TY 2014 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)	(F) Estimated amount of other compensation from the organization and related organizations
(1) Bonnie D Wetter........................................................................ Board Chair	0 .......................0	X	X		0	0
(2) James B Fisher........................................................................ Board Vice Chair	0 .......................0	X	X		0	0
(3) Steven M Eldred........................................................................ Board Treasurer	0 .......................0	X	X		0	0
(4) Russel Albert MD........................................................................ Board Secretary & Physician	40 .......................0	X	X		348,031	16,900
(5) G Curtis Lansbery........................................................................ Board Member	0 .......................0	X			0	0
(6) James L Packard........................................................................ Board Member	0 .......................0	X			0	0
(7) Mark Gliebe........................................................................ Board Member	0 .......................0	X			0	0
(8) Kendra Story........................................................................ Board Member	0 .......................0	X			0	0
(9) Leo Egbujiobi MD........................................................................ Board Member & Physician	40 .......................0	X			986,606	16,900
(10) Mario Rojas MD........................................................................ Board Member & Physician	40 .......................0	X			554,929	16,900
(11) Tejesh Patel MD........................................................................ Board Member & Physician	40 .......................0	X			310,463	16,900
(12) Timothy M McKevett........................................................................ Non Voting Board Member & System President & CEO	40 .......................0	X		X	426,838	236,013
(13) Kenneth Klein MD........................................................................ Vice President of Medical Affairs and Physician	40 .......................0			X	455,056	4,173
(14) William Groeper........................................................................ Vice President of Financial Services	40 .......................0			X	316,836	21,092
(15) Doris Mulder........................................................................ Vice President of Nursing Services	40 .......................0			X	251,468	191,210
(16) Jason Dotson........................................................................ Vice President of Physician Clinics	40 .......................0			X	231,232	15,030
(17) Thomas McCawley........................................................................ Vice President of Human Relations	40 .......................0			X	151,498	0

(A) Name and business address	(B) Description of services	(C) Compensation
Amphion Medical Solutions 8301 Excelsior Drive Madison,WI53717	Coding Services	796,428
Southern WI Emergency Association 1664 N Randall Janesville,WI53545	Trauma Physicians	468,250
Michael Kaye MD, 370 Stark Road Milton,WI53563	Psychology Services	139,400
Hall Render Killian Heath & Lyman PSC 39778 Treasury Center Chicago,IL60694	Legal Consulting	137,003
WIPFLI 10000 Innovation Drive Suite 250 Milwaukee,WI53226	Auditing Services	133,400
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 5

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 domestic organizations and domestic governments. See Part IV, line 21 ....
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ....
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16 ............
4	Benefits paid to or for members ....
5	Compensation of current officers, directors, trustees, and key employees ....	4,585,164	2,427,557	2,157,607
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 ....	83,979,637	69,645,020	14,334,617
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	2,601,575	2,117,682	483,893
9	Other employee benefits .......	26,793,014	21,809,513	4,983,501
10	Payroll taxes ...........	5,342,947	4,349,159	993,788
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	310,386		310,386
c	Accounting ...........	45,100		45,100
d	Lobbying ...........
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) ....	7,485,681	6,562,188	923,493
12	Advertising and promotion ....	1,872,017	1,535,054	336,963
13	Office expenses .......	29,254,046	26,106,805	3,147,241
14	Information technology ......	4,489,709	3,681,561	808,148
15	Royalties ..
16	Occupancy ...........	6,209,409	5,091,715	1,117,694
17	Travel ............	389,230	264,742	124,488
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....	66,320	10,921	55,399
20	Interest ...........	3,696,104	3,030,805	665,299
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	10,067,927	8,255,700	1,812,227
23	Insurance ..............	1,124,253	510,098	614,155
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	WI Provider Tax	5,070,582	5,070,582	0
b	Equipment Rental and Maintenance	4,668,110	2,604,219	2,063,891
c	Other Purchased Services	3,254,831	1,042,631	2,212,200
d	Collection Expense	492,418	0	492,418
e	All other expenses	218,284	92,764	125,520
25	Total functional expenses. Add lines 1 through 24e	202,016,744	164,208,716	37,808,028	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 or note to any line in this Part X ..............
	1	Cash–non-interest-bearing .............	15,650	1	17,450
2	Savings and temporary cash investments .........	19,747,149	2	30,179,515
3	Pledges and grants receivable, net ...........		3
4	Accounts receivable, net .............	31,034,864	4	22,275,177
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 .............	798,601	7	606,137
8	Inventories for sale or use ..............	3,147,664	8	3,794,628
9	Prepaid expenses and deferred charges ..........	1,513,223	9	1,647,386
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	225,812,784
b	Less: accumulated depreciation .....	10b	112,774,038	114,827,401	10c	113,038,746
11	Investments—publicly traded securities ..........	48,730,090	11	51,524,350
12	Investments—other securities. See Part IV, line 11 .....		12
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............	3,370,000	14	3,300,000
15	Other assets. See Part IV, line 11 ...........	8,979,461	15	7,556,713
16	Total assets. Add lines 1 through 15 (must equal line 34)......	232,164,103	16	233,940,102
	17	Accounts payable and accrued expenses .........	25,086,905	17	25,377,531
18	Grants payable .................		18
19	Deferred revenue ................	4,334,603	19	3,314,270
20	Tax-exempt bond liabilities .............	74,515,982	20	75,630,085
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 ..	4,524,867	23	1,197,303
24	Unsecured notes and loans payable to unrelated third parties ....		24
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....................	7,151,508	25	16,185,493
26	Total liabilities. Add lines 17 through 25.........	115,613,865	26	121,704,682
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	116,550,238	27	112,235,420
28	Temporarily restricted net assets ...........	0	28	0
29	Permanently restricted net assets ...........	0	29	0
	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 ...........	116,550,238	33	112,235,420
34	Total liabilities and net assets/fund balances ........	232,164,103	34	233,940,102

- 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.
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Attach to Form 990 or Form 990-EZ.
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Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization

BELOIT HEALTH SYSTEM INC

Employer identification number

39-1028081

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 in lines 11a through 11d that describes the type of supporting organization and complete lines 11e, 11f, and 11g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations .............................

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

(i)Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i)Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2014

Page 2

Part II

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

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6	Public support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
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 section 501(c)(3) organization, check this box and stop here........................................ right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2014 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2013 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2014. 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—2013. 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—2014. 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 VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2013. 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 VI 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) 2014

Page 3

Part III

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

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3	Gross receipts from activities that are not an unrelated trade or business under section 513..
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge..
6	Total. Add lines 1 through 5.
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons...
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public support (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(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 VI.) ..
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 section 501(c)(3) organization,
check this box and stop here............................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2014 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2013 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2014 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2013 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2014. 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—2013. 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) 2014

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 11 of Part I. If you checked 11a of Part I, complete Sections A and B. If you checked 11b of Part I, complete Sections A and C. If you checked 11c of Part I, complete Sections A, D, and E. If you checked 11d of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked 11a or 11b in Part I, answer (b) and (c) below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations....

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer (b) and (c) below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed, (ii) the reasons for each such action, (iii) the authority under the organization's organizing document authorizing such action, and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (a) its supported organizations; (b) individuals that are part of the charitable class benefited by one or more of its supported organizations; or (c) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in IRC 4958(c)(3)(C)), a family member of a substantial contributor, or a 35-percent controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part II of Schedule L (Form 990).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined in line 9(a)) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined in line 9(a)) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of IRC 4943 because of IRC 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization?

11a

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

11b

A 35% controlled entity of a person described in (a) or (b) above? If “Yes” to a, b, or c, provide detail in Part VI.

11c

Schedule A (Form 990 or 990-EZ) 2014

Page 5

Part IV

Supporting Organizations (continued)

Section B. Type I Supporting Organizations

Yes

Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (1) a written notice describing the type and amount of support provided during the prior tax year, (2) a copy of the Form 990 that was most recently filed as of the date of notification, and (3) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in (2), did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer (a) and (b) below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described in (a) constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer (a) and (b) below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI the role played by the organization in this regard.

Schedule A (Form 990 or 990-EZ) 2014

Page 6

Part V – Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

1. Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970. See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by .035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6
7	Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990 or 990-EZ) 2014

Page 7

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity
3 Administrative expenses paid to accomplish exempt purposes of supported organizations
4 Amounts paid to acquire exempt-use assets
5 Qualified set-aside amounts (prior IRS approval required)
6 Other distributions (describe in Part VI). See instructions
7Total annual distributions. Add lines 1 through 6.
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions
9 Distributable amount for 2014 from Section C, line 6
10 Line 8 amount divided by Line 9 amount

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2014	(iii) Distributable Amount for 2014
1 Distributable amount for 2014 from Section C, line 6
2 Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions)
3 Excess distributions carryover, if any, to 2014:
a From 2009.......X
b From 2010.......X
c From 2011.......X
d From 2012.......X
e From 2013.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2014 distributable amount
i Carryover from 2009 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.
4Distributions for 2014 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2014 distributable amount
c Remainder. Subtract lines 4a and 4b from 4.
5 Remaining underdistributions for years prior to 2014, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions)
6 Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions)
7 Excess distributions carryover to 2015. Add lines 3j and 4c.
8 Breakdown of line 7:
a From 2010.......X
b From 2011.......X
c From 2012.......X
d From 2013.......
e From 2014.......

Schedule A (Form 990 or 990-EZ) (2014)

Schedule A (Form 990 or 990-EZ) 2014

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation

Schedule A (Form 990 or 990-EZ) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

- 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.
Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

BELOIT HEALTH SYSTEM INC

Employer identification number

39-1028081

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 value of contributions to (during year)
3	Aggregate value of 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)

Revenue 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:

Revenue 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) 2014

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, for escrow or custodial account liability?

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

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

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

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

Yes

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

3a(i)

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

3a(ii)

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

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

Part VI

Land, Buildings, and Equipment. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(a) Cost or other basis (investment)	(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	0	8,100,877		8,100,877
b	Buildings ................	0	117,774,167	44,428,166	73,346,001
c	Leasehold improvements ............	0	6,300,943	4,113,095	2,187,848
d	Equipment ................	0	93,395,851	64,232,777	29,163,074
e	Other .................	0	240,946	0	240,946
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......					113,038,746

Schedule D (Form 990) 2014

Page 3

Part VII

InvestmentsOther Securities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11b. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)		(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
Other








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

Part VIII

InvestmentsProgram Related. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment		(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. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11d. 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. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability		(b) Book value
Federal income taxes		0
Pension Liability		6,684,701
Interest Rate Swap Agreements		9,500,792







Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		16,185,493
2. Liability for uncertain tax positions. 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) 2014

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......			1	211,280,611
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a	0
b	Donated services and use of facilities .........	2b	0
c	Recoveries of prior year grants ...........	2c	0
d	Other (Describe in Part XIII.) ............	2d	0
e	Add lines 2a through 2d .....................			2e	0
3	Subtract line 2e from line 1.....................			3	211,280,611
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	0
b	Other (Describe in Part XIII.) ...........	4b	0
c	Add lines 4a and 4b.......................			4c	0
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	211,280,611

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........			1	202,016,744
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a	0
b	Prior year adjustments ..............	2b	0
c	Other losses ................	2c	0
d	Other (Describe in Part XIII.) ............	2d	0
e	Add lines 2a through 2d......................			2e	0
3	Subtract line 2e from line 1.....................			3	202,016,744
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	0
b	Other (Describe in Part XIII.) ............	4b	0
c	Add lines 4a and 4b.......................			4c	0
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	202,016,744

Part XIII

Supplemental Information

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.

Return Reference	Explanation
Schedule D, Part X, Line 2	The Health System is a nonprofit corporation as described in Section 501(c)(3) of the Internal Revenue Code (the "Code") and is exempt from federal income taxes on related income pursuant to Section 501(a) of the Code. The System is also exempt from state income taxes on related income. In order to account for any uncertain tax positions, the Corporation determines whether it is more likely than not that a tax position will be sustained upon examination on the technical merits of the position, assuming the taxing authority has full knowledge of all information. If the tax position does not meet the more likely than not recognition threshold, the benefit of that position is not recognized in the financial statements. The Corporation recorded no assets or liabilities related to uncertain tax positions in 2014 and 2013. Tax returns for the years ended in 2011 and beyond remain subject to examination by the Internal Revenue Service.

Return Reference

Explanation

Schedule D, Part X, Line 2

The Health System is a nonprofit corporation as described in Section 501(c)(3) of the Internal Revenue Code (the "Code") and is exempt from federal income taxes on related income pursuant to Section 501(a) of the Code. The System is also exempt from state income taxes on related income. In order to account for any uncertain tax positions, the Corporation determines whether it is more likely than not that a tax position will be sustained upon examination on the technical merits of the position, assuming the taxing authority has full knowledge of all information. If the tax position does not meet the more likely than not recognition threshold, the benefit of that position is not recognized in the financial statements. The Corporation recorded no assets or liabilities related to uncertain tax positions in 2014 and 2013. Tax returns for the years ended in 2011 and beyond remain subject to examination by the Internal Revenue Service.

Schedule D (Form 990) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

- TIN:

SCHEDULE H (Form 990)

Department of the TreasuryInternal Revenue Service

Hospitals

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

Attach to Form 990.
MediumBullet

Information about Schedule H (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

BELOIT HEALTH SYSTEM INC

Employer identification number

39-1028081

Part I

Financial Assistance and Certain Other Community Benefits at Cost

Yes

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

Yes

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

Yes

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

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

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

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

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

Yes

100% 150% 200% Other %

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

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

Yes

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

If the organization used factors other than FPG in determining eligibility, describe in Part VI the criteria used 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		(a) Number of activities or programs (optional)	(b) Persons served (optional)	(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) ..			8,888,831	0	8,888,831	4.401 %
b	Medicaid (from Worksheet 3, column a) ....			35,231,216	16,966,140	18,265,076	9.041 %
c	Costs of other means-tested government programs (from Worksheet 3, column b) .
d	Total Financial Assistance and Means-Tested Government Programs .	0	0	44,120,047	16,966,140	27,153,907	13.442 %
Other Benefits				150,164	0	150,164	0.074 %
e	Community health improvement services and community benefit operations (from Worksheet 4) ..			150,164	0	150,164	0.074 %
f	Health professions education (from Worksheet 5) ..			45,533	0	45,533	0.023 %
g	Subsidized health services (from Worksheet 6) ..			16,915	0	16,915	0.008 %
h	Research (from Worksheet 7)
i	Cash and in-kind contributions for community benefit (from Worksheet 8)			10,058	0	10,058	0.005 %
j	Total. Other Benefits ..	0	0	222,670	0	222,670	0.110 %
k	Total. Add lines 7d and 7j .	0	0	44,342,717	16,966,140	27,376,577	13.552 %

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat. No. 50192T Schedule H (Form 990) 2014

Schedule H (Form 990) 2014

Page

Part II

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

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

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

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

Yes

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

3,105,239

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

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

Section B. Medicare

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

36,232,382

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

93,373,568

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

-57,141,186

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) 2014

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest—see instructions) How many hospital facilities did the organization operate during the tax year?1 Name, address, primary website address, and state license number (and if a group return, the name and EIN of the subordinate hospital organization that operates the hospital facility)
1	Beloit Memorial Hospital 1969 West Hart Road Beloit,WI53511 www.beloithealthsystem.org	X	X	X	X

Schedule H (Form 990) 2014

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)

	Beloit Memorial Hospital
Name of hospital facility or letter of facility reporting group

Line number of hospital facility, or line numbers of hospital facilities in a facility
reporting group (from Part V, Section A):

Yes

Community Health Needs Assessment

Was the hospital facility first licensed, registered, or similarly recognized by a State as a hospital facility in the current tax year or the immediately preceding tax year?.......................

Was the hospital facility acquired or placed into service as a tax-exempt hospital in the current tax year or the immediately preceding tax year? If “Yes,” provide details of the acquisition in Section C..........

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 12....................

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 significant 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 Section C)

Indicate the tax year the hospital facility last conducted a CHNA: 20 14

In conducting its most recent CHNA, did the hospital facility take into account input from persons who represent the broad interests of the community served by the hospital facility, including those with special knowledge of or expertise in public health? If "Yes," describe in Section C 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 Section C................................

Yes

Was the hospital facility’s CHNA conducted with one or more organizations other than hospital facilities?” If “Yes,” list the other organizations in Section C. ............................

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 (list url):

Other website (list url): www.co.rock.wi.us/health-reports

Made a paper copy available for public inspection without charge at the hospital facility

Other (describe in Section C)

Did the hospital facility adopt an implementation strategy to meet the significant community health needs
identified through its most recently conducted CHNA? If "No," skip to line 11. .............

Yes

Indicate the tax year the hospital facility last adopted an implementation strategy: 20 14

Is the hospital facility's most recently adopted implementation strategy posted on a website? ........

If "Yes" (list url):

If "No," is the hospital facility’s most recently adopted implementation strategy attached to this return? ......

10b

Describe in Section C how the hospital facility is addressing the significant needs identified in its most recently conducted CHNA and any such needs that are not being addressed together with the reasons why such needs are not being addressed.

12a

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)? ...........................

12a

If "Yes" to line 12a, did the organization file Form 4720 to report the section 4959 excise tax? ......

12b

If "Yes" to line 12b, 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) 2014

Page

Part VFacility Information (continued)

	Beloit Memorial Hospital
Name of hospital facility or letter of facility reporting group

Yes

Financial Assistance Policy (FAP)

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 included free or discounted care?

Yes

If “Yes,” indicate the eligibility criteria explained in the FAP:

Federal poverty guidelines (FPG), with FPG family income limit for eligibility for free care of 200%
and FPG family income limit for eligibility for discounted care of 400%

Income level other than FPG (describe in Section C)

Asset level

Medical indigency

Insurance status

Underinsurance discount

Residency

Other (describe in Section C)

Explained the basis for calculating amounts charged to patients?.................

Yes

Explained the method for applying for financial assistance?...................

Yes

If “Yes,” indicate how the hospital facility’s FAP or FAP application form (including accompanying instructions) explained the method for applying for financial assistance (check all that apply):

Described the information the hospital facility may require an individual to provide as part of his or her application.

Described the supporting documentation the hospital facility may require an individual to submit as part of his or
her application.

Provided the contact information of hospital facility staff who can provide an individual with information about the
FAP and FAP application process.

Provided the contact information of nonprofit organizations or government agencies that may be sources of
assistance with FAP applications.

Other (describe in Section C)

Included measures to publicize the policy within the community served by the hospital facility?.......

Yes

If "Yes," indicate how the hospital facility publicized the policy (check all that apply):

The FAP was widely available on a website (list url):

The FAP application form was widely available on a website (list url):

A plain language summary of the FAP was widely available on a website (list url):

The FAP was available upon request and without charge (in public locations in the hospital facility and by mail)

The FAP application form was available upon request and without charge (in public locations in the hospital facility
and by mail)

A plain language summary of the FAP was available upon request and without charge (in public locations in the
hospital facility and by mail)

Notice of availability of the FAP was conspicuously displayed throughout the hospital facility

Notified members of the community who are most likely to require financial assistance about availability of the FAP

Other (describe in Section C)

Billing and Collections

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 all of the actions the hospital facility or other authorized party may take upon non-payment?..................................

Yes

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 individual’s eligibility under the facility’s FAP:

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

None of these actions or other similar actions were permitted

Schedule H (Form 990) 2014

Page

Part VFacility Information (continued)

	Beloit Memorial Hospital
Name of hospital facility or letter of facility reporting group

Yes

Did the hospital facility or other authorized third party perform any of the following actions during the tax year before making reasonable efforts to determine the individual’s eligibility under the facility’s FAP?.........

Yes

If "Yes," check all actions in which the hospital facility or a third party engaged:

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

Indicate which efforts the hospital facility or other authorized party made before initiating any of the actions listed (whether or not checked) in line 18. (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 individuals regarding the individuals’ bills

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

Other (describe in Section C)

None of these efforts were made

Policy Relating to Emergency Medical Care

Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that required 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 Section C)

Other (describe in Section C)

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 Section C)

During the tax year, did the hospital facility charge any FAP-eligible individual 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 Section C.

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

If "Yes," explain in Section C.

Schedule H (Form 990) 2014

Page

Part V

Facility Information (continued)

Section C. Supplemental Information for Part V, Section B. Provide descriptions required for Part V, Section B, lines 2, 3j, 5, 6a, 6b, 7d, 11, 13b, 13h, 15e, 16i, 18d, 19d, 20e, 21c, 21d, 22d, 23, and 24. If applicable, provide separate descriptions for each hospital facility in a facility reporting group, designated by facility reporting group letter and hospital facility line number from Part V, Section A (“A, 1,” “A, 4,” “B, 2,” “B, 3,” etc.) and name of hospital facility.
Form and Line Reference	Explanation
Schedule H, Part V, Section B, Line 5-Beloit Memorial Hospital	Beloit Health System participated in County-Wide meetings and activities, coordinated by the Rock County Department of Health, to gather data and analyze gaps in the health needs of Rock County, Wisconsin. We have joined all not-for-profit health agencies in a collaborative project to improve the health of Rock County residents. There are 12 members of this planning committee with expertise in public health. Larry Bergen, Director of Quality Reporting and Community Health at Beloit Health System. Alison Chouinard, Health Educator and Emergency Preparedness Coordinator at Rock County Health Department. Angela Flickinger, Department Head and Family Living Educator at Rock County University of Wisconsin - Extension. Richard Gruber, Vice President of Community Advocacy at Mercy Health System. Adam Loris, Administrative Fellow at Mercy Health System. Elizabeth Pohlman McQuillen, Criminal Justice System Planner/Analyst at Rock County. Jean Randles, Executive Director at HealthNet of Rock County, Inc. Lisa Rebman, Community Education Manager and Outreach Specialist at Edgerton Hospital and Health Services. Katie Schroeder, Health Educator at Rock County Health Department. Lori Stottler, Rock County Clerk at Rock County. Angie Sullivan, Community Relations Specialist at SSM Healthcare of Wisconsin WI Region. Ladd Udy, Adminstrative Fellow at Mercy Health System.
Schedule H, Part V, Section B, Line 6a-Beloit Memorial Hospital	1)Mercy Health System 2)Edgerton Hospital 3) St. Mary's Janesville 4) UW-Extension
Schedule H, Part V, Section B, Line 6b-Beloit Memorial Hospital	Organizations/Partners involved in the Community Health Improvement Plan: County Cororner, Youth Emotional Stability, Criminal Justice Coordination Council, School Officials, National Alliance on Mental Illness, Rock County Health Department, Mercy Hospital and Trauma Center, Dean Clinic, St. Mary's Janesville Hospital, Beloit Health System, Edgerton Hospital and Health Services, Rock County Human Service Department, Janesville Police Department, Rock County Area Schools, Madison Dental Initiative, UW-Extension, Velo Club, Youth2Youth, Farmer's Markets, HealthNet of Rock County Inc., Rock County Health Department, Delta Dental of WI, American Dental Association, Early Childhood, Head Start, Local Clinics, Local Businesses, and Local Organizations.
Schedule H, Part V, Section B, Line 7d-Beloit Memorial Hospital	May 12, 2014 presentation had over 70 participants of Rock County agencies where the document was made available
Schedule H, Part V, Section B, Line 11-Beloit Memorial Hospital	In conjuntion with the county-wide CHNA plan, Beloit Health System will focus on the same four basic health needs as the other participating health systems. 1) Underutilization of Preventative Health Screenings 2) Harmful Lifestyle Choices 3) Mental Health Related Issues 4) Underutilization of Dental Health Services. Beloit Health System has created goals for each of these four areas and will be addressing these needs during the triennium of 2015 - 2017. There are 3 goals for the need of Underutilization of Preventative Health Services. Goal #1 is to increase knowledge and awareness of preventative health screens. Beloit Health System plans to educate the service area within a 15 mile radius of the Hospital on the importance of preventative health screens with appropriate health literacy methods. There will be at least 4 education events each year during the Triennium. Goal #2 is to increase participation in early detection of chronic diseases by promoting priority screenings. Activities include Mammogram Mondays, regular blood pressure screenings at Beloit Clinic and other locations, and a Summer Safety Health Fair. Educating the community on colorectal screenings with free seminar events at the Hospital and NorthPointe Health and Wellness Campus. Multiple displays presenting health screening information in the lobbies of the Hospital, the Beloit Clinic, and NorthPointe Health and Wellness Campus. Conduct health prostate awareness program targeting high rish men. Goal #3 is to partner with HealthNet of Rock County to create a free clinic at the Hospital. This will provide space within the Hospital for HealthNet of Rock County to operate a monthly clinic where volunteer primary physicians see patients who have no insurance. There are 2 goals for the need of Harmful Lifestyle Choices. Goal #1 is to increase the knowledge of benefits of healthy lifestyles. Activities include developing school based and occupational based clinics with a wellness focus, including wellness coaching. Developing partnerships with other Beloit agencies to promote and increase activities to improve wellness. Developing incentives for Beloit Health System employees to be healthier and using this model to increase awareness area-wide. Goal #2 is the promotion of events and physical activities. Beloit Health System will operate serveral (at least 4) wellness events each year (Biathlon, Triathlon, Prairie Walks, Turkey Trot, Summer Safety Fair, etc.) and will also offer cash sponsorships to (at least 4) exercise/wellness forcused events operated by other non-for-profit organizations in Beloit. There are 2 goals for the need on Mental Health Related Issues. Goal #1 is to increase the awareness of mental health problems in our community. Beloit Health System will create opportunities to present depression screening to the community and improve the identification of mental illness issues of the patient population. Goal #2 is to increase the number of mental health providers. Beloit Health System will recruit at least one additional psychiatrist and two additional psychologists. There is 1 goal on the need of Dental Health Services. Goal #1 is to partner with other Beloit agencies to increase dental services to the underserved segment of the population. Beloit Health System will work with the Beloit Community Health Center, which filed for bankruptcy in 2014. The System has actively supported them to re-establish a dentistry program (as they emerge from bankruptcy) which will resume in 2015. The partnership with HealthNet of Rock County started in 2014 and will increase in scope each year of the triennium. These partnerships include access to the Surgery Department of the Health System. In conclusion, Beloit Health System will continue work in connection with the Rock County Department of Health's "Health Needs Assessment Committee" as they continuously monitor trends and programs affecting the health of Rock County. This committee will meet regularly (8 to 12 times a year), and consists of all not-for-profit health related agencies that serve Rock County. Progress and findings will be presented in annual meetings where all interested agencies are invited. Progress on Beloit Health System goals will be presented to our partners, including but not limited to: the School District of Beloit, Beloit College, Head Start of Beloit, Beloit LIFH, and the University of Wisconsin Extension.
Schedule H, Part V, Section B, Line 16a-Beloit Memorial Hospital	https://beloithealthsystem.org/financial-assistance
Schedule H, Part V, Section B, Line 16b-Beloit Memorial Hospital	https://beloithealthsystem.org/financial-assistance
Schedule H, Part V, Section B, Line 16c-Beloit Memorial Hospital	https://beloithealthsystem.org/financial-assistance
Schedule H, Part V, Section B, Line 22d-Beloit Memorial Hospital	All self insured and FAP individuals are given a 25% discount on all charges incurred.

Schedule H (Form 990) 2014

Page

Part VFacility Information (continued)

Section D. 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?11
Name and address		Type of Facility (describe)
1	Beloit Clinic 1905 E Huebbe Parkway Beloit,WI53511	Outpatient Physician Clinic
2	NorthPointe Health and Wellness 5605 E Rockton Road Roscoe,IL61073	Other Outpatient Physician Clinic and Diagnostic Center
3	Beloit Cancer Care Center 1670 Lee Lane Beloit,WI53511	Outpatient Cancer Care Clinic
4	Beloit At-Home Healthcare 1904 E Huebbe Parkway Beloit,WI53511	At Home Healthcare Practice
5	Riverside Terrace 3055 S Riverside Drive Beloit,WI53511	Assisted Living Center
6	NorthPointe Terrace 5601 Rockton Road Roscoe,IL61073	Assisted Living Center
7	Occupational Health Sports and Family Medicine 1650 Lee Lane Beloit,WI53511	Outpatient Physician Clinic
8	West Side Clinic 1735 Madison Ave Beloit,WI53511	Outpatient Physician Clinic
9	Clinton Clinic 307 Ogden Ave Clinton,WI53525	Outpatient Physician Clinic
10	Darien Clinic 300 N Walworth Darien,WI53114	Outpatient Physician Clinic
11	Janesville Clinic 1321 Creston Park Janesville,WI53545	Outpatient Physician Clinic
12	South Beloit Facility 1655 Blackhawk Blvd South Beloit,IL61080	Unoccupied

Schedule H (Form 990) 2014

Page

Part VI

Supplemental Information

Provide the following information.

1	Required descriptions. Provide the descriptions required for Part I, lines 3c, 6a, and 7; Part II and Part III, lines 2, 3, 4, 8 and 9b.
2	Needs assessment. Describe how the organization assesses the health care needs of the communities it serves, in addition to any CHNAs 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.

Form and Line Reference	Explanation
Schedule H, Part I, Line 6a	Each year Beloit Health System prepares a community benefit report using the guidelines of the Wisconsin Hospital Association (WHA). It is then submitted to WHA for data tracking and reporting purposes.
Schedule H, Part I, Line 7	Costing methodology used was the Ratio of Patient Care Cost to Charges with guidance from the IRS worksheets in the instructions
Schedule H, Part I, Line 7, Column f	Not applicable
Schedule H, Part I, Line 7g	Not applicable
Schedule H, Part III, Section A, Line 4	Patient accounts receivable are recorded net of contractual adjustments and an allowance for doubtful accounts which reflects managements best estimate of the amounts that won't be collected. Management provides for contractual adjustments under terms of third-party reimbursement agreements through reduction of gross revenue and a credit to patient accounts receivable. In evaluating the collectibility of patient accounts receivable, the System analyzes historical loss experience on patient revenue, applying the loss experience to current year patient revenue as a basis for the allowance for doubtful accounts, and receivables aged over 360 days. Based on these factors, the System estimates the appropriate allowance for doubtful accounts and provision for bad debts. The difference between the standard rates (or the discounted rates if negotiated) and the amounts actually collected after all reasonable collection efforts have been exhausted is charged off against the allowance for doubtful accounts.
Schedule H, Part III, Section B, Line 8	Cost methodology used for Medicare allowable costs is the Ratio of Patient Care Cost to Charge ratio.
Schedule H, Part III, Section C, Line 9b	The Health System's collection policy states that patient accounts that have aged at least 84 days to be reviewed for possible collection and pre-collection activity by a Credit Consultant. For account balances over $50, if it has been determined that no payment is forthcoming from a third-party payor and the patient had made no attempts to satisfy the balance of the account, a pre-collection letter shall be sent to the patient by a collection agency. If satisfactory payment arrangements are not made within 15 days of the letter, the account status shall be changed to bad debt. For account balances under $50, if it has been determined that no payment is forthcoming from a third-party payor and the patient has made no attempts to satify the balance of the account, the account status shall be changed to bad debt. No pre-collection letter will be sent. All accounts in bad debt status are transferred to a collection agency on the 15th and 30th of each month. Pre-collection accounts are transferred on the same dates. Accounts for services rendered for System physicians or members of the Board shall not be transferred to bad debt or pre-collection without the approval of the Patient Accounts Advisor. The Health System will not force the sale or foreclosure of a patient's primary residence to pay an outstanding medical bill.
Schedule H, Part VI, Line 2	In addition to the CHNA County-Wide plan, Beloit Health System also uses a couple other methods to assess the healthcare needs of the community. First, a marketing group is used and their service is to measure through phone interviews, etc. what the needed medical services are, how our services are perceived, and are there any disconnects between these community needs, our actual services, and the community perception. Second, the Health System also looks at out migration data. Often limited to CMS data, this is what services (by CPT codes) were billed for residents of a particular zip code and where they go to get that service. If the volume of people going to other facilities is large, the Health System will review the costs, etc. of providing that service within the Health System.
Schedule H, Part VI, Line 3	Information about the Health System's charity care benefits are available on the System's own website as well as in all patient rooms. In addition, admissions staff are trained to offer financial assistance applications to all uninsured patients who inquire at the time of registration. Finally, every patient billing statement includes contact information for the System's charity care benefits.
Schedule H, Part VI, Line 4	Rock County is the ninth most populous county in Wisconsin with a population (in 2010) of 160,739. This represents a 5.5% increase from the 2000 Census and a 15.2% increase from the 1990 Census. Population growth can be mainly attributed to natual changes (births minus deaths) more so than net migration (people moving into and out of the county). According to a projection by the Wisconsin Demographics Services Center, the population of Rock County is expected to increase 11% by the year 2035. The median age of Rock County residents is 38.0 years, slightly below the state median age of 38.5 years and older than the national median of 37.2 years. There has been a gradual increase in the proportion of residents age 65 and over from 12.7% in 2000 to 13.6% in 2010. The proportion of Rock County residents age 45 to 64 increased by 27% over the same time period. In contrast the proportion of residents age 25 to 44 decreased nearly 20%. Rock County has experienced unemployment rates greater than state and national averages in most recent years, however the County's rate has been on a downward trend since 2009. The median household income in $50,316 which is lower than both the state and national medians of $52,627 and $53,046, respectively. The Wisconsin County Health Rankings reported a poverty rate in Rock County of 14.9% which equal the national average. Nearly 23% of children live in poverty in Rock County, which is greater than the state average (18%). In general, Rock County ranked 62 out of 72 Wisconsin counties with respect to health outcomes (how healthy a county is) and 64 out of 72 in health factors (what influences the health of the county).
Schedule H, Part VI, Line 5	The Health System actively provided or participated in the following community based activities and programs. 1) General health education services such as health fairs, cancer education, heart health education, family planning, and mental health education. 2) Provided health information on the System's website and through health-related publications distributed at no charge. 3) Support groups such as AIDS/HIV, diabetes, substance abuse, and weight management. 4) Self help and wellness programs such as nutrition, weight management, and sports injury prevention. 5) Blood pressure screenings, cholesterol testing, and hearing tests. 6) Crisis intervention counseling. 7) Guidance, referral, and enrollment assistance for public medical programs and other family support assistance. 8) Provided discounted or free medical supplies and equipment to those unable to pay. 9) Delivered hot in-home meals. 10) Provided emergency bus tokens for the indigent to access health care services. 11) Promoted participation in blood drives by employees. 12) Contributed to the education of student nurses and other health care professionals.
Schedule H, Part VI, Line 6	Not applicable
Schedule H, Part VI, Line 7	Beloit Health System files a community benefit report through the Wisconsin Hospital Association.

Schedule H (Form 990) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

- 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, line 23.
SchJMediumBullet

Attach to Form 990.
SchJMediumBullet

Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

BELOIT HEALTH SYSTEM INC

Employer identification number

39-1028081

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

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

Yes

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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

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

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations 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) 2014

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 in column(B) 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)
1Gregory K BrittonNon Voting Board Member & System CEO	(i) (ii)	369,261 ............................... 0	183,112 ............................... 0	0 ............................... 0	468,267 ............................... 0	0 ............................... 0	1,020,640 ............................... 0	0 ............................... 0
2Leo Egbujiobi MDBoard Member & Physician	(i) (ii)	978,242 ............................... 0	8,364 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	1,003,506 ............................... 0	0 ............................... 0
3John Johanson MDPhysician	(i) (ii)	808,204 ............................... 0	20,621 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	845,725 ............................... 0	0 ............................... 0
4Tsu-Hon Wang MDPhysician	(i) (ii)	765,223 ............................... 0	13,269 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	795,392 ............................... 0	0 ............................... 0
5Roger Kapoor MDPhysician	(i) (ii)	739,084 ............................... 0	24,852 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	780,836 ............................... 0	0 ............................... 0
6Paul Segal MDPhysician	(i) (ii)	743,688 ............................... 0	19,976 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	780,564 ............................... 0	0 ............................... 0
7Peter Marks MDPhysician	(i) (ii)	700,003 ............................... 0	6,667 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	723,570 ............................... 0	0 ............................... 0
8Timothy M McKevettNon Voting Board Member & System President & CEO	(i) (ii)	363,061 ............................... 0	63,777 ............................... 0	0 ............................... 0	236,013 ............................... 0	0 ............................... 0	662,851 ............................... 0	0 ............................... 0
9Mario Rojas MDBoard Member & Physician	(i) (ii)	535,248 ............................... 0	19,681 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	571,829 ............................... 0	0 ............................... 0
10Kenneth Klein MDVice President of Medical Affairs and Physician	(i) (ii)	444,544 ............................... 0	10,512 ............................... 0	0 ............................... 0	4,173 ............................... 0	0 ............................... 0	459,229 ............................... 0	0 ............................... 0
11Doris MulderVice President of Nursing Services	(i) (ii)	210,849 ............................... 0	40,619 ............................... 0	0 ............................... 0	191,210 ............................... 0	0 ............................... 0	442,678 ............................... 0	0 ............................... 0
12Russel Albert MDBoard Secretary & Physician	(i) (ii)	338,999 ............................... 0	9,032 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	364,931 ............................... 0	0 ............................... 0
13William GroeperVice President of Financial Services	(i) (ii)	265,259 ............................... 0	51,577 ............................... 0	0 ............................... 0	21,092 ............................... 0	0 ............................... 0	337,928 ............................... 0	0 ............................... 0
14Tejesh Patel MDBoard Member & Physician	(i) (ii)	298,998 ............................... 0	11,465 ............................... 0	0 ............................... 0	16,900 ............................... 0	0 ............................... 0	327,363 ............................... 0	0 ............................... 0
15Jason DotsonVice President of Physician Clinics	(i) (ii)	200,782 ............................... 0	30,450 ............................... 0	0 ............................... 0	15,030 ............................... 0	0 ............................... 0	246,262 ............................... 0	0 ............................... 0
16Thomas McCawleyVice President of Human Relations	(i) (ii)	141,498 ............................... 0	10,000 ............................... 0	0 ............................... 0	0 ............................... 0	0 ............................... 0	151,498 ............................... 0	0 ............................... 0

Schedule J (Form 990) 2014

Page 3

Part III

Supplemental Information

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.

Return Reference	Explanation
Schedule J, Part I, Line 1a	Memberships are paid on behalf of all individuals listed on Part VII Section A. These memberships are to the Health System's Fitness Center as well as the Beloit Country Club. This promotes overall health and wellness, social aspects, and getting involved in the community for the Board and key employees of Beloit Health System.
Schedule J, Part I, Line 4	457(f) Plan Participants: Gregory K Britton and Doris Mulder. No payments received in 2014

Schedule J (Form 990) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

- 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

Information about Schedule K (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
BELOIT HEALTH SYSTEM INC

Employer identification number
39-1028081

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	Illinois Finance Authority			10-21-2010	37,895,000	Proceeds along with existing balances in the 2006A funds were used to refund the Series 2006A Bonds		X		X		X
B	Wisconsin Health and Educational Facilities Authority			10-21-2010	32,470,000	Refund Series 2006B and refinance loans used for the acquisition of Beloit Clinic and ER renovations		X		X		X
C	Wisconsin Health and Educational Facilities Authority			02-26-2013	10,864,000	Proceeds used for contruction of Cancer Care Center		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	965,000		655,000		663,915
2 Amount of bonds legally defeased . . . . . . . . . . .	0		0		0
3 Total proceeds of issue . . . . . . . . . . . . . .	37,895,000		32,470,000		10,864,000
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		2,778,650		0
5 Capitalized interest from proceeds . . . . . . . . . . .	0		0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	255,032		510,859		104,003
8 Credit enhancement from proceeds . . . . . . . . . . .	0		0		0
9 Working capital expenditures from proceeds . . . . . . . . .	0		0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	37,639,968		29,180,491		10,759,997
11 Other spent proceeds . . . . . . . . . . . . . .	0		0		0
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0		0
13 Year of substantial completion . . . . . . . . . . . .	2007		2010		2014
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X		X			X
15 Were the bonds issued as part of an advance refunding issue? . . . . .		X		X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X			X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X		X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 2014

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .		X		X		X
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? . . . . . . . . . . . . . . .		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	0 %		0 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .	0 %		0 %
6 Total of lines 4 and 5 . . . . . . . . . . . . .	0 %		0 %		0 %
7 Does the bond issue meet the private security or payment test? . . . . .	X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X		X
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? . . . . . . .	X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .		X		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .		X		X		X
b Exception to rebate? . . . . . . . .		X		X		X
c No rebate due? . . . . . . . .		X		X		X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed . . . . . .
3 Is the bond issue a variable rate issue? . . . .	X		X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X		X		X
b Name of provider . . . . . . . . .	Piper Jaffray		Piper Jaffrey		First National Bank and Trust
c Term of hedge . . . . . . . . . .	25.5		25.5		16
d Was the hedge superintegrated? . . . .		X		X		X
e Was the hedge terminated? . . . . . .		X		X		X

Schedule K (Form 990) 2014

Page 3

Part IV

Arbitrage (Continued)

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

Part V

Procedures To Undertake Corrective Action

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

Part VI

Supplemental Information. Provide additional information for responses to questions on Schedule K (see instructions).

Return Reference	Explanation

Schedule K (Form 990) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

- 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

Information about Schedule L (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

BELOIT HEALTH SYSTEM INC

Employer identification number

39-1028081

Part I

Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and 501(c)(29) 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 Benefiting 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) 2014

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) First National Bank and Trust Company	Board Member is key employee of organization	0	Bank accounts and normal business operations		No
(2) BMO Harris Bank	Board Member is key employee of organization	0	Trustee of System Pension Plans		No

Part V

Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).

Return Reference	Explanation

Schedule L (Form 990 or 990-EZ) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

- 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 990-EZ or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.
MediumBullet

Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization

BELOIT HEALTH SYSTEM INC

Employer identification number

39-1028081

Return Reference	Explanation
Form 990, Part VI, Section A, Line 2	There are several business relationships on the Board as two Board Members are currently key employees of local banks: First National Bank and Trust Company and BMO Harris Bank. All relationships are considered normal banking relationships and all transactions are within the normal course of business.
Form 990, Part VI, Section A, Line 9	Bonnie Wetter: 12228 S. Cty. Hwy K., Beloit WI 53511...James Fisher: 1754 Sherwood Drive, Beloit WI 53511...Steve Eldred: 2336 Boulder Lane, Beloit WI 53511...G. Curtis Lansberry: 7696 Northgate Road, Roscoe IL 61073...James Packard: 7613 McCurry Road, Roscoe IL 61073...Mark Gliebe: 13055 Promontory Trail, Roscoe IL 61073...Kendra Story: 2613 N Riverbluff Drive, Janesville WI 53545
Form 990, Part VI, Section B, Line 11b	The 2014 Form 990 was prepared by an employee of the Health System's accounting staff and is reviewed by the VP of Financial Services, where it is then signed. Prior to filing the return, a draft copy is given to the Board for review. If no changes are recommended, the return will be filed.
Form 990, Part VI, Section B, Line 12c	It is the policy of the Health System that any leadership staff who believes he or she may be acting in contrary to the conflict of interest policy to promptly disclose the conflict to his or her supervisor. Employees should immediately report all known, observed or potential conflict of interests to their immediate supervisor or Human Resources. It is the responsiblity of the President and CEO to enforce and interpret this policy on all related matters.
Form 990, Part VI, Section B, Line 15	The Health System Board of Directors has established a Compensation Committee to evaluate the CEO and Vice Presidents' performance based on criteria and links performance evaluation to compensation. This committee meets at least three times per year to establish and review measurable goals. Outside directors establish performance criteria, compensation, and benefit programs for the CEO and the Vice Presidents.
Form 990, Part VI, Section C, Line 19	Beloit Health System makes its financial statements available to the public via summary in the annual financial report which is posted on the Health System's website (www.beloithealthsystem.org). Also available on the website is the Board of Trustees Principle Based Governance Policy. It has been adopted by the Trustees and applies to all aspects of the governance to create a consistent, effective, and continuously improving governance system. The principles are divided into three categories: 1) Board of Independence and Leadership 2) Board of Processes and Evaluation 3) Board Structure
Form 990, Part XI, Line 9	Change in pension obligation: -$9,761,821. Net assets released from restriction and contributions for capital improvement: $1,197,922. Change in net unrealized gains and losses on investments other than trading securities: -$2,574,381. Foundation receivable write-down: -$50,853. Change in fair value of effective portion of interest rate swap agreements designated as cash flow hedges: -$2,389,552. Total Other Changes in Net Assets: -$13,578,685

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990.
MediumBullet

Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

BELOIT HEALTH SYSTEM INC

Employer identification number

39-1028081

Part I

Identification of Disregarded Entities Complete if the organization answered "Yes" on 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" on 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) Beloit Health System Foundation Inc 1969 West Hart Road Beloit,WI53511 39-1477854	Support Beloit Health System	WI	501(c)(3)	3	N/A		No
(2) Beloit Memorial Hospital Auxiliary Inc 1969 West Hart Road Beloit,WI53511 39-0928583	Support Beloit Health System	WI	501(c)(3)	3	N/A		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2014

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	Yes	No

Schedule R (Form 990) 2014

Page 3

Part V

Transactions With Related Organizations Complete if the organization answered "Yes" on 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) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

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

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

Yes

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

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

Yes

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

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

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

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

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) Beloit Health System Foundation Inc	c	1,207,600	Actual cash contributed to Beloit Health System, Inc.
(2) Beloit Health System Foundation Inc	p	50,850	Actual expenses incurred by Beloit Health System Foundation and paid by Beloit Health System through forgiveness
(3) Beloit Health System Foundation Inc	n	0	Beloit Health System Foundation uses office space at Beloit Health System. No amount of cash consideration is received.
(4) Beloit Memorial Hospital Auxiliary Inc	n	0	Beloit Memorial Hospital Auxiliary uses office space at Beloit Health System. No cash consideration is received.

Schedule R (Form 990) 2014

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on 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 V-UBI 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 V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Schedule R (Form 990) 2014

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R (see instructions).

Return Reference	Explanation

Schedule R (Form 990) 2014

Additional Data

Software ID:	14000267
Software Version:	v1.00

1	Briefly describe the organization’s mission or most significant activities: The mission of Beloit Health System is to be the leader in regional health and wellness services that delivers high quality value and satisfaction to our patients and communities we serve.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	11
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	5
5	Total number of individuals employed in calendar year 2014 (Part V, line 2a) ......	5	1,778
6	Total number of volunteers (estimate if necessary) .............	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	188,495,888	203,264,144
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	1,651,419	2,336,190
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	7,857,323	5,680,277
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	198,004,630	211,280,611
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	119,308,230	123,302,337
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	71,427,348	78,714,407
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	190,735,578	202,016,744
19	Revenue less expenses. Subtract line 18 from line 12.......	7,269,052	9,263,867
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	232,164,103	233,940,102
21	Total liabilities (Part X, line 26).............	115,613,865	121,704,682
22	Net assets or fund balances. Subtract line 21 from line 20.....	116,550,238	112,235,420

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 45,978,440 including grants of $ 0 ) (Revenue $ 56,942,755 )
	Inpatient Revenue: Total adult admissions of 4,086 with an average daily census of 50. This was an increase from 2013 where admissions were 3,898 and the average daily census was 43. Total patient days were 18,376 compared to 15,871 in 2013

4b	(Code: ) (Expenses $ 118,230,276 including grants of $ 0 ) (Revenue $ 146,321,389 )
	Outpatient Revenue: This area has shown continued grow in terms of revenue and procedures performed with more and more services becoming outpatient. Total Hospital and NorthPointe outpatient procedures for 2014 were just over 860,000 compared to just over 780,000 in 2013. Total Physician Clinic encounters were just over 211,000, a slight decrease from 217,000 in 2013

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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ 0 including grants of $ 0 ) (Revenue $ 0 )
4e	Total program service expenses164,208,716

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	8,426,751	0	1,087,885

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)				(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) Gregory K Britton........................................................................ Non Voting Board Member & System CEO	40 .......................0	X		X	552,207	0	468,267
(19) John Johanson MD........................................................................ Physician	40 .......................0		X		828,825	0	16,900
(20) Tsu-Hon Wang MD........................................................................ Physician	40 .......................0		X		778,492	0	16,900
(21) Roger Kapoor MD........................................................................ Physician	40 .......................0		X		763,936	0	16,900
(22) Paul Segal MD........................................................................ Physician	40 .......................0		X		763,664	0	16,900
(23) Peter Marks MD........................................................................ Physician	40 .......................0		X		706,670	0	16,900

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

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

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			0
			Business Code
2a	Outpatient Service Revenue		622000	56,942,755	56,942,755	0	0
b	Inpatient Service Revenue		622000	146,321,389	146,321,389	0	0
c
d
e
f	All other program service revenue .			0	0	0	0
g	Total. Add lines 2a–2f........			203,264,144
3	Investment income (including dividends, interest, and other similar amounts).......			2,336,190	0	0	2,336,190
4	Income from investment of tax-exempt bond proceeds..			0	0	0	0
5	Royalties...........			0	0	0	0
		(i) Real	(ii) Personal
6a	Gross rents	529,933	0
b	Less: rental expenses	0	0
c	Rental income or (loss)	529,933	0
d	Net rental income or (loss).......			529,933	0	0	529,933
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses
c	Gain or (loss)	0	0
d	Net gain or (loss)..........
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	Electronic Health Record Incentive Payments		622000	1,700,000	0	0	1,700,000
b	Wellness Center and Spa Revenue		622000	2,504,887	0	0	2,504,887
c	Cafeteria and VIP Grille Revenue		622000	710,133	0	0	710,133
d	All other revenue ....			235,324	0	0	235,324
e	Total. Add lines 11a–11d ......			5,150,344
12	Total revenue. See Instructions......			211,280,611	203,264,144	0	8,016,467


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			15,650	1	17,450
2	Savings and temporary cash investments .........			19,747,149	2	30,179,515
3	Pledges and grants receivable, net ...........				3
4	Accounts receivable, net .............			31,034,864	4	22,275,177
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 .............			798,601	7	606,137
8	Inventories for sale or use ..............			3,147,664	8	3,794,628
9	Prepaid expenses and deferred charges ..........			1,513,223	9	1,647,386
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	225,812,784
b	Less: accumulated depreciation .....	10b	112,774,038	114,827,401	10c	113,038,746
11	Investments—publicly traded securities ..........			48,730,090	11	51,524,350
12	Investments—other securities. See Part IV, line 11 .....				12
13	Investments—program-related. See Part IV, line 11 .....				13
14	Intangible assets ...............			3,370,000	14	3,300,000
15	Other assets. See Part IV, line 11 ...........			8,979,461	15	7,556,713
16	Total assets. Add lines 1 through 15 (must equal line 34)......			232,164,103	16	233,940,102
17	Accounts payable and accrued expenses .........			25,086,905	17	25,377,531
18	Grants payable .................				18
19	Deferred revenue ................			4,334,603	19	3,314,270
20	Tax-exempt bond liabilities .............			74,515,982	20	75,630,085
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 ..			4,524,867	23	1,197,303
24	Unsecured notes and loans payable to unrelated third parties ....				24
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....................			7,151,508	25	16,185,493
26	Total liabilities. Add lines 17 through 25.........			115,613,865	26	121,704,682
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			116,550,238	27	112,235,420
28	Temporarily restricted net assets ...........			0	28	0
29	Permanently restricted net assets ...........			0	29	0
	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 ...........			116,550,238	33	112,235,420
34	Total liabilities and net assets/fund balances ........			232,164,103	34	233,940,102