Revenues included in Form 990, Part VIII, line 1 .......................... SchDMd Bullet

Assets included in Form 990, Part X ............................... SchDMd Bullet

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

Cat. No. 52283D

Schedule D (Form 990) 2012

Page 2

Part III

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

Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No

If "Yes," explain the arrangement in Part XIII and complete the following table:


c	Beginning balance .................................	1c
d	Additions during the year ..............................	1d
e	Distributions during the year .............................	1e
f	Ending balance ...................................	1f

Did the organization include an amount on Form 990, Part X, line 21? .....................

Yes No

If “Yes,” explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ........

Part V

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

		(a)Current year	(b)Prior year	b (c)Two years back	(d)Three years back	(e)Four years back
1a	Beginning of year balance ....	252,962,000	284,583,000	259,195,000	240,777,000	284,125,000
b	Contributions ........	2,107,000	4,416,000	4,906,000	4,160,000	846,000
c	Net investment earnings, gains, and losses	6,856,000	-26,958,000	27,943,000	28,999,000	-38,472,000
d	Grants or scholarships .....	39,000	1,087,000	21,000	21,000	21,000
e	Other expenditures for facilities and programs ........	16,594,000	6,712,000	5,978,000	13,230,000	4,884,000
f	Administrative expenses ....	1,875,000	1,280,000	1,462,000	1,490,000	817,000
g	End of year balance ......	243,417,000	252,962,000	284,583,000	259,195,000	240,777,000

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

Board designated or quasi-endowment SchDMd Bullet

93.700 %

Permanent endowment SchDMd Bullet

2.600 %

Temporarily restricted endowment SchDMd Bullet

3.700 %

The percentages in lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) unrelated organizations ........................

3a(i)

Yes

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

3a(ii)

Yes

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

Yes

Describe in Part XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment. See Form 990, Part X, line 10.

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	2,285,807		2,285,807
b	Buildings ................	145,091,196	81,930,530	63,160,666
c	Leasehold improvements ............	3,083,759	640,298	2,443,461
d	Equipment ................	272,718,537	184,133,035	88,585,502
e	Other .................	17,992,580	3,825,106	14,167,474
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				170,642,910

Schedule D (Form 990) 2012

Page 3

Part VII

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

(a) Description of security or category (including name of security)	(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
(3)Other (A) Interest in Assets Held by Foundations	9,926,921	F
(B) Other Investments	202,850	F
(C) Commingled Funds	21,103,045	C
(D) Alternative Investments	7,712,867	C





Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	38,945,683

Part VIII

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

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









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

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of liability		(b) Book value
Federal income taxes
Accrued pensions and other long term liabilities		62,710,234
Workers Comp Reserve Long Term		2,760,709







Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		65,470,943
2. Fin 48 (ASC 740) Footnote. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII .....................................................

Schedule D (Form 990) 2012

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1	Total revenue, gains, and other support per audited financial statements .......			1	359,245,303
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	359,245,303
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	577,643
c	Add lines 4a and 4b.......................			4c	577,643
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	359,822,946

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements ...........			1	361,334,162
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	361,334,162
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	153,400
c	Add lines 4a and 4b.......................			4c	153,400
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	361,487,562

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
Pt X Line 2		VMF qualifies as a tax-exempt organization under Section 501(c)(3) of
		THE INTERNAL REVENUE CODE (THE "CODE") AND, THERFORE, IS EXEMPT FROM INCOME TAX ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE CODE. VMF DOES NOT HAVE ANY MATERIAL UNDERTAIN TAX POSITIONS AS OF JUNE 30, 2013 AND 2012.
Pt XII Line 4b		Other Adjustments: Restricted Fund Expenses
Pt XI Line 4b		Other Adjustments: Restricted Fund Income
Pt V Line 4		Board designated assets are unrestricted funds under the control
		OF THE BOARD OF DIRECTORS. THE MAJORITY OF THESE FUNDS ARE HELD IN THE MASTER TRUST. THE REMAINING FUNDS ARE IN THE CHECKING AND MONEY MARKET ACCOUNTS. ALL INTEREST, REALIZED GAINS/LOSSES, AND UNREALIZED GAINS/LOSSES ASSOCIATED WITH THESE FUNDS REMAIN AS BOARD DESIGNATED FUNDS. DONOR RESTRICTED SPECIFIC PURPOSE FUNDS ARE COMPOSED OF BOTH TEMPORARY AND PERMANENTLY RESTRICTED FUNDS. ALL FUNDS EARN INTEREST, REALIZED GAINS/LOSSES, AND UNREALIZED GAINS/LOSSES. INTEREST CAN BE RESTRICTED BY THE DONOR

Schedule D (Form 990) 2012

Additional Data

Software ID:	12000225
Software Version:

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

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

Attach to Form 990. Right pointing arrow large image

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization
VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I

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

For grantmakers. Does the organization maintain records to substantiate the amount of the grants or

assistance, the grantees’ eligibility for the grants or assistance, and the selection criteria used to award

the grants or assistance? ...................................

Yes

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

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

(a) Region		(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(f) Total expenditures for and investments in region
	Central America	Investments	7,713,000
















3a	Sub-total .....		7,713,000
b	Total from continuation sheets to Part I ...
c	Totals (add lines 3a and 3b)		7,713,000

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

Schedule F (Form 990) 2012

Page 2

Part II

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

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

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

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

Schedule F (Form 990) 2012

Schedule F (Form 990) 2012Page 3

Part III

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

Part III can be duplicated if additional space is needed.

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

Schedule F (Form 990) 2012

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2012

Page 5

Part V

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

Identifier	ReturnReference	Explanation
Pt I Line 2		Valley Medical Facilities Inc. does not make grants outside the United States.

Schedule F (Form 990) 2012

Additional Data

Software ID:	12000225
Software Version:

- TIN:

SCHEDULE H (Form 990)

Department of the Treasury
Internal Revenue Service

Hospitals

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

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I

Financial Assistance and Certain Other Community Benefits at Cost

Yes

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

Yes

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

Yes

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

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

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

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

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

Yes

100% 150% 200% Other 30000.000 %

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

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

Yes

200% 250% 300% 350% 400% Other 45000.000 %

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

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

Yes

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

Yes

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

Yes

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

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

Yes

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

Yes

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

Financial Assistance and Certain Other Community Benefits at Cost

Financial Assistance and Means-Tested Government Programs		(c) Total community benefit expense	(d) Direct offsetting revenue	(e) Net community benefit expense	(f) Percent of total expense
a	Financial Assistance at cost (from Worksheet 1) ..	6,115,653		6,115,653	1.690 %
b	Medicaid (from Worksheet 3, column a) ....	35,145,690	21,236,495	13,909,195	3.850 %
c	Costs of other means-tested government programs (from Worksheet 3, column b) .
d	Total Financial Assistance and Means-Tested Government Programs .	41,261,343	21,236,495	20,024,848	5.540 %
Other Benefits		224,097	158,448	65,649	0.020 %
e	Community health improvement services and community benefit operations (from Worksheet 4) ..	224,097	158,448	65,649	0.020 %
f	Health professions education (from Worksheet 5) ..	1,424,133	954,758	469,375	0.130 %
g	Subsidized health services (from Worksheet 6) ..	444,668	269,903	174,765	0.050 %
h	Research (from Worksheet 7)
i	Cash and in-kind contributions for community benefit (from Worksheet 8)
j	Total. Other Benefits ..	2,092,898	1,383,109	709,789	0.200 %
k	Total. Add lines 7d and 7j .	43,354,241	22,619,604	20,734,637	5.740 %

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

Schedule H (Form 990) 2012

Page

Part II

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

		(c) Total community building expense	(e) Net community building expense	(f) Percent of total expense
1	Physical improvements and housing	3,510	3,510	0 %
2	Economic development	59,838	59,838	0.020 %
3	Community support	87,670	87,670	0.020 %
4	Environmental improvements
5	Leadership development and training for community members
6	Coalition building
7	Community health improvement advocacy
8	Workforce development
9	Other	6,667	6,667	0 %
10	Total	157,685	157,685	0.040 %

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

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

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

7,654,951

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

3,827,475

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

Section B. Medicare

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

160,532,189

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

167,696,595

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

-7,164,406

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

Cost accounting system Cost to charge ratio Other

Section C. Collection Practices

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

Yes

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

Yes

Part IV

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

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

Schedule H (Form 990) 2012

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest—see instructions) How many hospital facilities did the organization operate during the tax year?2 Name, address, and primary website address						Facility reporting group
1	HERITAGE VALLEY BEAVER 1000 DUTCH RIDGE ROAD BEAVER,PA15009	X	X	X	X	A
2	HERITAGE VALLEY SEWICKLEY 720 BLACKBURN ROAD SEWICKLEY,PA15143	X	X		X	A

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Section B. Facility Policies and Practices

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

	HERITAGE VALLEY BEAVER
Name of hospital facility or facility reporting group

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

Yes

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

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

Yes

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

A definition of the community served by the hospital facility

Demographics of the community

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

How data was obtained

The health needs of the community

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

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

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

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

Other (describe in Part VI)

Indicate the tax year the hospital facility last conducted a CHNA: 20 13

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

Yes

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

Yes

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

Yes

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

Hospital facility’s website

Available upon request from the hospital facility

Other (describe in Part VI)

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

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

Execution of the implementation strategy

Participation in the development of a community-wide plan

Participation in the execution of a community-wide plan

Inclusion of a community benefit section in operational plans

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

Prioritization of health needs in its community

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

Other (describe in Part VI)

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

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

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

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

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Financial Assistance Policy			Yes	No
9	Did the hospital facility have in place during the tax year a written financial assistance policy that:
	Explained eligibility criteria for financial assistance, and whether such assistance includes free or discounted care?	9	Yes
10	Used federal poverty guidelines (FPG) to determine eligibility for providing free care?...........	10	Yes
	If "Yes," indicate the FPG family income limit for eligibility for free care: 300% If "No," explain in Part VI the criteria the hospital facility used.
11	Used FPG to determine eligibility for providing discounted care?.................	11	Yes
	If “Yes,” indicate the FPG family income limit for eligibility for discounted care: 450% If "No," explain in Part VI the criteria the hospital facility used.
12	Explained the basis for calculating amounts charged to patients?.................	12	Yes
	If “Yes,” indicate the factors used in determining such amounts (check all that apply):
a	Income level
b	Asset level
c	Medical indigency
d	Insurance status
e	Uninsured discount
f	Medicaid/Medicare
g	State regulation
h	Other (describe in Part VI)
13	Explained the method for applying for financial assistance?...................	13	Yes
14	Included measures to publicize the policy within the community served by the hospital facility?.......	14	Yes
	If “Yes,” indicate how the hospital facility publicized the policy (check all that apply):
a	The policy was posted on the hospital facility’s website
b	The policy was attached to billing invoices
c	The policy was posted in the hospital facility’s emergency rooms or waiting rooms
d	The policy was posted in the hospital facility’s admissions offices
e	The policy was provided, in writing, to patients on admission to the hospital facility
f	The policy was available upon request
g	Other (describe in Part VI)
Billing and Collections
15	Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy (FAP) that explained actions the hospital facility may take upon non-payment?.......	15	Yes
16	Check all of the following actions against an individual that were permitted under the hospital facility's policies during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP:
a	Reporting to credit agency
b	Lawsuits
c	Liens on residences
d	Body attachments
e	Other similar actions (describe in Part VI)
17	Did the hospital facility or an authorized third party perform any of the following actions during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP?..........	17		No
	If “Yes,” check all actions in which the hospital facility or a third party engaged:
a	Reporting to credit agency
b	Lawsuits
c	Liens on residences
d	Body attachments
e	Other similar actions (describe in Part VI)

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

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

Notified individuals of the financial assistance policy on admission

Notified individuals of the financial assistance policy prior to discharge

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

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

Other (describe in Part VI)

Policy Relating to Emergency Medical Care

Yes

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

Yes

If “No,” indicate why:

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

The hospital facility’s policy was not in writing

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

Other (describe in Part VI)

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

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

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

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

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

Other (describe in Part VI)

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

If “Yes,” explain in Part VI.

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

If “Yes,” explain in Part VI.

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Section B. Facility Policies and Practices

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

	HERITAGE VALLEY SEWICKLEY
Name of hospital facility or facility reporting group

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

Yes

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

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

Yes

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

A definition of the community served by the hospital facility

Demographics of the community

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

How data was obtained

The health needs of the community

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

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

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

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

Other (describe in Part VI)

Indicate the tax year the hospital facility last conducted a CHNA: 20 13

Yes

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

Yes

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

Yes

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

Hospital facility’s website

Available upon request from the hospital facility

Other (describe in Part VI)

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

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

Execution of the implementation strategy

Participation in the development of a community-wide plan

Participation in the execution of a community-wide plan

Inclusion of a community benefit section in operational plans

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

Prioritization of health needs in its community

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

Other (describe in Part VI)

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

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

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

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Financial Assistance Policy			Yes	No
9	Did the hospital facility have in place during the tax year a written financial assistance policy that:
	Explained eligibility criteria for financial assistance, and whether such assistance includes free or discounted care?	9	Yes
10	Used federal poverty guidelines (FPG) to determine eligibility for providing free care?...........	10	Yes
	If "Yes," indicate the FPG family income limit for eligibility for free care: 300% If "No," explain in Part VI the criteria the hospital facility used.
11	Used FPG to determine eligibility for providing discounted care?.................	11	Yes
	If “Yes,” indicate the FPG family income limit for eligibility for discounted care: 450% If "No," explain in Part VI the criteria the hospital facility used.
12	Explained the basis for calculating amounts charged to patients?.................	12	Yes
	If “Yes,” indicate the factors used in determining such amounts (check all that apply):
a	Income level
b	Asset level
c	Medical indigency
d	Insurance status
e	Uninsured discount
f	Medicaid/Medicare
g	State regulation
h	Other (describe in Part VI)
13	Explained the method for applying for financial assistance?...................	13	Yes
14	Included measures to publicize the policy within the community served by the hospital facility?.......	14	Yes
	If “Yes,” indicate how the hospital facility publicized the policy (check all that apply):
a	The policy was posted on the hospital facility’s website
b	The policy was attached to billing invoices
c	The policy was posted in the hospital facility’s emergency rooms or waiting rooms
d	The policy was posted in the hospital facility’s admissions offices
e	The policy was provided, in writing, to patients on admission to the hospital facility
f	The policy was available upon request
g	Other (describe in Part VI)
Billing and Collections
15	Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy (FAP) that explained actions the hospital facility may take upon non-payment?.......	15	Yes
16	Check all of the following actions against an individual that were permitted under the hospital facility's policies during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP:
a	Reporting to credit agency
b	Lawsuits
c	Liens on residences
d	Body attachments
e	Other similar actions (describe in Part VI)
17	Did the hospital facility or an authorized third party perform any of the following actions during the tax year before making reasonable efforts to determine the patient’s eligibility under the facility’s FAP?..........	17		No
	If “Yes,” check all actions in which the hospital facility or a third party engaged:
a	Reporting to credit agency
b	Lawsuits
c	Liens on residences
d	Body attachments
e	Other similar actions (describe in Part VI)

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

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

Notified individuals of the financial assistance policy on admission

Notified individuals of the financial assistance policy prior to discharge

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

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

Other (describe in Part VI)

Policy Relating to Emergency Medical Care

Yes

If “No,” indicate why:

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

The hospital facility’s policy was not in writing

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

Other (describe in Part VI)

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

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

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

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

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

Other (describe in Part VI)

If “Yes,” explain in Part VI.

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

If “Yes,” explain in Part VI.

Schedule H (Form 990) 2012

Page

Part VFacility Information (continued)

Section C. Other Health Care Facilities That Are Not Licensed, Registered, or Similarly Recognized as a Hospital Facility (list in order of size, from largest to smallest) How many non-hospital health care facilities did the organization operate during the tax year?18
Name and address		Type of Facility (describe)
1	BEAVER -CALCUTTA IMAGING & LAB SERVICES 48462 BELL SCHOOL ROAD SUITE B EAST LIVERPOOL,OH43920	Laboratory and Imaging
2	BEAVER - HERITAGE VALLEY DIAGNOSTIC CENTER - ELLWOOD CITY 1677 STATE ROUTE 65 ELLWOOD CITY,PA16117	Diagnostic Center, Convenient Care
3	BEAVER - HERITAGE VALLEY DIAGNOSTIC CENTER - HOPEWELL 5000 INDUSTRIAL BOULEVARD ALIQUIPPA,PA15001	Diagnostic Center
4	BEAVER - WOMEN'S HEALTH CENTER 200 PLEASANT DRIVE ALIQUIPPA,PA15001	Imaging Services
5	BEAVER - FAMILY PRACTICE CENTER 1125 7TH AVENUE BEAVER FALLS,PA15010	Residency Program
6	BEAVER - HERITAGE VALLEY SIGNATURE REHAB 1030 BEANER HOLLOW ROAD BEAVER,PA15009	Rehabilitation Services
7	BEAVER - SIGNATURE REHAB - HOPEWELL 3000 INDUSTRIAL BLVD ALIQUIPPA,PA15001	Rehabilitation Services
8	BEAVER - HERITAGE VALLEY BADEN - LAB (PHLEBOTOMY) 220 OHIO RIVER BLVD BADEN,PA15005	Laboratory Services
9	SEWICKLEY - HERITAGE VALLEY HEALTH CENTER 935 THORN RUN ROAD MOON TWP,PA15108	Laboratory and Imaging, and Rehab, and Convenient Care
10	HERITAGE VALLEY ROBINSON TOWNSHIP 6521 STEUBENVILLE PIKE PITTSBURGH,PA15205	Laboratory and Imaging
11	SEWICKLEY- HERITAGE VALLEY REHABILITATION SERVICES - WEST ALLEGHENY SIGNATU 300 PENN LINCOLN DRIVE IMPERIAL,PA15126	Rehabilitation Services
12	SEWICKLEY - HERITAGE VALLEY HEALTH SYSTEM EDGEWORTH SQUARE 111 HAZEL LANE SEWICKLEY,PA15143	Behavioral Health Services
13	HERITAGE VALLEY SURGERY CENTER 1600 CORAOPOLIS HEIGHTS ROAD SUITE MOON TOWNSHIP,PA15108	Diagnostic Imaging, Surgery Center
14	HERITAGE VALLEY CHIPPEWA 2580 CONSTITUTION BLVD CHIPPEWA,PA15010	Laboratory and Imaging, and Rehab, and Convenient Care
15	HERITAGE VALLEY CRANBERRY TOWNSHIP 1185 FREEDOM ROAD CRANBERRY TOWNSHIP,PA16066	Laboratory Services
16	HERITAGE VALLEY LABORATORY DRAW SITE - HOPEWELL 2032 BRODHEAD ROAD ALIQUIPPA,PA15001	Laboratory Services
17	HERITAGE VALLEY LABORATORY DRAW SITE - LEETSDALE QUAKER VILLAGE SHOPPING CENTER LEETSDALE,PA15056	Laboratory Services
18	HERITAGE VALLEY LABORATORY DRAW SITE - SHARON ROAD BEAVER 605 SHARON ROAD BEAVER,PA15009	Laboratory Services

Schedule H (Form 990) 2012

Page

Part VI

Supplemental Information

Complete this part to provide the following information.

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

Identifier	ReturnReference	Explanation
		The Following explanations are relevant to both hospitals
		of the Organization:
		Heritage Valley, Beaver
		Heritage Valley, Sewickley
Pt I Line 3c		Part 1. Line 3C: The Organization provides charity care to
		qualifying individuals and families based on a sliding scale using
		Federal Health & Human Services Poverty Guidelines. Accounting for family
		size at 300% of the poverty level for free care, a 75% discount for
		families at 350%, a 50% discount for families at 400%
		and a 25% discount for families at 450%
Pt I Line 6a		Part 1 Line 6a See below Section VI about Community Benefit Report results.
Pt I Line 7g		Part 1 Line 7g Family Medicine & Family Planning Clinic Subsidy
Pt I Line 7		The costing methodology used to calculate the amounts reported on
		Part 1, Line 7 was based on the Organization's cost accounting system.
Pt III Line 2		Bad debt expense at cost was determined based on the cost to charge ratio under
		Generally Accepted Accounting Principles applied to the bad debt expense for the fiscal year.
Pt III Line 8		The Organization believes the entire shortfall of reimbursement
		versus cost ($7,164,406) should be considered community benefit
		since it results in a loss therefore lessening government burden. Costs associated with
		the shortfall were determined from the Organization's cost accounting system.
Pt III Line 9b		Within the Organization's bad debt/collection policy, there is
		reference to the fact that patients are provided several options,
		one of which being the application for Charity Care in satisfying the
		outstanding balance of their account. If the patient pursues Charity
		Care, there is a separate policy detailing the steps
		required to qualify for Charity Care.
Pt V Sec B 3		The Organization led a comprehensive Community Health Needs Assessment (CHNA)
		to evaluate the health needs of individuals living in the hospital service
		area including Beaver County and the selected municipalities located
		within Allegheny County beginning in 2012. The Organization contracted with
		reputable consulting firms to assist in completing the assessment.
		The purpose of the assessment was to gather information
		about local health needs and health behaviors.
		The assessment examined a variety of indicators including risky health behaviors
		(physical inactivity, tobacco use) and chronic health conditions (diabetes, heart disease).
		The completion of the CHNA enabled The Organization
		to take an in-depth look at its greater community. The findings from
		the assessment were utilized by The Organization to prioritize public health
		issues and develop a community health implementation plan focused on meeting community needs.
Pt VI Line 2		The Organization is committed to the people it serves and the communities they live in.
		Healthy communities lead to lower health care costs, robust community partnerships,
		and an overall enhanced quality of life. The CHNA Final Summary Report serves
		as a compilation of the overall findings of each research component.
		Research Components
		*Secondary Statistical Data Profile of Beaver County and the selected municipalities
		located within Allegheny County
		*Household Telephone Survey with 403 Community residents
		*Key Informant Interviews with 10 Community stakeholders
		*Focus Group Discussions with 10 providers and 28 Community residents
		---Key Informant Interviews---
		A survey was conducted by the consultants which included ten "Key Informants"
		from the area. Key informants were defined as Community stakeholders with expert knowledge
		including public health and health care professionals, social service providers, non-profit leaders,
		business leaders, faith-based organizations, and other area authorities.
		A total of 10 telephone interviews were conducted by the consultants during
		November 2012 to January 2013. It is important to note that the results reflect the perceptions of
		some community leaders, but may not necessarily represent all community representatives. To
		supplement the information gathered during the interviews, the consultants also
		conducted two focus group sessions with key informants.
		In April of 2013, 2 focus groups were held with other key informants totaling
		ten people and another group participated in a prioritization of the health needs identified
		through the Needs Assessment process.
Pt VI Line 3		The Organization is committed to assisting all self pay
		patients in applying for State Medicaid. Currently the Organization
		engages a third party service to interview and complete the Medicaid
		application on all patients admitted with no health insurance.
		During the application process, patients are made aware of the Charity care
		Program in the event they are denied State Medicaid. the financial
		information obtained during this process is used in determining if the
		patients qualify for the Charity Care Program.
		If the patient is denied for Medicaid, they receive monthly statements
		reflecting the outstanding balance owed. The Organization makes the
		patients aware of the Charity Care Program on the back side of all self pay
		patients statements. The statement directs all inquiries regarding Charity
		Care to the Patient Accounting Department. the patients are provided with
		the guidelines of the program at the point they contact Patient Accounting.
		This phone call usually results in the application along with the current
		guidelines being mailed to the patient for completion.
		In addition, reference to the Charity Care Program is included in the
		"Patient Guide" which is provided to all patients admitted.
Pt VI Line 4		The Organization defined their current service area based on an analysis of the
		geographic area where individuals utilizing The Organization health services
		reside. The Organization's primary service area is considered to be the Beaver
		County and the following municipalities located within Allegheny County:
		Aleppo Township
		Bell Acres Borough
		Coraopolis Borough
		Crescent Township
		Edgeworth Borough
		Findlay Township
		Glen Osborne Borough
		Glenfield Borough
		Haysville Borough
		Leet Township
		Leetsdale Borough
		Moon Township
		Neville Township
		North Fayette Township
		Oakdale Borough
		Sewickley Borough
		Sewickley Heights Borough
		Sewickley Hills Borough
		Selected Demographic & Behavioral Risk Factor Findings
		* Beaver County experienced a 5.8% decline in population between 2000
		and 2010, which was the opposite of both state and national trends.
		* In 2010, Beaver County had a higher percentage of individuals that
		were age 45+ than both Pennsylvania and nationwide.
		* Allegheny County has a higher portion of individuals that have received a
		Bachelor's degree or higher when compared to state and national averages.
		* In 2010, a lower percentage of children and families lived in poverty within
		Allegheny County (7.8%) and Beaver County (11.1%) than both the state of
		Pennsylvania (12.4%) and the nation (13.8%).
		* Beaver County has a higher percentage of mothers who smoked
		during pregnancy than the state of Pennsylvania.
		* The leading causes of death for both Allegheny and Beaver Counties were heart
		disease and cancer in 2010. The top three sites for cancer deaths were Lung &
		Bronchus, Colon & Rectum, and Female Breast.
		* In 2009, over a quarter of the population in Beaver County were obese and /or
		physically inactive. Given the higher than state average of persons diagnosed with
		diabetes in Beaver County that same year, this statistic is particularly concerning.
		Medically Underserved Areas (MUAs)
		MUAs in the Organization's primary service area include:
		* Beaver Falls (part)
		* Bridgewater
		* Aliquippa (part)
		* Coraopolis
		Heritage Valley Beaver and Heritage Valley Sewickley conducted the Needs Assessment
		jointly. Where possible, information about each hospital's service area was described
		separately. The Implementation Plans for each hospital were separate, but coordinated.
Pt II		Executive Summary - During Fiscal 2013, the Organization
		participated in over one hundred activities providing community benefit.
		A selection of these activities included:
		*Participated in sixty-five (65) major health fairs providing free
		screenings & health information.
		*Presented health & wellness information, including mental health
		issues, at various school & community group events.
		*Sponsored seven (7) monthly support groups and working with four (4)
		other monthly support groups.
		*Provided manikins to local first responder organizations for CPR
		Certification activities.
		*Day of caring participants - value of donated time - $9,337.
		*Participated in local school career days.
		*Provided free clinical services or donating medical equipment to
		several community not-for-profit organizations.
		The organization also subsidizes various programs that benefit both the
		health and well being of the patients in the communities we serve and the
		students seeking to further their education in the health services field.
		Examples of these programs include:
		* Family Medicine and Family Planning Clinics
		* School of Nursing
Pt VI Line 5		COMMUNITY HEALTH EDUCATION & OUTREACH
		*Maternal & Child health staff at Heritage Valley, Sewickley-conducted
		over thirty (30) sessions of different prenatal education topics
		and also provided support groups for pregnancy loss and new mothers.
		*Staff of the Community Health Services Department participated in
		fifty-four (54) health fairs/education sessions.
		*Car Seats are rented at discounted rates to parents in
		need for safe transport of newborns.
		*Family Medicine Residents provided free physicals and provided
		health education on smoking avoidance and sex education.
		* The Hospital Division Laboratory provided four hundred eighty six (486) legal alcohol test for area
		police departments and also assisted with student high school projects and community health fairs.
		*Womens's Health Center staff performed approximately seven-hundred twenty-five
		(725) osteoporosis health screenings at twenty two (22) community
		events or for patients and visitors at the Women's Health Center.
		*The Sterile Processing Department lends manikins to local
		fire departments, EMS units and police for CPR certification activities.
		*School of Nursing faculty and staff provided over two
		hundred eighty four (284) hours of community service at
		twenty-six (26) events.
		*Management and staff from several departments participated in
		local school career days.
		*Heritage Valley-Beaver Laboratory services worked with
		high school students on science fair projects.
		*Community groups use the conference center/education center
		at the hospitals for meetings; the pro-rated facility
		cost of these meetings was $5,833.
		COMMUNITY-BASED CLINICAL SERVICES
		*The Family Medicine Clinic (Beaver Falls) conducts free
		physicals for the foster grandparent program.
		*The Laboratory provided legal alcohol tests for area police departments at a testing cost of
		$4,617 and also spent $75 in supply costs for assisting with student high
		school projects and community health fairs for a total expense of $4,692.
		HEALTHCARE SUPPORT SERVICES
		*The Organization sponsors or works directly with seven (7) support
		groups that meet monthly at an Organization hospital or in the
		community; the Organization is involved in another four (4) support groups
		that meet monthly in various community settings.
		DONATIONS TO NOT-FOR-PROFIT ORGANIZATIONS
		*Payments to local municipalities (in lieu of taxes) - $59,838
		*Donation of a parcel of land on the Beaver Campus for the
		Brighton Township Volunteer Fire Department at a cost of $3,510.
		*The Organization sponsored events held by community
		not-for-profit organizations and donated $70,000 to these
		organizations (net of value received.)
		* Donation to Cameos of Caring - $2,500.
		* Donation of two (2) vehicles to the Make a Wish Foundation - $1,975
		MEDICAL EDUCATION
		*---SCHOOL OF NURSING SUBSIDY - $441,068
		The Organization serves as a site for numerous health
		and adminstrative/professional internships and administrating nursing
		students from Community College of Beaver County, Robert Morris
		University and Kent State University who use the Organization as a site for clinical
		training with no tuition or monetary reimbursement. Coordination
		of these unpaid internships requires approximately 750 hours
		of staff time, valued at $28,307.
		SUBSIDIZED HEALTH SERVICES
		*Family Medicine Clinic & Family Planning Clinic (Beaver Falls)
		- $174,765 loss. (excluding estimated Medicaid &
		Medicare underpayments separately reported)
		*Nutritional Counseling Services are subsidized - $65,649
		The Organization is committed to offering a robust range of services to meet community
		needs; therefore some services such as Emergency Department services &
		Maternal/Child Health services are operated with significant subsidies.
		MEDICAL STAFF PRIVILEGES
		In general, both the Beaver and Sewickley campuses have an open medical staff and
		privileges are granted to qualified physicians who meet established criteria. There
		are, however, certain departments and/or services that are closed due to contractual
		arrangements with third party providers. Four departments are closed. The emergency
		room department is closed to physicians who are employed by the Organization,
		and to physicians otherwise contracted by the Organization. For
		the departments of radiology, pathology and anesthesiology, the Organization
		has exclusive contracts with the contracting physician groups, and thus,
		privileges in these departments are limited to those physicians who have a contractual
		relationship with the group. In addition, the Organization has an exclusive
		contract with a third party provider for the provision of hospitalist services at the
		Beaver campus and has exclusive contracts with third party providers for the provision
		of telemedicine stroke services at each of the campuses.
		Quality Improvements in Patient Care
		Quality, Patient Safety, and Customer Satisfaction are defined as strategic
		imperatives in our the Organization. Compliance with National Patient Safety Goals
		exceeds 98% and CMS Core Measure compliance exceeds exceeds 99%. Core Measures are actively managed
		with enhanced reporting and engagement of nursing and physician staff. Performance improvement
		initiatives are ongoing in the areas of infection control, patient safety, and the
		customer experience. A renewed focus on service excellence culminated in the
		recruitment of the Organization's first Manager of Customer Experience.
		Consistent year-over-year improvement is being demonstrated on the Organizations balanced
		scorecard across all facets of Quality, Safety, and Customer Satisfaction.
		INVESTMENTS IN FACILITIES AND EQUIPMENT
		---The Organization has a significant capital budget, of approximately $30
		million annually, primarily funded by operating margins.
		---Both foundations support facility enhancements and equipment purchases.
		The Sewickley Valley Hospital Foundation supports initiatives
		such as the purchase of Cardiology and Operating Room equipment.
		Renovations of the Maternity Ward and educational equipment
		for the School of Nursing.
		Heritage Valley Beaver Foundation supports initiatives such as
		the purchase of cardiology and pediatric equipment.
		Renovations to the Education Center and a Van for the Clinic.
		MEDICAL EDUCATION
		The Organization has a Family Practice Residency Program in Beaver Falls,
		with an associated clinic, and a School of Nursing in Moon Township. Both
		affiliated foundations offer Nursing School scholarships.
		COMMUNITY HEALTH SERVICES
		Community Health Services is a robust set of programs and services that focus
		on families and individuals suffering from chronic illnesses.
		The benefits of these programs are demonstrated through
		clinical outcomes that relate to healthy living and improved functioning:
		---Pediatric Asthma
		---Diabetes
		---Pregnancy Health Services (Designed for high-risk pregnancies)
		---Community Advanced Illness (Palliative care for end of life services).
		---Childhood obesity
		---LifeSmart (pre-diabetes/obesity)
		---Smoking Cessation
		---Community Outreach Services
		---Community Crisis Counseling
		These services are supported through Grants from the Foundations.
Pt VI Line 6		Part VI Line 7: The Organization is a wholly owned subsidiary of
		Heritage Valley Health System, Inc. and provides inpatient and
		outpatient health care and related services to the residents of Beaver
		County, PA, and Northwestern Allegheny County, PA, and the surrounding
		areas through its two acute care hospitals: Heritage Valley, Beaver
		and Heritage Valley,Sewickley.
		The Organization is part of an independent, community-based
		health system, unaffiliated with any other health care system.
		The roles of the Organization and its affiliated foundations are
		documented elsewhere in this form. The contracted physician practices
		also participate in community health improvement efforts. Several
		physicians participated in the diabetes clinical program and several
		have met certain criteria to be identified under the NCQA's diabetes
		physician recognition program. Also, one of the senior pediatricians
		in Tri-State Pediatric Associates is a champion for the
		Organization's childhood obesity program.
Pt V Sec B 19d		Uninsured individuals are expected to pay the equivalent
		of the Medicaid DRG case rate payment for inpatient accounts
		and 45% of charges for outpatient accounts.
Pt V Sec B 4		Heritage Valley Sewickley
Pt V Sec B 4		Heritage Valley Beaver
Pt V Sec B 20d		Maximum amount charged to Inpatients is Medical Assistance Rates.
		Maximum amount charged to Outpatients is 45% of total charges.
Pt V Sec B 7		RATIONALE FOR COMMUNITY HEALTH NEEDS NOT ADDRESSED
		It is understood that in order to be the most effective and make the greatest impact,
		that not all community needs can be addressed at once. The Organization will continue to provide excellent
		quality of care and health literacy education to meet the wide array of health needs present
		among county residents. To allocate resources in an effort to impact the most pressing needs,
		the five key priority areas were identified.
		It is important to emphasize the criteria-driven approach that went into the selection
		of the priority issues. While the seriousness of the issue and ability to impact
		were the primary criteria for the quantitative ratings, additional criteria were
		included in the group discussion. These included the availability of proven best
		practices and prevention strategies, existing expertise and resources around
		any particular issue, and the opportunity for collective community buy-in or support
		to rally around a health priority. As a result, the Organization and its partners
		are confident that the prioritization process was a systematic, democratic, and thorough
		course of action.
		In total, nine key needs/themes were identified following the interpretation of the CHNA findings.
		A rationale for exclusion of the four issues not included in the final
		prioritized list of community needs is detailed below.
		Behavioral Health: The Organization currently provides both inpatient and
		outpatient behavioral health services to the community in collaboration with the County and
		other local providers that specialize in specific community-based supports, such as
		housing, case management, family support, respite care ,etc.
		Resource constraints do not permit expansion of these efforts.
		Drug and Alcohol Abuse: While the Organization will continue to provide supportive services to
		the community, as appropriate, however other providers specialize in this care and are better
		suited to address the initiatives related to drug and alcohol abuse in the community.
		Maternal Health: The Organization has many successful programs related to prenatal
		and maternal health which will continue to be offered to the community.
		Community Sustainability: The Organization will continue to support environmental
		responsibility and will encourage safe neighborhoods.
		The Organization does not have the resources or expertise needed to influence this need.
Pt III Line 4		Differences between amounts reimbursed and normal billing rates are charged to
		provisions for contractual allowances as a reduction to net patient service
		revenue. Accounts receivable are further reduced by an allowance for doubtful
		accounts. In evaluating the collectibiilty of accounts receivable,
		the Organization analyzes its past history and identifies trends for each of its major payor
		sources of patient service revenue to estimate the appropriate allowance for doubtful
		accounts and provision for bad debts. Management regularly reviews data about these major payor
		sources of patient service revenue in evaluating the sufficiency of the allowance
		for doubtful accounts. For receivables associated with services provided to patients
		who have third-party coverage, the Organization analyzes contractually due amounts
		and provides an allowance for doubtful accounts and a provision for bad debts, if
		necessary. For receivables associated with self-pay patients, which includes both
		patients without insurance and patients with deductible and copayment balances due for which
		third-party coverage exists for part of the bill, the Organization records a provision for bad
		debts in the period of service on the basis of its past experience, which
		indicates that many patients are unable or unwilling to pay the portion of
		their bill for which they are financially responsible. The difference between the standard rates
		or the discounted rates according to the Organization's charity care policy and the amounts actually
		collected after all reasonable collection efforts have been exhausted is charged off
		against the allowance for doubtful accounts.

Schedule H (Form 990) 2012

Additional Data

Software ID:	12000225
Software Version:

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

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

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

Attach to Form 990

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization
VALLEY MEDICAL FACILITIES INC

Employer identification number
25-1801532

Part I

General Information on Grants and Assistance

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

Yes No

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

Part II

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

(a) Name and address of organization or government	(b) EIN	(c) IRC Code section if applicable	(d) Amount of cash grant	(e) Amount of non-cash assistance	(f) Method of valuation (book, FMV, appraisal, other)	(g) Description of non-cash assistance	(h) Purpose of grant or assistance

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

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

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

Cat. No. 50055P

Schedule I (Form 990) 2012

Page 2

Part III

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

(a)Type of grant or assistance	(b)Number of recipients	(c)Amount of cash grant	(e)Method of valuation (book, FMV, appraisal, other)	(f)Description of non-cash assistance
(1) Tuition Reimbursement	21	67,781	FMV	N/A
(2) Educational Assistance	88	226,370	FMV	N/A
(3) Loan Forgiveness	3	9,000	FMV	N/A
(4) PHEAA/PELL Grants	79	153,400	FMV	N/A

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
Pt I Line 2		Educational Assistance is granted to active, eligible full-time and part-time
		employees. Current and future educational, training and staffing needs
		of the Organization are taken into consideration when granting educational assistance.
		The grade report for employees receiving educational assistance must show a grade of "C" or better
		for Undergraduate and a "B" or better for Graduate level courses.
Pt I Line 2		Loan Forgiveness - Scholarships are provided to individuals who are entering or those who are
		presently enrolled in Nursing School to obtain their RN License. The
		applicant mut submit proof of acceptance into Nursing School, copies of
		invoices, and proof of final grades maintaining at least a 2.0 GPA.
		Scholarship recipients are contractually bound to certain employment
		stipulations and if these obligations are not met, the scholarship must be repaid.
Pt I Line 2		Tuition Reimbursement - Provided to candidates employed as RNs by the
		Organization who are enrolled in the Penn State BSN Program. The
		receipient must be in good employment standing, and must submit proof of
		grades with at least a 2.0 GPA and invoice for tuition. Recipients are bound
		to certain employment stipulations, and if obligations are not met, the
		payment may be pro-rated.
Pt I Line 2		Pell is title IV funds provided by the Dept. of Education.
		PHEAA is state grant funds provided by PA.
		All funds are credited to student accounts.

Schedule I (Form 990) 2012

Additional Data

Software ID:	12000225
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet

Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
SchJMediumBullet

Attach to Form 990. SchJMediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain....

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

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2012

Page 2

Part II

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

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

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(1)NORMAN F MITRY	(i) (ii)	562,116		9,423		31,147	602,686
(2)RICHARD C HOGAN MD	(i) (ii)	311,350		7,500		18,815	337,665
(3)JAMES SCIBILIA MD	(i) (ii)	337,636		150		25,662	363,448
(4)ALEXANDER VASILAKIS MD	(i) (ii)	499,999		42,695		28,918	571,612
(5)STEPHANIE PERRY MD	(i) (ii)	252,323		22,500		11,700	286,523
(6)JOHN LUELLEN MD	(i) (ii)	371,664		6,567		30,961	409,192
(7)JOHN CINICOLA MD	(i) (ii)	380,000		5,501		28,357	413,858
(8)DANIEL BROOKS MD	(i) (ii)	276,322		4,705		28,730	309,757
(9)SHARON LOFTUS ESQ	(i) (ii)	274,039		5,889		15,008	294,936
(10)BRUCE E EDWARDS	(i) (ii)	263,846		5,076		29,000	297,922
(11)DAVID W CARLETON	(i) (ii)	249,040		4,327		38,249	291,616
(12)BRYAN J RANDALL	(i) (ii)	329,212		5,145		30,940	365,297
(13)THOMAS PANGBURN MD	(i) (ii)	342,025		21,427		30,939	394,391
(14)RONALD D LECKEY MD	(i) (ii)	291,408		28,762		30,877	351,047
(15)MICHAEL BARTON MD	(i) (ii)	226,878		56,701		30,827	314,406
(16)DAVID THIMONS DO	(i) (ii)	407,446		9,308		26,953	443,707
(17)EDWIN PAGE	(i) (ii)	260,613		21,242		29,014	310,869

Schedule J (Form 990) 2012

Page 3

Part III

Supplemental Information

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

Identifier	Return Reference	Explanation

Schedule J (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

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

Attach to Form 990. SchKMediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization
VALLEY MEDICAL FACILITIES INC

Employer identification number
25-1801532

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	THE HOSPITAL AUTHORITY OF THE COUNTY OF BEAVER	25-1247712	074863FX4	01-19-2012	72,496,375	Refund Issue Dated 08/4/1998		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	5,855,000
2 Amount of bonds legally defeased . . . . . . . . . . .
3 Total proceeds of issue . . . . . . . . . . . . . .	72,496,375
4 Gross proceeds in reserve funds . . . . . . . . . . . .
5 Capitalized interest from proceeds . . . . . . . . . . .
6 Proceeds in refunding escrows . . . . . . . . . . . .
7 Issuance costs from proceeds . . . . . . . . . . . .	840,042
8 Credit enhancement from proceeds . . . . . . . . . . .
9 Working capital expenditures from proceeds . . . . . . . . .
10 Capital expenditures from proceeds . . . . . . . . . . .
11 Other spent proceeds . . . . . . . . . . . . . .	71,656,333
12 Other unspent proceeds . . . . . . . . . . . . . .
13 Year of substantial completion . . . . . . . . . . . .
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X
15 Were the bonds issued as part of an advance refunding issue? . . . . .		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	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? . . . . . . .
2 Are there any lease arrangements that may result in private business use of bond-financed property? . . . . . . . . .

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

Cat. No. 50193E

Schedule K (Form 990) 2012

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .
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? . . . . . . . . . . . . . . . .
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .
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 . .	%		%		%		%
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 . . . . . . .	%		%		%		%
6 Total of lines 4 and 5 . . . . . . . . . . . . . . .	%		%		%		%
7 Does the bond issue meet the private security or payment test? . . . . .
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?. . . . . . . . . . . . . . . . .
b If “Yes” to line 8a, enter the percentage of bond-financed property sold or disposed of.	%		%		%		%
c If “Yes” to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .
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?

Part IV

Arbitrage

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

Schedule K (Form 990) 2012

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .		X
b Name of provider . . . . . . . . .
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
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	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

Part VI

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

Identifier	Return Reference	Explanation
		Part II, Column A, Line 11: The other spent proceeds relate to the
		refunding proceeds of the issue.

Schedule K (Form 990) 2012

Additional Data

Software ID:	12000225
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Attach to Form 990 or Form 990-EZ. MediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I

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

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

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

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

Part II

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

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






Total ...... $

Part III

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

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

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2012

Page 2

Part IV

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

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) LINDA MARSHALLRN	sister in law of Board member	34,793	Registered Nurse for Hospital		No

Part V

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

Identifier	Return Reference	Explanation
Part IV Line 1		Linda Marshall is sister in law of VMF board member Joan Marshall
		Linda worked for Heritage Valley, Sewickley as an R.N.

Schedule L (Form 990 or 990-EZ) 2012

Additional Data

Software ID:	12000225
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

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

Attach to Form 990 or 990-EZ.

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Identifier	Return Reference	Explanation
Pt VI, Line 6		Heritage Valley Health System is the sole member of Valley Medical Facilities
Pt VI, Line 7a		the Sole Member, Heritage Valley Health System, appoints the members of the governing body.
Pt VI, Line 7b		the Sole Member, Heritage Valley Health System, acting by and through its Board of Directors
		have exclusive power to:
		1. Elect all members to the Corporation's Board of Directors,
		with right to remove the elected Directors, with or without cause;
		2. Amend or approve amendments to the Corporation's
		Articles of Incorporation or Bylaws;
		3. Approve any voluntary dissolution, merger or consolidation of the Corpoartion; and
		4. Approve the creation or acquisition of any subsidiary or affiliate.
Pt VI, Line 11b		A draft of the completed Form 990 and all
		associated forms is made available electronically to all Board of
		Directors Members and Senior Management for review and comment prior to
		filing with the Internal Revenue Service (IRS). The Board of Directors
		has delegated the responsibility for review and approval of the Form 990 to the
		Finance Committee of the Board, which meets, reviews, and approves the
		Form 990 prior to filing.
Pt VI, Line 12c		Certain non-merit employees with job responsibilities
		that provide an opportunity to influence business decisions are required
		to sign the Conflict of Interest form annually. These Conflict of Interest
		statements are reviewed annually by the Department Director and System
		Director for Corporate Compliance to determine if a conflict exists.
Form 990, Part IX, Line 24f		TELEPHONE 1179012. 1179012. 0. 0. POSTAGE AND SHIPPING 282034. 282034. 0. 0. FEES, ADMIN AND OTHER 4941758. 4831456. 110302. 0. DUES 238423. 149738. 88685. 0. EQUIPMENT RENTAL AND MAINTENACE 9330626. 9330533. 93. 0.
		Any potential conflicts are referred to the appropriate Vice President and
		Human Resources to confirm and resolve the conflict.
		For Merit Employees, Conflict of Interest statements are reviewed annually by
		the Department Manager, Vice President or CEO. Any potential conflicts are
		managed by the CEO.
		Other Potentially Interested Parties, such as Board Members, Officers and
		Highly Compensated employees sign a statement annually which affirms such
		person has received a copy of the Conflict of Interest Policy, has read and
		understands the policy, has agreed to comply with the policy, and
		understands that the Organization is a charitable organization and that in
		order to maintain its Federal Tax Exemption it must engage primarily in
		activities which accomplish one or more of its tax exempt purposes. The
		Chairperson of the Board reviews annually a summary of the disclosure
		statements so that the Board Members are familiar with potential conflicts.
Pt VI, Line 12c		Section B Line 14- The Organization has a record retention policy which
		provides for the retention of business and medical records, including destruction.
Pt VI, Line 15a		Based on operational performance, there were no increases
Pt VI, Line 15b		provided to the Organization's CEO or other members of
		the Senior Management Team during this timeframe.
		In addition, there was no review conducted by independent persons.
Pt VI, Line 19		The Organization publishes condensed financial
		statements for public use on its website www.heritagevalley.org.
		Governing documents and policies, including conflicts of interest,
		are made available upon request.
Pt XI		Line #5. Other changes in net assets. Changes in restricted net assets.
		Pension obligation adjustment
Pt XII, Line 2c		The Organization has a committee that assumes
		responsibility for oversight of audit, review, or compilation of its
		financial statement and selection of an independent accountant.
		.
Pt VI, Line 2		Mary Kirsch, CPA, Board Member of the Organization
		is a Senior Financial Manager of Simio, LLC
		of which Dennis Pedgen, another Board Member of the Organization
		owns more than 35%.

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:	12000225
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBullet

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

VALLEY MEDICAL FACILITIES INC

Employer identification number

25-1801532

Part I

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

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

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) HERITAGE VALLEY SEWICKLEY FOUNDATION 420 ROUSER ROAD MOON TOWNSHIP,PA15108 25-1801533	FUNDRAISING	PA	501(c)3	11C	HERITAGE VALLEY HEALTH SYSTEM		No
(2) HERITAGE VALLEY BEAVER FOUNDATION 420 ROUSER ROAD MOON TOWNSHIP,PA15108 25-1441516	FUNDRAISING	PA	501(C)3	11C	HERITAGE VALLEY HEALTH SYSTEM		No
(3) HERITAGE VALLEY HEALTH SYSTEM INC 1000 DUTCH RIDGE ROAD BEAVER,PA15009 25-1441518	PARENT SUPPORTING ORG	PA	501(C)3	11C	NA		No
(4) VALLEY MEDICAL FACILITIES INC WORKERS COMPENSATION TRUST FUND 420 ROUSER ROAD MOON TOWNSHIP,PA15108 25-1463381	Provide Worker's Compensation Benefits	PA	501(C)3	11C	VALLEY MEDICAL FACILITIES INC	Yes
(5) HOSPITALITY SHOP OF SEWICKLEY VALLEY 720 BLACKBURN ROAD SEWICKLEY,PA15143 25-1012989	FUNDRAISING	PA	501(c)3	11c	HERITAGE VALLEY HEALTH SYSTEM		No
(6) THE MEDICAL CENTER AUXILIARY 1000 DUTCH RIDGE ROAD BEAVER,PA15009 25-1383145	FUNDRAISING	PA	501(c)3	11c	HERITAGE VALLEY HEALTH SYSTEM		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2012

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) CONSOLIDATED SUPPLY CHAIN SERVICES 420 ROUSER ROAD MOON TOWNSHIP,PA15108 27-1055405	Group Purchasing	PA	HERITAGE VALLEY HEALTH SYSTEM	excluded from tax				No			No	0 %
(2) HEALTHCARE SOFTWARE COLLABORATIVE LLC 720 BLACKBURN ROAD SEWICKLEY,PA15143 30-0475268	Information Technologies	PA	HERITAGE VALLEY HEALTH SYSTEM	excluded from tax				No			No	0 %
(3) EDGEWORTH COMMONS GROUP LLC 725 CHERRINGTON PARKWAY SUITE 200 MOON TOWNSHIP,PA15108 02-0713415	Surgery Center	PA	HERITAGE VALLEY HEALTH SYSTEM	excluded from tax				No			No	0 %

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets		Yes	No
(1) TRI-STATE OBSTETRICS & GYNECOLOGY 420 ROUSER ROAD MOON TOWNSHIP,PA15108 25-1776052	PHYSICIAN PRACTICE	PA	HERITAGE VALLEY HEALTH SYSTEM	C			0 %		No
(2) HERITAGE VALLEY PEDIATRICS INC 420 ROUSER ROAD MOON TOWNSHIP,PA15108 25-1775950	PHYSICIAN PRACTICE	PA	HERITAGE VALLEY HEALTH SYSTEM	C			0 %		No
(3) HERITAGE VALLEY MEDICAL GROUP INC 420 ROUSER ROAD MOON TOWNSHIP,PA15108 25-1775949	PHYSICIAN PRACTICE	PA	HERITAGE VALLEY HEALTH SYSTEM	C			0 %
(4) TRI-STATE GYNECOLOGY INC 420 ROUSER ROAD SUITE 201 MOON TOWNSHIP,PA15108 84-1647473	PHYSICIAN PRACTICE	PA	HERITAGE VALLEY HEALTH SYSTEM	C			0 %
(5) HERITAGE VALLEY INSURANCE COMPANY PO BOX 1051 GRAND CAYMAN CJ	PROFESSIONAL LIABILITY CAPTIVE	CJ	HERITAGE VALLEY HEALTH SYSTEM	C			0 %

Schedule R (Form 990) 2012

Page 3

Part V

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

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

Yes

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

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

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

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

Yes

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

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

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

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

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

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

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

Yes

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

Yes

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

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

Yes

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

(a) Name of other organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved

Schedule R (Form 990) 2012

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to Form 990, Part IV, line 37.)

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(e) Are all partners section 501(c)(3) organizations?		(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Schedule R (Form 990) 2012

Page 5

Part VII

Supplemental Information

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

Identifier	Return Reference	Explanation

Additional Data

Software ID:	12000225
Software Version:

1	Briefly describe the organization’s mission or most significant activities: To improve the health and well-being of all people in the communities we serve.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	23
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	17
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ......	5	3,504
6	Total number of volunteers (estimate if necessary) .............	6	170
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	5,127,865
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	-78,448

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	4,228,814	3,590,102
9	Program service revenue (Part VIII, line 2g) .........	347,210,883	328,548,761
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	7,530,506	7,027,706
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	15,724,428	20,656,377
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	374,694,631	359,822,946
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	594,324	456,551
14	Benefits paid to or for members (Part IX, column (A), line 4).....		0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	199,748,972	206,267,137
16a	Professional fundraising fees (Part IX, column (A), line 11e).....		0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	164,281,617	154,763,874
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	364,624,913	361,487,562
19	Revenue less expenses. Subtract line 18 from line 12.......	10,069,718	-1,664,616
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	406,050,371	411,837,631
21	Total liabilities (Part X, line 26).............	219,904,250	196,879,783
22	Net assets or fund balances. Subtract line 21 from line 20.....	186,146,121	214,957,848

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 353,023,069 including grants of $ ) (Revenue $ 327,594,004 )
	THE HOSPITALS COMPRISING VALLEY MEDICAL FACILITIES PROVIDE ROUTINE AND AUXILLARY MEDICAL/SURGICAL, PSYCHIATRIC, AND REHABILITATION SERVICES TO THE COMMUNITIES SERVED BY THE HOSPITALS REGARDLESS OF PATIENT'S ABILITY TO PAY. DURING THE FISCAL YEAR, THE HOSPITALS HAD 22,747 INPATIENT ADMISSIONS, 1,798 NEWBORN ADMISSIONS, AND 106,269 INPATIENT DAYS. THE FACILITIES ALSO ENCOUNTERED 101,454 EMERGENCY ROOM VISITS, 16,421 OUTPATIENT SURGERIES, 154 OPEN HEART PROCEDURES, 2,814 CARDIAC CATHETERIZATIONS AND 306,731 DIAGNOSTIC IMAGING PROCEDURES.

4b	(Code: ) (Expenses $ 1,322,707 including grants of $ ) (Revenue $ 954,757 )
	SCHOOL OF NURSING TO PROMOTE AND PROVIDE SUPPORT TO THE HOSPITALS.

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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses354,345,776

(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
(A) Name and Title
(18) LAURA A VASSAMILLET........................................................................ Director	2 .......................	X
(19) GARRY HOGAN........................................................................ Director	2 .......................	X
(20) MARY KIRSCH CPA........................................................................ Director	2 .......................	X
(21) THOMAS ARBOGAST ESQ........................................................................ Director	2 .......................	X
(22) JOAN MARSHALL ESQ........................................................................ Director	2 .......................	X
(23) STEPHANIE PERRY MD........................................................................ Director	2 .......................	X			274,823	22,497
(24) JOHN LUELLEN MD........................................................................ Chief Quality Officer	40 .......................		X	378,231		43,187
(25) JOHN CINICOLA MD........................................................................ Chief Medical Officer	40 .......................		X	385,501		40,738

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	4,418,682	1,474,153	667,038

				(A) Total revenue	(B) Related or exempt function revenue	(C) Unrelated business revenue	(D) Revenue excluded from tax under sections 512, 513, or 514
1a	Federated campaigns..1a
b	Membership dues....1b
c	Fundraising events....1c
d	Related organizations...1d
e	Government grants (contributions)1e		3,297,014

f	All other contributions, gifts, grants, and similar amounts not included above1f		293,088

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			3,590,102
			Business Code
2a	All other Patient Payments		900099	147,811,077		348,098
b	Medicare HMO Payments		900099	105,691,297
c	Medicare/Medicaid payments		900099	58,867,819
d	Medicaid HMO Payments		900099	16,178,568
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			328,548,761
3	Investment income (including dividends, interest, and other similar amounts).......			2,782,655			2,782,655
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	48,103,147
b	Less: cost or other basis and sales expenses	43,192,257	665,839
c	Gain or (loss)	4,910,890	-665,839
d	Net gain or (loss)..........			4,245,051			4,245,051
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..
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...
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..
Miscellaneous Revenue			Business Code
11a	Sale of Drugs		900099	4,774,243		4,774,243
b	Nursing Tuition		900099	759,113	759,113
c	Six-Sigma Training		900099	5,524		5,524
d	All other revenue ....			15,117,497	1,190,332		13,927,165
e	Total. Add lines 11a–11d ......			20,656,377
12	Total revenue. See Instructions......			359,822,946	330,150,108	5,127,865	20,954,871


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing .............			5,406,794	1	2,265,908
2	Savings and temporary cash investments .........			5,108,633	2	4,737,144
3	Pledges and grants receivable, net ...........			252,474	3	266,608
4	Accounts receivable, net .............			39,078,150	4	52,384,850
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
					5
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
					6
7	Notes and loans receivable, net .............				7
8	Inventories for sale or use ..............			6,635,486	8	6,390,283
9	Prepaid expenses and deferred charges ..........			8,533,067	9	13,220,558
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	441,171,879
b	Less: accumulated depreciation .....	10b	270,528,969	163,789,077	10c	170,642,910
11	Investments—publicly traded securities ..........			140,035,609	11	122,434,793
12	Investments—other securities. See Part IV, line 11 .....			36,569,476	12	38,945,683
13	Investments—program-related. See Part IV, line 11 .....				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			641,605	15	548,894
16	Total assets. Add lines 1 through 15 (must equal line 34)......			406,050,371	16	411,837,631
17	Accounts payable and accrued expenses .........			44,181,873	17	56,472,218
18	Grants payable .................				18
19	Deferred revenue ................				19
20	Tax-exempt bond liabilities .............			67,147,739	20	64,646,069
21	Escrow or custodial account liability. Complete Part IV of Schedule D..				21
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..........				22
23	Secured mortgages and notes payable to unrelated third parties ..				23
24	Unsecured notes and loans payable to unrelated third parties ....			10,203,610	24	10,290,553
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....................			98,371,028	25	65,470,943
26	Total liabilities. Add lines 17 through 25.........			219,904,250	26	196,879,783
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			171,133,804	27	199,734,928
28	Temporarily restricted net assets ...........			8,655,317	28	9,012,161
29	Permanently restricted net assets ...........			6,357,000	29	6,210,759
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds				32
33	Total net assets or fund balances ...........			186,146,121	33	214,957,848
34	Total liabilities and net assets/fund balances ........			406,050,371	34	411,837,631

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