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)
(1) Stephen A Williams CEO/Trustee	30.00 .......................20.00	X	X	2,420,171	75,417
(2) Maria L Bouvette Trustee	1.00 .......................2.50	X		1,600	0
(3) Maria Gerwing Hampton Chair	10.00 .......................2.50	X		1,600	0
(4) Craig D Grant Trustee	2.00 .......................2.50	X		1,600	0
(5) Kevin J Hable Trustee (partial year)	1.00 .......................2.50	X		0	0
(6) Louis S Heuser MD Trustee	1.00 .......................2.50	X		1,600	0
(7) Martha K Heyburn MD Trustee	3.00 .......................2.50	X		1,600	0
(8) Richard R Ivey Trustee	1.00 .......................2.50	X		1,600	0
(9) Ronald Lehocky MD Trustee	3.00 .......................2.50	X		1,500	0
(10) Gail Lyttle Trustee	1.00 .......................2.50	X		1,600	0
(11) Gregory E Mayes Trustee	5.00 .......................2.50	X		1,600	0
(12) Joseph J McGowan EdD Trustee	1.00 .......................2.50	X		1,600	0
(13) Mitch Nichols Trustee (partial year)	1.00 .......................2.50	X		0	0
(14) Edie Nixon Trustee	2.00 .......................2.50	X		1,600	0
(15) Erwin Roberts Trustee	1.00 .......................2.50	X		1,600	0
(16) Donald H Robinson Vice Chair	6.00 .......................2.50	X		0	0
(17) G Hunt Rousavall Jr Trustee	3.00 .......................3.50	X		1,600	0

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(18) Rev William J Schultz Trustee	3.00 .......................2.50	X					1,600	0	0
(19) Gary L Stewart Trustee	2.00 .......................3.50	X					1,600	0	0
(20) James L Sublett MD Trustee	1.00 .......................2.50	X					1,600	0	0
(21) Richard S Wolf MD Honorary Chair Emeritus	1.00 .......................3.50	X					1,600	0	0
(22) Wendell P Wright Trustee	1.00 .......................2.50	X					0	0	0
(23) Robert B Azar Sys VP Chief Legal Officer/Secretary	30.00 .......................20.00		X				573,603	0	101,815
(24) Russell F Cox President	30.00 .......................20.00		X				2,044,775	0	688,232
(25) Michael W Gough Sys Sr VP CFO/Treasurer	30.00 .......................20.00		X				1,672,339	0	537,437
(26) Charles Bohn SYS VP Chief HR Officer	50.00 .......................0			X			575,027	0	107,182
(27) Sandra Brooks Sys VP Research & Prevention	50.00 .......................0			X			646,015	0	209,796
(28) Michael Esposito SYS VP Business Development	50.00 .......................0			X			437,072	0	94,173
(29) James Frazier SYS VP Medical Affairs	50.00 .......................0			X			516,646	0	99,145
(30) Steve Heilman Sys VP CMIO	50.00 .......................0			X			516,465	0	140,080
(31) Steve Hester Sys Sr VP, CMO	50.00 .......................0			X			834,100	0	316,807
(32) Mary Lynn Meyer Sys VP and CDO	30.00 .......................20.00			X			188,779	318,395	97,636
(33) Steve Ready Sys VP CIO	50.00 .......................0			X			454,397	0	81,134
(34) Scott Watkins Division VP COO	50.00 .......................0			X			526,364	0	108,632
(35) Tracy Williams Sys Sr VP, CNO	50.00 .......................0			X			494,963	0	98,001
(36) Kenneth Wilson SYS VP Clinical Effectiveness	50.00 .......................0			X			457,660	0	60,793
(37) Douglas Winkelhake Division President Adult Services	50.00 .......................0			X			720,336	0	151,083
(38) Maureen Capalbo Sys VP/CNIO	50.00 .......................0				X		494,178	0	54,132
(39) Mary Corbett SYS VP CHIEF GOV'T RELATIONS OFFICER	50.00 .......................0				X		407,382	0	50,008
(40) William Ritchie Sys VP Outpatient Services/ICC	50.00 .......................1.00				X		377,109	0	59,150
(41) Dana Allen Sys VP Chief Marketing Officer	50.00 .......................0				X		420,028	0	68,380
(42) Thomas Johnson Sys VP PR-Chief Communication Officer	50.00 .......................0				X		370,655	0	70,137
(43) Richard Carrico Former VP & Associate CFO	.......................0					X	115,934	0	-260

(A) Name and business address	(B) Description of services	(C) Compensation
FIRSTSOURCE SOLUTIONS USA LLC 6455 RELIABLE PKWY CHICAGO,IL60686	PROFESSIONAL SERVICES	5,917,064
EPIC SYSTEMS CORPORATION P O BOX 88314 MILWAUKEE,WI532880314	SOFTWARE AND SERVICES	4,564,005
3M HEALTHCARE SERVICE CENTER P O BOX 371227 PITTSBURGH,PA152507227	SOFTWARE AND PROFESSIONAL SERVICES	2,527,195
THE CSI COMPANIES INC P O BOX 890841 CHARLOTTE,NC282890841	PROFESSIONAL SERVICES	1,915,464
RIGHT PLACE MEDIA LLC 437 LEWIS HARGETT CIR STE 130 LEXINGTON,KY40503	PROFESSIONAL SERVICES	1,770,651
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 92

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 ....	2,316,815	2,316,815
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ....	135,693	135,693
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 ....	12,063,221	7,062,282	5,000,939
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	132,024	119,652	12,372
7	Other salaries and wages ....	89,714,945	78,500,844	11,214,101
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	4,145,387	3,787,790	357,597
9	Other employee benefits .......	11,335,474	10,438,807	896,667
10	Payroll taxes ...........	8,102,923	6,990,670	1,112,253
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	2,890,178	2,543,357	346,821
c	Accounting ...........	555,200	222,080	333,120
d	Lobbying ...........	238,750	210,100	28,650
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......	1,656,032		1,656,032
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ....	38,327,405	34,050,206	4,277,199	0
12	Advertising and promotion ....
13	Office expenses .......	3,530,601	3,063,857	466,744
14	Information technology ......
15	Royalties ..
16	Occupancy ...........	6,287,392	4,947,664	1,339,728
17	Travel ............	1,267,951	1,026,874	241,077
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....
20	Interest ...........	29,371,880		29,371,880
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	17,373,073	23,033	17,350,040
23	Insurance ..............	215,612	194,218	21,394
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	Equipment rental & repair	33,985,578	31,578,188	2,407,390
b	Recruitment	576,076	503,237	72,839
c	Interest allocation	-41,015,384		-41,015,384
d
e	All other expenses	1,114,223	749,718	364,505	0
25	Total functional expenses. Add lines 1 through 24e	224,321,049	188,465,085	35,855,964	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 .............	-4,200,823	1	2,322,855
2	Savings and temporary cash investments .........	199,639,918	2	210,523,477
3	Pledges and grants receivable, net ...........		3
4	Accounts receivable, net .............	7,529,306	4	7,598,321
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
		0	5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
		0	6	0
7	Notes and loans receivable, net .............		7
8	Inventories for sale or use ..............	1,083,969	8	632,426
9	Prepaid expenses and deferred charges ..........	19,481,031	9	22,750,667
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	378,834,662
b	Less: accumulated depreciation .....	10b	300,540,178	87,577,565	10c	78,294,484
11	Investments—publicly traded securities ..........	609,031,310	11	606,816,843
12	Investments—other securities. See Part IV, line 11 .....	163,176,778	12	199,167,556
13	Investments—program-related. See Part IV, line 11 .....	0	13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........	48,629,349	15	53,495,278
16	Total assets. Add lines 1 through 15 (must equal line 34)......	1,131,948,403	16	1,181,601,907
	17	Accounts payable and accrued expenses .........	178,456,423	17	178,386,219
18	Grants payable .................	2,558,022	18	2,716,753
19	Deferred revenue ................		19
20	Tax-exempt bond liabilities .............	886,242,756	20	870,548,010
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..........	0	22
23	Secured mortgages and notes payable to unrelated third parties ..		23
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....................	298,012,343	25	396,279,720
26	Total liabilities. Add lines 17 through 25.........	1,365,269,544	26	1,447,930,702
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	-233,727,257	27	-266,496,074
28	Temporarily restricted net assets ...........	406,116	28	167,279
29	Permanently restricted net assets ...........		29
	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 ...........	-233,321,141	33	-266,328,795
34	Total liabilities and net assets/fund balances ........	1,131,948,403	34	1,181,601,907

- 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

Norton Healthcare Inc

Employer identification number

61-1028725

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 ............................. 4

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

(i)Name of supported organization	(ii) EIN	(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))	(iv) Is the organization 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)
(A) NORTON HOSPITALS INC	610703799	3	Yes		1,311,916,427	0
(B) COMMUNITY MEDICAL ASSOCIATES INC	611276316	9	Yes		299,831,279	0
(C) NORTON HEALTHCARE FOUNDATION INC	310914919	7	Yes		1,740,730	0
(D) THE CHILDREN'S HOSPITAL FND INC	616027530	7	Yes		4,541,662	0
Total 4					1,618,030,098

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, Part IV, Section A, Line 1 Supported Orgs Listed By Name	Norton Hospitals, Inc. is named as a supported organization in the Articles of Incorporation of Norton Healthcare, Inc., and the other three supported organizations are identified by class or purpose. Specifically, the Articles of Incorporation of Norton Healthcare, Inc. provide that the organization will support (in addition to Norton Hospitals, Inc.) the operations and activities of other affiliated publicly supported organizations that are operated to promote the general health of the community in conjunction with Norton Hospitals.
Schedule A, Part IV, Section C, Line 1 Majority director detail	As a supporting organization, Norton Healthcare, Inc. is supervised or controlled in connection with the supported organizations, and therefore, is designated as a Type II supporting organization. Norton Healthcare, Inc. meets this classification because the management of Norton Healthcare, Inc. is vested in the same persons that control and manage the supported organizations. Specifically, the organizations share the same Chief Executive Officer, Chief Legal Officer, President/Chief Operating Officer, and Chief Financial Officer. This common control allows Norton Healthcare, Inc. and its four supported organizations to function collectively as a health system, with Norton Healthcare, Inc. providing management and administrative support to the supported organizations. The fact that the core leadership team of each of the supported organizations is also the core leadership team of Norton Healthcare, Inc. assures that Norton Healthcare, Inc. is responsive to the needs and demands of the supported organizations and that Norton Healthcare, Inc. constitutes an integral part of and maintains a significant involvement in the operations of the supported organizations.

Return Reference

Explanation

Schedule A, Part IV, Section A, Line 1 Supported Orgs Listed By Name

Norton Hospitals, Inc. is named as a supported organization in the Articles of Incorporation of Norton Healthcare, Inc., and the other three supported organizations are identified by class or purpose. Specifically, the Articles of Incorporation of Norton Healthcare, Inc. provide that the organization will support (in addition to Norton Hospitals, Inc.) the operations and activities of other affiliated publicly supported organizations that are operated to promote the general health of the community in conjunction with Norton Hospitals.

Schedule A, Part IV, Section C, Line 1 Majority director detail

As a supporting organization, Norton Healthcare, Inc. is supervised or controlled in connection with the supported organizations, and therefore, is designated as a Type II supporting organization. Norton Healthcare, Inc. meets this classification because the management of Norton Healthcare, Inc. is vested in the same persons that control and manage the supported organizations. Specifically, the organizations share the same Chief Executive Officer, Chief Legal Officer, President/Chief Operating Officer, and Chief Financial Officer. This common control allows Norton Healthcare, Inc. and its four supported organizations to function collectively as a health system, with Norton Healthcare, Inc. providing management and administrative support to the supported organizations. The fact that the core leadership team of each of the supported organizations is also the core leadership team of Norton Healthcare, Inc. assures that Norton Healthcare, Inc. is responsive to the needs and demands of the supported organizations and that Norton Healthcare, Inc. constitutes an integral part of and maintains a significant involvement in the operations of the supported organizations.

Schedule A (Form 990 or 990-EZ) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

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

OMB No. 1545-0047

2014

Name of the organization

Norton Healthcare Inc

Employer identification number

61-1028725

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

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

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

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

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Arrow Bullet

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

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 2

Name of organization Norton Healthcare Inc

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	,	$RESTRICTED	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 3

Name of organization Norton Healthcare Inc

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 4

Name of organization
Norton Healthcare Inc

Employer identification number

61-1028725

Part III

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

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- TIN:

SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

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

Complete if the organization is described below. SchCMd Bullet

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

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

OMB No. 1545-0047

2014

Open to Public
Inspection

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

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

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

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

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

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

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

Name of the organization

Norton Healthcare Inc

Employer identification number

61-1028725

Part I-A

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

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

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

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

Part I-B

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

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

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

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

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

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

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

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

Yes No

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

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

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2014

Page 2

Part II-A

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

A Check SchCMd Bullet

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

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

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

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

4-Year Averaging Period Under section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the separate instructions for lines 2a through 2f.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2011	(b) 2012	(c) 2013	(d) 2014	(e) Total

2a	Lobbying nontaxable amount

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

c	Total lobbying expenditures

d	Grassroots nontaxable amount

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

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2014

Page 3

Part II-B

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

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

(a)

Yes

(b)

Amount

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

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

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

Yes

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

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

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

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

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

Yes

7,362

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

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

Yes

238,750

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

246,112

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

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

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

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

Part III-A

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

Yes

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

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

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

Part III-B

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

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

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

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

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

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

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

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

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

Part IV

Supplemental Information

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

Return Reference	Explanation
Schedule C, Part II-B, Line 1 Description of the activities reported on lines 1A through 1i	Part II-B, line 1(i) other lobbying activities: Payments made to the following entities for government affairs representation to focus on goals and priorities to advocate, educate and promote the interest of Norton Healthcare, Inc. and registered as appropriate with the legislative and/or executive branch ethics commission as agents/lobbyists: Government Strategies totaling $125,000, Rotunda Group LLC totaling $113,750 Part II-B, line 1(g): Employees of Norton Healthcare, Inc. are engaged in lobbying health policy issues at the state level to lobby the executive and legistlative branches of Kentucky's government. Norton Healthcare, Inc. is not registered to lobby at the federal level. Lobbying compensation paid and activities as reported to the Kentucky Legislative Ethics committee is $7,362

Return Reference

Explanation

Schedule C, Part II-B, Line 1 Description of the activities reported on lines 1A through 1i

Part II-B, line 1(i) other lobbying activities: Payments made to the following entities for government affairs representation to focus on goals and priorities to advocate, educate and promote the interest of Norton Healthcare, Inc. and registered as appropriate with the legislative and/or executive branch ethics commission as agents/lobbyists: Government Strategies totaling $125,000, Rotunda Group LLC totaling $113,750 Part II-B, line 1(g): Employees of Norton Healthcare, Inc. are engaged in lobbying health policy issues at the state level to lobby the executive and legistlative branches of Kentucky's government. Norton Healthcare, Inc. is not registered to lobby at the federal level. Lobbying compensation paid and activities as reported to the Kentucky Legislative Ethics committee is $7,362

Schedule C (Form 990 or 990EZ) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- 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

Norton Healthcare Inc

Employer identification number

61-1028725

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		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	2,125,807		2,125,807
b	Buildings ................	49,925,335	36,209,868	13,715,467
c	Leasehold improvements ............
d	Equipment ................	322,418,582	263,640,448	58,778,134
e	Other .................	4,364,938	689,862	3,675,076
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				78,294,484

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
(3)Other (A) ALTERNATIVE INVESTMENTS MASTER TRUST UNITS	160,761,475	F
(B) REAL ESTATE MASTER TRUST UNITS	38,406,081	F







Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	199,167,556

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
PAYABLE TO AFFILIATES		224,992,228
SELF INSURANCE TRUST		131,432,514
OTHER LIABILITIES		37,385,331
INTEREST RATE SWAP LIABILITY		654,775
OTHER INSURANCE		1,664,872
CAPITAL LEASE		150,000



Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		396,279,720
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
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b.......................		4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........		1
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d......................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b
c	Add lines 4a and 4b.......................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5

Part XIII

Supplemental Information

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 (Form 990) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

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

Attach to Form 990. Right pointing arrow large image

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization
Norton Healthcare Inc

Employer identification number

61-1028725

Part I

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

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

and other assistance, the grantees’ eligibility for the grants or assistance, and the selection criteria

used to award the grants or assistance? ...........................

Yes

For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of its grants and other assistance outside the United States.

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

(a) Region		(b) Number of offices in the region	(c) Number of employees, agents, and independent contractors in region	(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(f) Total expenditures for and investments in region
	Central America and the Caribbean	0	0	Investments	184,134,000
















3a	Sub-total .....	0	0		184,134,000
b	Total from continuation sheets to Part I ...	0	0		0
c	Totals (add lines 3a and 3b)	0	0		184,134,000

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2014

Schedule F (Form 990) 2014

Page 2

Part II

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

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

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

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

Schedule F (Form 990) 2014

Schedule F (Form 990) 2014Page 3

Part III

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

Part III can be duplicated if additional space is needed.

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

Schedule F (Form 990) 2014

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2014

Page 5

Part V

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

ReturnReference	Explanation

Schedule F (Form 990) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

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

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

Attach to Form 990.
lBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
Norton Healthcare Inc

Employer identification number
61-1028725

Part I

General Information on Grants and Assistance

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

Yes No

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

Part II

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

(a) Name and address of organization or government	(b) EIN	(c) IRC section if applicable	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) University of Kentucky Research Foundation 301 Peterson Service Bldg Lexington,KY40506	61-6033693	501(c)(3)	714,795	To expand opportunities for PA students to complete their clinical training in Louisville and establish a robust PA presence at NHC
(2) Jefferson County Public Schools 3332 Newburg Rd Louisville,KY40218	61-6001316	Jefferson County	300,000	Program support to ensure that trainers and sports medicine experts are available in the county and support of baseline concussion testing by providing specialized football helmets.
(3) UNIVERSITY OF KENTUCKYPHARMACY 789 S LIMESTONE ST LEXINGTON,KY40536	61-6001218	State of KY	200,000	Program support for pharmacy externships
(4) JCTC Foundation Inc 109 East Broadway Louisville,KY40202	23-7035648	501(c)(3)	112,000	Create an associates degree in clinical lab technician program
(5) CENTER FOR WOMEN AND FAMILIES P O Box 2048 Louisville,KY402012048	61-0444846	501(c)(3)	69,000	Program support to survivors of intimate partner abuse or sexual violence
(6) METRO UNITED WAY INC P O Box 950148 Dept 52860 Louisville,KY40295	61-0444680	501(c)(3)	55,000	General program support
(7) LIFEHOUSE INC 2710 Riedling Dr Louisville,KY40206	20-8514733	501(c)(3)	50,000	general Program Support
(8) WHAS CRUSADE FOR CHILDREN 520 W Chestnut St Louisville,KY40202	23-7075524	501(c)(3)	50,000	General program support of children with special needs
(9) HABITAT FOR HUMANITY METRO LOUISVILLE 2777 S Floyd St Louisville,KY40209	58-1735528	501(c)(3)	45,000	Funding for a home build project
(10) LEADERSHIP LOUISVILLE CENTER 732 W Main St Louisville,KY40202	31-0958491	501(c)(3)	40,000	Program support of leadership programming
(11) AMERICAN HEART ASSOCIATION P O Box 841750 Dallas,TX752841750	13-5613797	501(c)(3)	35,000	support heart health awareness
(12) FUND FOR THE ARTS 623 W Main St Louisville,KY40202	61-0479626	501(c)(3)	32,500	General program support
(13) 21ST CENTURY PARKS 471 W MAIN ST Louisville,KY40202	20-1780317	501(c)(3)	30,000	Contribution to support parks initiative and healthy outdoor living
(14) ARTHRITIS FOUNDATION KY CHAPTER 2908 Brownsboro Rd Louisville,KY40206	61-0492349	501(c)(3)	27,500	Support juvenile arthritis education program and Arthritis Kids backpack program
(15) Shelby County Emergency Medical Service 101 Old Seven Mile Pike Shelbyville,KY40065	61-6001316	501(c)(3)	24,500	To donate equipment to Shelby Co. EMS for ambulance capable of transmitting EKGs to the hospital.
(16) THE CENTER FOR COURAGEOUS KIDS 1501 Burnley Rd Scottsville,KY42164	20-1789905	501(c)(3)	20,000	Contribution for diabetes camp for children
(17) AMERICAN CANCER SOCIETY 701 W MUHAMMED ALI BLVD Louisville,KY40202	13-1788491	501(c)(3)	38,000	General support program and Relay for Life
(18) BELLARMINE UNIVERSITY 2001 NEWBURG RD Louisville,KY40205	61-0482955	501(c)(3)	19,000	General program support
(19) PREGNANCY RESOURCE CENTER 515 WEST OAK ST Louisville,KY40203	61-1055060	501(c)(3)	18,000	Contribution for pregnancy center and maternity support
(20) LEUKEMIA AND LYMPHOMA SOCIETY 301 E Main Suite 100 Louisville,KY40202	13-5655916	501(c)(3)	17,500	Outreach, education and general support
(21) A WOMAN'S CHOICE RESOURCE CENTER 101 West Market Louisville,KY40202	61-1142823	501(c)(3)	17,000	Support for pregnancy center
(22) LEUKEMIA AND LYMPHOMA SOCIETY 301 E Main Suite 100 Louisville,KY40202	13-5655916	501(c)(3)	15,000	Outreach, education and general support
(23) LOUISVILLEJEFFERSON CO METRO 611 WEST JEFFERSON ST Louisville,KY40202	32-0049006	Jefferson County	15,000	Support for annual health & fitness event
(24) KENTUCKY LIFT INC 614 W Main St Ste 6000 Louisville,KY40202	46-4048816	501(c)(4)	15,000	General program support
(25) JUNIOR ACHIEVEMENT 1401 W Muhammad Ali Blvd Louisville,KY40203	61-0476694	501(c)(3)	13,800	JA BizTown support
(26) COLON CANCER PREVENTION PROJECT PO Box 4039 Louisville,KY40204	20-1510713	501(c)(3)	13,500	Support for colon cancer awareness initiatives
(27) BRAIN INJURY ASSOCIATION OF KY 7431 New LaGrange Rd Louisville,KY40222	61-1128496	501(c)(3)	10,500	Outreach, education and support for patients with brain injuries
(28) YMCA OF GREATER LOUISVILLE 545 S 2nd St Louisville,KY40202	61-0444843	501(c)(3)	10,470	Support for safe shelters, youth nutrition program, and youth refugee integration program
(29) CYSTIC FIBROSIS FOUNDATION 1230 S Hurstbourne Pkwy Louisville,KY40222	13-1930701	501(c)(3)	10,250	Cystic Fibrosis patient support
(30) INDIAN COMMUNITY OF KENTUCKY 9709 White Blossom Blvd Louisville,KY40241	00-0769349	501(c)(3)	10,000	Contribution toward group that promotes the Indian culture awareness
(31) AMERICAN DIABETES ASSOCIATION 161 St Matthews Ave 3 Louisville,KY40207	13-1623888	501(c)(3)	10,000	Program support for African American outreach re: diabetes education, prevention
(32) RONALD MCDONALD HOUSE 550 S 1st St Louisville,KY40202	31-1053467	501(c)(3)	10,000	Area of greatest need at RMH
(33) MARYHURST 1015 Dorsey Lane Louisville,KY40223	31-1542209	501(c)(3)	10,000	Education, counseling and housing for young women who are victims of abuse
(34) LEADERSHIP SOUTHERN INDIANA 8204 Hwy 311 Sellersburg,IN47172	35-1644080	501(c)(3)	10,000	Support for leadership development program
(35) KentuckianaWorks Foundation Inc 410 W Chestnut St Louisville,KY40202	37-1508088	501(c)(3)	10,000	General program support
(36) KENTUCKIANA HEALTH COLLABORATION 1930 BISHOP LN Louisville,KY40218	45-0700087	501(c)(3)	10,000	Contribution to help coordinate action-oriented community efforts for health and well-being efforts to mobilize the community to improve health and well-being.
(37) START THE HEART FOUNDATION 7611 Wolfpen Ridge Ct Prospect,KY40059	46-3998988	501(c)(3)	10,000	Program support
(38) NATIONAL M S SOCIETY 1201 Story Ave Louisville,KY40208	61-0702202	501(c)(3)	10,000	MS Society patient support and research
(39) SHIVELY AREA MINISTRIES 4415 Dixie Hwy Louisville,KY40216	61-1134579	501(c)(3)	10,000	Contribution for health/wellness programs, medical assistance for underserved population in Shively Area
(40) WOMEN 4 WOMEN INC 323 W Broadway Louisville,KY40202	61-1240049	501(c)(3)	10,000	Program support to improve the lives of women and girls in metro louisville to enable self sufficiency
(41) HOSPITAL HOSPITALITY HOUSE 120 W Broadway Louisville,KY402022110	61-1256969	501(c)(3)	10,000	Support for organization that provides low-cost accomodations to families of hospitalized patients
(42) SUSAN G KOMEN FOR THE CURE 2301 Hurstbourne Village Dr Louisville,KY40299	75-2855046	501(c)(3)	10,000	Program support for breast cancer patients through Komen Race for the Cure
(43) TEXAS HEALTH INSTITUTE 850 N Mopac Expwy Austin,TX78759	74-2237787	501(c)(3)	10,000	Program Support
(44) HOSPARUS 3532 Ephraim McDowell Dr Louisville,KY402053224	61-0921718	501(c)(3)	9,500	Pediatric bereavement program
(45) MARCH OF DIMES (PA) P O Box 932852 Atlanta,GA31193	13-1846366	501(c)(3)	8,500	Outreach, education and support for families with premature babies
(46) THE HEALING PLACE 1020 W Market St Louisville,KY40202	61-1164775	501(c)(3)	8,000	Support for individuals facing drug, alcohol, other other addicitions
(47) LOUISVILLE YOUTH TRAINING CENT 2040 Metal Ln Louisville,KY402061094	61-1380344	501(c)(3)	8,000	Support for pediatric obesity prevention
(48) CORE COMMITTEE INC P O Box 1621 Elizabethtown,KY427021621	20-8105293	501(c)(3)	7,500	Contribution to help support military activitiy and missions as Ft. Knox
(49) NATIONAL KIDNEY FND OF KY 8920 Stone Green Way 100 Louisville,KY402204072	61-0673518	501(c)(3)	7,500	General program support
(50) FRIEND FOR LIFE 4007 Kresge Way Louisville,KY40207	61-1139410	501(c)(3)	7,500	Program support for peer-to-peer cancer patient counseling /relationships
(51) EPILEPSY FOUNDATION KENTUCKIANA 982 Eastern Pkwy Louisville,KY40217	61-1314540	501(c)(3)	7,500	Epilepsy support groups and outreach
(52) AMERICAN LUNG ASSOCIATION 4100 CHURCHMAN AVE Louisville,KY40215	31-4379531	501(c)(3)	7,000	Contribution for lung/pulmonary outreach, education, prevention
(53) RED ZONE CYCLING INC 5710 Apache Road Louisville,KY40207	36-4628129	501(c)(3)	6,500	General Program support
(54) LEADERSHIP KENTUCKY FOUNDATION 464 Chenault Rd Frankfort,KY406019260	31-1096215	501(c)(3)	6,000	General donation to sustain LKY programs
(55) FRIENDS OF METRO HEALTH & WELLNESS 400 East Gray St Louisville,KY40202	20-2569445	501(c)(3)	5,000	Program support
(56) PENTECOSTAL FIRE CONF AMERICA 1710 Campbellsville Rd Hodgenville,KY42748	26-1301145	501(c)(3)	5,000	Program support for Christian living tools for adolescents
(57) PRP ALUMNI ASSOCIATION PO Box 58051 Louisville,KY40268	32-0087730	501(c)(3)	5,000	Sponsorship of Excellence in Education Award for PRPAA
(58) YOUNG PROFESSIONALS 657 S Hurstbourne Pkwy 204 Louisville,KY40222	45-0483455	501(c)(3)	5,000	provides leadership development, educational opportunities and philanthropic support to Louisville's Young Professionals for the benefit of the local community
(59) NATIVITY ACADEMY AT ST BONIFACE INC 529 E Liberty St Louisville,KY40202	51-0450314	501(c)(3)	5,000	General Program Support
(60) LINCOLN HERITAGE COUNCIL 12001 Sycamore Station Place Louisville,KY40299	61-0445839	501(c)(3)	5,000	educational enrichment programs that develop and support youth in overcoming barriers to achievement.
(61) CEREBRAL PALSY KIDS CENTER 982 Eastern Pkwy Louisville,KY40217	61-0492378	501(c)(3)	5,000	Support for children with cerebral palsy
(62) CHRISTIAN ACADEMY OF LOUISVILLE 700 S ENGLISH STATION RD Louisville,KY40245	61-0907309	501(c)(3)	5,000	General program support
(63) KENTUCKY PEDIATRIC SOCIETY 420 Capital Ave Louisville,KY40601	61-1125554	501(c)(3)	5,000	Support for continuing medical education for KY pediatric physicians
(64) CENTER FOR INTERFAITH RELATION 415 W Muhammed Ali Blvd Ste Louisville,KY40202	61-1149619	501(c)(3)	5,000	General Program support
(65) CLOUT 1112 S 4th St Louisville,KY40203	61-1202173	501(c)(3)	5,000	Program support of interfaith relations and social justice
(66) PARKINSON'S SUPPORT CENTER OF Kentuckiana 315 Townepark Cir Louisville,KY40243	61-1367576	501(c)(3)	5,000	Support programs and services for people with Parkinson's disease and provide public education adna wareness
(67) OVARIAN AWARENESS OF KENTUCKY 2509 Plantside Dr Louisville,KY40299	61-1393292	501(c)(3)	5,000	Support education and awarness of ovarian cancer and provide support women with ovarian cancer
(68) NATIONAL LUNG CANCER ALLIANCE 888 16th St NW Washington,DC20006	91-1821040	501(c)(3)	5,000	General program support
(69) THE ALS ASSOCIATION KY CHAPTER 2807 Amsterdam Rd Villa Hills,KY41017	94-3124729	501(c)(3)	5,000	Support for ALS patient care services program

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

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

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

Cat. No. 50055P

Schedule I (Form 990) 2014

Page 2

Part III

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

(a)Type of grant or assistance	(b)Number of recipients	(c)Amount of cash grant
(1) UNDERGRADUATE SCHOLARSHIPS FOR STUDENTS PURSUING EDUCATION FOR A CAREER IN THE HEALTHCARE FIELD	87	135,693

Part IV

Supplemental Information. Provide the information required in Part I, line 2, Part III, column (b), and any other additional information.

Return Reference

Explanation

Schedule I, Part I, Line 2 Description Of Procedure For Monitoring Use Of Grant Funds

ALL GRANT APPLICANTS ARE REQUIRED TO SUBMIT A GRANT APPLICATION TO THE MANAGER OF STEWARDSHIP. THE GRANT IS REVIEWED AND APPROVED BY NORTON HEALTHCARE MANAGEMENT. ALL GRANT REQUESTS GREATER THAN $250,000 REQUIRE THE APPROVAL OF THE NORTON HEALTHCARE BOARD OF DIRECTORS. SELECTION CRITERIA INCLUDES APPROPRIATENESS OF THE REQUEST, LEVEL OF NEED AND WHETHER THE REQUEST IS IN ALIGNMENT WITH THE ORGANIZATION'S GOALS AND OBJECTIVES. UPON APPROVAL, THE GRANT IS ENTERED INTO THE GRANT DATABASE AND THE FINANCIAL SYSTEM. THE ORGANIZATION REQUIRES THAT A PROGRESS REPORT BE SUBMITTED MIDWAY THROUGH THE PROJECT, AND A FINAL REPORT IS REQUIRED AT THE END OF THE PROJECT FOR WHICH FUNDING IS RECEIVED. GRANT REPORT DEADLINES AND GUIDELINES THAT EXPLAIN WHAT TO INCLUDE IN REPORTS WILL BE SENT TO THE PROJECT DIRECTOR/GRANTEE UPON GRANT AWARD NOTIFICATION. GRANT REPORTS MUST INCLUDE AN ACCOUNTING OF FUNDS EXPENDED AND ENCUMBERED, INCLUDING SUPPORTING DOCUMENTATION. GRANT RECIPIENTS WHO FAIL TO SUBMIT REPORTS OR ACCOUNT FOR THE EXPENSE OF GRANT FUNDS WILL NOT BE ALLOWED TO APPLY FOR FUTURE FUNDING UNTIL THE REPORTING REQUIREMENTS ARE MET. GRANTS WILL BE AWARDED FROM THE BOARD-DESIGNED FUND TO ADVANCE INITIATIVES THAT ARE ALIGNED WITH OR A DIRECT PART OF NORTON HEALTHCARE STRATEGIC PLAN. AWARDS ARE GRANTED FOR EDUCATION, RESEARCH, WORKFORCE DEVELOPMENT, COMMUNITY HEALTH AND/OR TECHNOLOGY OR EQUIPMENT OF SPECIAL NATURE. CASH ASSISTANCE IS AWARDED THROUGH THE COMMUNITY INITIATIVE COMMITTEE AND EXPENSED IN THE YEAR THAT THE CASH ASSISTANCE IS AWARDED. A REQUEST PROCESS IS IN PLACE TO ENSURE THAT THE REQUEST IS IN ALIGNMENT WITH THE NORTON HEALTHCARE VALUES AND STRATEGIC PLAN.

Schedule I, Part I, Line 2 Procedures for monitoring use of grant funds.

Schedule I (Form 990) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- 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

Norton Healthcare Inc

Employer identification number

61-1028725

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

Yes

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 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)
1Stephen A Williams CEO/Trustee	(i) (ii)	989,121 ............................... 0	610,652 ............................... 0	820,398 ............................... 0	49,230 ............................... 0	26,187 ............................... 0	2,495,588 ............................... 0	33,712 ............................... 0
2Robert B Azar Sys VP Chief Legal Officer/Secretary	(i) (ii)	379,701 ............................... 0	155,734 ............................... 0	38,168 ............................... 0	90,853 ............................... 0	10,962 ............................... 0	675,418 ............................... 0	0 ............................... 0
3Russell F Cox President	(i) (ii)	734,932 ............................... 0	294,652 ............................... 0	1,015,192 ............................... 0	660,580 ............................... 0	27,652 ............................... 0	2,733,007 ............................... 0	680,800 ............................... 0
4Michael W Gough Sys Sr VP CFO/Treasurer	(i) (ii)	601,043 ............................... 0	241,007 ............................... 0	830,288 ............................... 0	509,438 ............................... 0	28,000 ............................... 0	2,209,776 ............................... 0	572,344 ............................... 0
5Richard Carrico Former VP & Associate CFO	(i) (ii)	0 ............................... 0	0 ............................... 0	115,934 ............................... 0	-260 ............................... 0	0 ............................... 0	115,674 ............................... 0	84,167 ............................... 0
6Charles Bohn SYS VP Chief HR Officer	(i) (ii)	346,475 ............................... 0	134,376 ............................... 0	94,176 ............................... 0	83,843 ............................... 0	23,339 ............................... 0	682,210 ............................... 0	11,416 ............................... 0
7Sandra Brooks Sys VP Research & Prevention	(i) (ii)	102,246 ............................... 0	109,515 ............................... 0	434,255 ............................... 0	187,737 ............................... 0	22,059 ............................... 0	855,811 ............................... 0	139,881 ............................... 0
8Michael Esposito SYS VP Business Development	(i) (ii)	280,342 ............................... 0	83,573 ............................... 0	73,157 ............................... 0	71,707 ............................... 0	22,467 ............................... 0	531,245 ............................... 0	34,569 ............................... 0
9James Frazier SYS VP Medical Affairs	(i) (ii)	348,167 ............................... 0	87,371 ............................... 0	81,108 ............................... 0	74,871 ............................... 0	24,274 ............................... 0	615,791 ............................... 0	39,601 ............................... 0
10Steve Heilman Sys VP CMIO	(i) (ii)	344,259 ............................... 0	85,925 ............................... 0	86,281 ............................... 0	115,254 ............................... 0	24,826 ............................... 0	656,545 ............................... 0	44,472 ............................... 0
11Steve Hester Sys Sr VP, CMO	(i) (ii)	555,444 ............................... 0	170,437 ............................... 0	108,219 ............................... 0	290,643 ............................... 0	26,164 ............................... 0	1,150,907 ............................... 0	69,932 ............................... 0
12Mary Lynn Meyer Sys VP and CDO	(i) (ii)	188,779 ............................... 128,713	0 ............................... 126,770	0 ............................... 62,913	0 ............................... 79,449	0 ............................... 18,186	188,779 ............................... 416,031	0 ............................... 43,121
13Steve Ready Sys VP CIO	(i) (ii)	351,614 ............................... 0	82,401 ............................... 0	20,382 ............................... 0	57,545 ............................... 0	23,588 ............................... 0	535,531 ............................... 0	0 ............................... 0
14Scott Watkins Division VP COO	(i) (ii)	360,608 ............................... 0	99,144 ............................... 0	66,612 ............................... 0	83,677 ............................... 0	24,955 ............................... 0	634,996 ............................... 0	35,898 ............................... 0
15Tracy Williams Sys Sr VP, CNO	(i) (ii)	311,224 ............................... 0	103,386 ............................... 0	80,353 ............................... 0	81,937 ............................... 0	16,064 ............................... 0	592,963 ............................... 0	40,477 ............................... 0
16Kenneth Wilson SYS VP Clinical Effectiveness	(i) (ii)	304,593 ............................... 0	77,438 ............................... 0	75,629 ............................... 0	43,311 ............................... 0	17,482 ............................... 0	518,453 ............................... 0	9,854 ............................... 0
17Douglas Winkelhake Division President Adult Services	(i) (ii)	485,631 ............................... 0	135,628 ............................... 0	99,077 ............................... 0	124,366 ............................... 0	26,717 ............................... 0	871,419 ............................... 0	50,803 ............................... 0
18Maureen Capalbo Sys VP/CNIO	(i) (ii)	218,152 ............................... 0	59,637 ............................... 0	216,389 ............................... 0	41,783 ............................... 0	12,349 ............................... 0	548,310 ............................... 0	15,199 ............................... 0
19Mary Corbett SYS VP CHIEF GOV'T RELATIONS OFFICER	(i) (ii)	265,221 ............................... 0	27,092 ............................... 0	115,068 ............................... 0	32,750 ............................... 0	17,258 ............................... 0	457,390 ............................... 0	60,000 ............................... 0
20William Ritchie Sys VP Outpatient Services/ICC	(i) (ii)	207,116 ............................... 0	52,444 ............................... 0	117,549 ............................... 0	43,160 ............................... 0	15,990 ............................... 0	436,260 ............................... 0	55,410 ............................... 0
21Dana Allen Sys VP Chief Marketing Officer	(i) (ii)	229,404 ............................... 0	63,423 ............................... 0	127,201 ............................... 0	52,910 ............................... 0	15,470 ............................... 0	488,408 ............................... 0	0 ............................... 0
22Thomas Johnson Sys VP PR-Chief Communication Officer	(i) (ii)	245,127 ............................... 0	66,220 ............................... 0	59,308 ............................... 0	47,972 ............................... 0	22,165 ............................... 0	440,791 ............................... 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 Tax indemnification and gross-up payments	TAX INDEMNIFICATION AND GROSS-UP PAYMENTS ARE TREATED AS TAXABLE COMPENSATION TO THE INTERESTED PERSONS LISTED BELOW AT TIME OF PAYMENT. PAYMENTS ARE IN ACCORDANCE WITH EXISTING COMPENSATION POLICY. GROSS-UP PAYMENTS SHALL BE MADE ONLY WHEN SPECIFIED IN AN EMPLOYEE'S EMPLOYMENT CONTRACT, OR AS APPROVED IN WRITING BY THE PRESIDENT AND CEO OF NORTON HEALTHCARE, EXECUTIVE VICE PRESIDENT OR CFO. DURING 2014, GROSS-UP PAYMENTS WERE PROCESSED AS OUTLINED IN THE EMPLOYMENT CONTRACT FOR THE CEO. SEE NARRATIVE PROVIDED IN SCHEDULE O, REFERENCING PART VI, LINE 15, WHICH DESCRIBES THE PROCESS FOR DETERMINING COMPENSATION FOR THE CEO, OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION. ANNUITY - THE ANNUITY REPRESENT ACCUMULATED RETIREMENT BENEFITS EARNED RELATED TO A NON-QUALIFIED DEFINED BENEFIT PENSION RESTORATION PLAN IN EFFECT SINCE 1990. CONTRIBUTIONS TO THIS PLAN HAVE BEEN MADE EACH YEAR, BEGINNING IN 2005. THE TOTAL VALUE OF THIS YEAR'S BENEFIT IS $557,876 OF WHICH $242,899 WAS A GROSS-UP PAYMENT TO COVER THE APPLICABLE TAXES and $314,977 WAS USED TO PURCHASE THE ANNUITY. THE FULL VALUE OF THIS YEAR'S BENEFIT WAS INCLUDED IN 2014 TAXABLE COMPENSATION of Mr. Williams. DISABILITY COVERAGE (AND ASSOCIATED GROSS-UP) FOR MR. WILLIAMS - DURING 2014 NET DISABILITY COVERAGE PREMIUMS TOTALED $30,921, AND THE ASSOCIATED GROSS-UP OF SUCH PREMIUMS TOTALED $16,504. THUS, THE TOTAL OF THESE AMOUNTS - $47,425 - WAS INCLUDED IN THE TAXABLE COMPENSATION OF MR. WILLIAMS IN 2014.
Schedule J, Part I, Line 1a Discretionary spending account	DISCRETIONARY SPENDING ACCOUNTS ARE TREATED AS TAXABLE COMPENSATION. THE ORGANIZATION PROVIDES A DISCRETIONARY SPENDING ACCOUNT FOR ELIGIBLE NORTON HEALTHCARE EXECUTIVES, EFFECTIVE OCTOBER 1, 2007. NORTON HEALTHCARE PROVIDES BENEFITS TO ITS IDENTIFIED EXECUTIVE STAFF TO PROVIDE A TOTAL COMPENSATION PACKAGE THAT IS COMPETITIVE WITH THE MARKET AND WHICH CONFORMS TO THE PHILOSOPHY AND GUIDELINES SET OUT BY THE BOARD OF TRUSTEES, THROUGH THE EXECUTIVE COMPENSATION PHILOSOPHY AND PROGRAMS. THROUGH THE DISCRETIONARY SPENDING ACCOUNT POLICY, EXECUTIVES ARE FREE TO CHOOSE WHATEVER BENEFITS THEY FIND MOST USEFUL OR IMPORTANT TO THEM AND NORTON HEALTHCARE DOES NOT REIMBURSE FOR THE COST OF THOSE BENEFITS, AS THEY ARE PART OF THE DISCRETIONARY SPENDING ACCOUNT. THE INTERESTED PERSONS LISTED BELOW RECEIVED THE BENEFIT OF A DISCRETIONARY SPENDING ACCOUNT IN 2014: Stephen A. Williams -$32,427 Russell F. Cox - 59,434 Michael G. Gough - 52,208 Robert B. Azar - 17,500 Tracy Williams - 17,500 Steve Hester - 17,500 Scott Watkins - 10,000 Michael Esposito - 10,000 Charles Bohn - 17,500 Mary Corbett -15,000 Steve Ready - 10,000 James Frazier - 10,000 Steve Heilman - 10,000 Kenneth Wilson - 10,000 Douglas Winklehake - 17,500 William Ritchie - 10,000 Dana Allen - 10,000 Thomas Johnson - 10,000
Schedule J, Part I, Line 4a Severance or change-of-control payment	SEVERANCE PAYMENT WAS RECEIVED DURING 2014 BY KEY EMPLOYEE: Sandra Brooks IN THE AMOUNT OF $269,385, OTHER COMPENSATION, INCLUDED IN SCHEDULE J COLUMN B(III). MS. Brooks will CONTINUE TO RECEIVE SEVERANCE PAYMENT THROUGH June 2015.
Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan	THE FOLLOWING INTERESTED PERSONS PARTICIPATED IN OR RECEIVED PAYMENT FROM SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS AS DESCRIBED IN IRC SECTION 457(F). THE INTERESTED PERSONS BELOW MAY HAVE PARTICIPATED IN ONE OR MORE OF THE FOLLOWING PLANS: THE EXECU-FLEX BENEFIT PLAN, THE EXECU-PLUS BENEFIT PLAN, DEFINED BENEFIT AND DEFINED CONTRIBUTION RESTORATION PLANS, AND THE PHYSICIAN DEFERRED PLAN. THE "PAY CREDIT" OUTLINED BELOW REPRESENTS A REASONABLE ESTIMATE OF THE ANNUAL INCREASE IN ACTUARIAL VALUE OF THE PLANS; AND THEREFORE, REPRESENTS THE ORGANIZATION'S CONTRIBUTION TO THE VALUE OF THE BENEFITS. NAME - PAY CREDIT Stephen A. Williams - $ 34,455 Russell F. Cox - 636,564 Michael W. Gough - 486,726 Robert Azar - 74,606 Mary Lynn Meyer - 62,253 Dana Allen - 37,154 Charles Bohn - 68,243 Maureen Capalbo - 22,638 Mary Corbett - 16,974 Michael Esposito - 49,794 James Frazier - 59,601 Steven Heilman - 99,954 Steven Hester - 270,627 Thomas Johnson - 34,972 Steve Ready - 49,948 William Richie - 18,752 Scott Watkins - 66,195 Tracy Williams - 62,743 Kenneth Wilson - 23,618 Douglas Winkelhake - 106,086 THE "PAYMENT RECEIVED" OUTLINED BELOW REPRESENTS CASH PAYMENTS THAT THE EMPLOYEE RECEIVED DURING 2014 AND CAN BE COMPRISED OF Current and or PRIOR YEARS EMPLOYEE AND EMPLOYER CONTRIBUTIONS. NAME - PAYMENT RECEIVED Stephen A. Williams - $ 140,077 Russell F. Cox - 891,748 Michael W. Gough - 722,763 Mary Lynn Meyer - 43,121 Dana Allen - 95,532 Charles Bohn - 55,102 Sandra Brooks - 158,696 Maureen Capalbo - 205,632 Richard Carrico - 115,934 Mary Corbett - 92,717 Michael Esposito - 40,017 James Frazier - 51,701 Steven Heilman - 57,561 Steven Hester - 69,932 Thomas Johnson - 44,396 William Richie - 83,631 Scott Watkins - 35,899 Tracy Williams - 40,477 Kenneth Wilson - 39,416 Douglas Winkelhake - 62,066
Schedule J, Part I, Line 7 Non-fixed payments	In 2014, NHI had in place a Variable Compensation Plan for Executives, eligibility under which extended to employees holding a full-time position as Senior Officer, Officer, System Director or other designated Director level position. Under the plan, a variable compensation pool amount is approved by the Board of Trustees. Each participant's performance is evaluated relative to the goals and objectives documented as part of the participant's plan; and an award is determined for the participant, based on achievement of the goals and objectives, subject to the funding of the variable compensation pool. At the end of each year, the Committee on Executive Compensation and Benefits determines an appropriate award for the NHI's President & Chief Executive Officer, and the President & Chief Executive Officer recommends appropriate awards for other senior executives to the Committee on Executive Compensation and Benefits for its review and approval.

Schedule J (Form 990) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- 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
Norton Healthcare Inc

Employer identification number
61-1028725

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	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006	54659LAC8	10-12-2006	315,474,736	SEE SUPPLEMENTAL INFORMATION		X		X		X
B	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006	54659LAL8	08-10-2011	75,000,000	SEE SUPPLEMENTAL INFORMATION		X		X		X
C	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006		08-24-2011	23,775,000	SEE SUPPLEMENTAL INFORMATION		X		X		X
D	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006		10-31-2012	21,100,000	SEE SUPPLEMENTAL INFORMATION		X		X		X
	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006	54659LAW4	09-26-2013	200,000,887	SEE SUPPLEMENTAL INFORMATION		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	1,725,000		0		6,050,000		6,400,000
2 Amount of bonds legally defeased . . . . . . . . . . .	0		0		0		0
3 Total proceeds of issue . . . . . . . . . . . . . .	330,185,271		75,000,300		23,775,000		21,100,000
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0		0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	958,005		0		0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0		0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	2,885,257		953,000		150,000		171,313
8 Credit enhancement from proceeds . . . . . . . . . . .	0		2,000		0		0
9 Working capital expenditures from proceeds . . . . . . . . .	5,900,000		0		0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	183,389,691		74,045,259		0		0
11 Other spent proceeds . . . . . . . . . . . . . .	170,832,224		41		23,625,000		20,928,687
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0		0		0
13 Year of substantial completion . . . . . . . . . . . .	2009		2011
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .		X		X	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .	X			X		X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X		X		X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 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
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .	X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?	X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	1.68 %		2.09 %
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 . . . . . . .	0.6 %		0.6 %
6 Total of lines 4 and 5 . . . . . . . . . . . . .	2.28 %		2.69 %		0 %		0 %
7 Does the bond issue meet the private security or payment test? . . . . .		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of.
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .		X		X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? . . . . . . .	X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .	X			X		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .	X		X		X		X
b Exception to rebate? . . . . . . . .	X
c No rebate due? . . . . . . . .
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			X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X		X
b Name of provider . . . . . . . . .	No		Yes		Yes
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was the hedge terminated? . . . . . .

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		X
b Name of provider . . . . . . . . .	Morgan Stanley		NONE		NONE		NONE
c Term of GIC . . . . . . . . . .	3.2
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .	X
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X		X		X

Part V

Procedures To Undertake Corrective Action

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

Part VI

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

Return Reference	Explanation
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW C, TO REFUND A PORTION OF THE COUNTY OF JEFFERSON, KENTUCKY HEALTH SYSTEM REVENUE BONDS, SERIES 1997 (ALLIANT HEALTH SYSTEM, INC.) AND PAY CERTAIN COSTS OF ISSUANCE OF THE BONDS.
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW B, TO REIMBURSE THE CORPORATION FOR THE COSTS OF CONSTRUCTING AND EQUIPPING THE NORTON CANCER INSTITUTE DOWNTOWN RADIATION CENTER, CONSTRUCTING AND EQUIPPING A PEDIATRIC AMBULATORY CARE CENTER (KOSAIR CHILDREN'S MEDICAL CENTER - BROWNSBORO) AND RENOVATING, EXPANDING AND EQUIPPING OTHER PATIENT CARE RELATED PROJECTS AND HOSPITAL PROJECTS AND ITS AFFILIATES AND PAY CERTAIN COSTS OF ISSUANCE OF THE BONDS.
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW A, TO REFINANCE, IN AN ADVANCE REFUNDING TRANSACTION, A PORTION OF THE OUTSTANDING KENTUCKY ECONOMIC DEVELOPMENT FINANCE AUTHORITY HEALTH SYSTEM REVENUE BONDS, SERIES 2000A, AND SERIES 2000C, TO FINANCE OR REIMBURSE THE CORPORATION FOR THE COSTS OF CONSTRUCTING AND EQUIPPING A NEW HOSPITAL FACILITY TO BE OWNED AND OPERATED BY NORTON HOSPITALS, TO FINANCE OR REIMBURSE THE CORPORATION FOR THE COSTS OF RENOVATION AND EXPANSION OF VARIOUS PATIENT CARE AREAS AND THE ACQUISITIONS OF EQUIPMENT AND TO PAY CERTAIN COSTS OF ISSUANCE.
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW D, TO REFUND THE REMAINDER OF THE COUNTY OF JEFFERSON, KENTUCKY HEALTH SYSTEM REVENUE BONDS, SERIES 1997 (ALLIANT HEALTH SYSTEM, INC.) AND PAY CERTAIN COSTS OF ISSUANCE OF THE BONDS.
Schedule K, Part II, Line 3 TOTAL PROCEEDS OF ISSUE	DIFFERENCE BETWEEN SERIES 2006 ISSUE PRICE (ISSUE DATE 10/12/2006) IN PART I, COLUMN E AND TOTAL PROCEEDS OF ISSUE IN PART II, LINE 3 IS INVESTMENT EARNINGS DURING THE PROJECT PERIOD. ADDITIONALLY THE BONDS ISSUED 10/12/2006 PROCEEDS ARE IMPACTED BY AN ARBITRAGE REBATE PAYMENT MADE IN 2011. DIFFERENCE BETWEEN SERIES 2011 ISSUE PRICE (ISSUE DATE 8/10/11) IN PART I, COLUMN E AND TOTAL PROCEEDS OF ISSUE IN PART II, LINE 3 IS INVESTMENT EARNINGS DURING THE PROJECT PERIOD. DIFFERENCE BETWEEN SERIES 2013 ISSUE PRICE (ISSUE DATE 8/10/13) AND TOTAL PROCEEDS OF ISSUE IN PART ii, LINE 3 IS INVESTMENT EARNINGS DURING THE PROJECT PERIOD.
Schedule K, Part I, Column (f) DESCRIPTION OF PURPOSE	ROW E, TO REIMBURSE THE CORPORATION FOR THE COSTS OF (I) RENOVATIONS AND EQUIPMENT TO CONVERT NORTON SUBURBAN HOSPITAL TO A WOMEN'S AND CHILDREN'S HOSPITAL, (II) RENOVATIONS AND EQUIPMENT FOR KOSAIR CHILDREN'S HOSPITAL, (III) RENOVATION AND EXPANSION OF VARIOUS PATIENT CARE AREAS AND THE ACQUISITION OF HOSPITAL EQUIPMENT, INCLUDING BUT NOT LIMITED TO SOFTWARE, MEDICAL AND SURGICAL EQUIPMENT, IMAGING EQUIPMENT AND MONITORING EQUIPMENT AT THE FACILITIES OF THE OBLIGATED GROUP MEMBERS AND (IV) RENOVATING, EXPANDING AND EQUIPPING OTHER PATIENT CARE RELATED PROJECTS AND HOSPITAL PROJECTS AT ITS AFFILIATES.
Schedule K, Part II, Line 7 ISSUANCE COSTS FROM PROCEEDS	COLUMN E - 2013 BOND ISSUE - ALL ISSUANCE COSTS FOR THE 2013 BOND ISSUE WERE PAID FOR WITH CASH FROM NORTON'S EQUITY. NO BOND PROCEEDS WERE USED TO PAY FOR COST OF ISSUANCE.
Schedule K, Part IV, Line 5c IS THE BOND ISSUE A VARIABLE RATE ISSUE?	COLUMN E - 2013A BOND ISSUE IS FIXED RATE DEBT AND 2013C BOND ISSUE IS VARIABLE RATE DEBT. PROCEEDS FROM BOTH BOND ISSUES WERE REPORTED ON ONE IRS FORM 8038 AND COMBINED INTO ONE PROJECT ACCOUNT WITH THE TRUSTEE.

Schedule K (Form 990) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- 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
Norton Healthcare Inc

Employer identification number
61-1028725

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	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006	54659LAC8	10-12-2006	315,474,736	SEE SUPPLEMENTAL INFORMATION		X		X		X
B	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006	54659LAL8	08-10-2011	75,000,000	SEE SUPPLEMENTAL INFORMATION		X		X		X
C	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006		08-24-2011	23,775,000	SEE SUPPLEMENTAL INFORMATION		X		X		X
D	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006		10-31-2012	21,100,000	SEE SUPPLEMENTAL INFORMATION		X		X		X
	LOUISVILLEJEFFERSON COUNTY METRO GOVERNMENT	32-0049006	54659LAW4	09-26-2013	200,000,887	SEE SUPPLEMENTAL INFORMATION		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	1,725,000		0		6,050,000		6,400,000
2 Amount of bonds legally defeased . . . . . . . . . . .	0		0		0		0
3 Total proceeds of issue . . . . . . . . . . . . . .	330,185,271		75,000,300		23,775,000		21,100,000
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0		0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	958,005		0		0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0		0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	2,885,257		953,000		150,000		171,313
8 Credit enhancement from proceeds . . . . . . . . . . .	0		2,000		0		0
9 Working capital expenditures from proceeds . . . . . . . . .	5,900,000		0		0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	183,389,691		74,045,259		0		0
11 Other spent proceeds . . . . . . . . . . . . . .	170,832,224		41		23,625,000		20,928,687
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0		0		0
13 Year of substantial completion . . . . . . . . . . . .	2009		2011
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .		X		X	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .	X			X		X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X		X		X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 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
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .	X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?	X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	1.68 %		2.09 %
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 . . . . . . .	0.6 %		0.6 %
6 Total of lines 4 and 5 . . . . . . . . . . . . .	2.28 %		2.69 %		0 %		0 %
7 Does the bond issue meet the private security or payment test? . . . . .		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of.
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .		X		X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? . . . . . . .	X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .	X			X		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .	X		X		X		X
b Exception to rebate? . . . . . . . .	X
c No rebate due? . . . . . . . .
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			X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X		X
b Name of provider . . . . . . . . .	No		Yes		Yes
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was the hedge terminated? . . . . . .

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		X
b Name of provider . . . . . . . . .	Morgan Stanley		NONE		NONE		NONE
c Term of GIC . . . . . . . . . .	3.2
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .	X
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X		X		X

Part V

Procedures To Undertake Corrective Action

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

Part VI

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

Return Reference	Explanation
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW C, TO REFUND A PORTION OF THE COUNTY OF JEFFERSON, KENTUCKY HEALTH SYSTEM REVENUE BONDS, SERIES 1997 (ALLIANT HEALTH SYSTEM, INC.) AND PAY CERTAIN COSTS OF ISSUANCE OF THE BONDS.
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW B, TO REIMBURSE THE CORPORATION FOR THE COSTS OF CONSTRUCTING AND EQUIPPING THE NORTON CANCER INSTITUTE DOWNTOWN RADIATION CENTER, CONSTRUCTING AND EQUIPPING A PEDIATRIC AMBULATORY CARE CENTER (KOSAIR CHILDREN'S MEDICAL CENTER - BROWNSBORO) AND RENOVATING, EXPANDING AND EQUIPPING OTHER PATIENT CARE RELATED PROJECTS AND HOSPITAL PROJECTS AND ITS AFFILIATES AND PAY CERTAIN COSTS OF ISSUANCE OF THE BONDS.
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW A, TO REFINANCE, IN AN ADVANCE REFUNDING TRANSACTION, A PORTION OF THE OUTSTANDING KENTUCKY ECONOMIC DEVELOPMENT FINANCE AUTHORITY HEALTH SYSTEM REVENUE BONDS, SERIES 2000A, AND SERIES 2000C, TO FINANCE OR REIMBURSE THE CORPORATION FOR THE COSTS OF CONSTRUCTING AND EQUIPPING A NEW HOSPITAL FACILITY TO BE OWNED AND OPERATED BY NORTON HOSPITALS, TO FINANCE OR REIMBURSE THE CORPORATION FOR THE COSTS OF RENOVATION AND EXPANSION OF VARIOUS PATIENT CARE AREAS AND THE ACQUISITIONS OF EQUIPMENT AND TO PAY CERTAIN COSTS OF ISSUANCE.
Schedule K, Part I, Column (f) Issuer Name: Louisville/Jefferson County Metro Government	ROW D, TO REFUND THE REMAINDER OF THE COUNTY OF JEFFERSON, KENTUCKY HEALTH SYSTEM REVENUE BONDS, SERIES 1997 (ALLIANT HEALTH SYSTEM, INC.) AND PAY CERTAIN COSTS OF ISSUANCE OF THE BONDS.
Schedule K, Part II, Line 3 TOTAL PROCEEDS OF ISSUE	DIFFERENCE BETWEEN SERIES 2006 ISSUE PRICE (ISSUE DATE 10/12/2006) IN PART I, COLUMN E AND TOTAL PROCEEDS OF ISSUE IN PART II, LINE 3 IS INVESTMENT EARNINGS DURING THE PROJECT PERIOD. ADDITIONALLY THE BONDS ISSUED 10/12/2006 PROCEEDS ARE IMPACTED BY AN ARBITRAGE REBATE PAYMENT MADE IN 2011. DIFFERENCE BETWEEN SERIES 2011 ISSUE PRICE (ISSUE DATE 8/10/11) IN PART I, COLUMN E AND TOTAL PROCEEDS OF ISSUE IN PART II, LINE 3 IS INVESTMENT EARNINGS DURING THE PROJECT PERIOD. DIFFERENCE BETWEEN SERIES 2013 ISSUE PRICE (ISSUE DATE 8/10/13) AND TOTAL PROCEEDS OF ISSUE IN PART ii, LINE 3 IS INVESTMENT EARNINGS DURING THE PROJECT PERIOD.
Schedule K, Part I, Column (f) DESCRIPTION OF PURPOSE	ROW E, TO REIMBURSE THE CORPORATION FOR THE COSTS OF (I) RENOVATIONS AND EQUIPMENT TO CONVERT NORTON SUBURBAN HOSPITAL TO A WOMEN'S AND CHILDREN'S HOSPITAL, (II) RENOVATIONS AND EQUIPMENT FOR KOSAIR CHILDREN'S HOSPITAL, (III) RENOVATION AND EXPANSION OF VARIOUS PATIENT CARE AREAS AND THE ACQUISITION OF HOSPITAL EQUIPMENT, INCLUDING BUT NOT LIMITED TO SOFTWARE, MEDICAL AND SURGICAL EQUIPMENT, IMAGING EQUIPMENT AND MONITORING EQUIPMENT AT THE FACILITIES OF THE OBLIGATED GROUP MEMBERS AND (IV) RENOVATING, EXPANDING AND EQUIPPING OTHER PATIENT CARE RELATED PROJECTS AND HOSPITAL PROJECTS AT ITS AFFILIATES.
Schedule K, Part II, Line 7 ISSUANCE COSTS FROM PROCEEDS	COLUMN E - 2013 BOND ISSUE - ALL ISSUANCE COSTS FOR THE 2013 BOND ISSUE WERE PAID FOR WITH CASH FROM NORTON'S EQUITY. NO BOND PROCEEDS WERE USED TO PAY FOR COST OF ISSUANCE.
Schedule K, Part IV, Line 5c IS THE BOND ISSUE A VARIABLE RATE ISSUE?	COLUMN E - 2013A BOND ISSUE IS FIXED RATE DEBT AND 2013C BOND ISSUE IS VARIABLE RATE DEBT. PROCEEDS FROM BOTH BOND ISSUES WERE REPORTED ON ONE IRS FORM 8038 AND COMBINED INTO ONE PROJECT ACCOUNT WITH THE TRUSTEE.

Schedule K (Form 990) 2014

Additional Data

Software ID:	14000329
Software Version:	2014v1.0

- 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

Norton Healthcare Inc

Employer identification number

61-1028725

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) PATRICIA TRASATTI	FAMILY MEMBER OF CHARLES BOHN, KEY EMPLOYEE	103,102	COMPENSATION		No
(2) CHELSEA R MAYES	FAMILY MEMBER GREGORY MAYES, TRUSTEE	28,922	COMPENSATION		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:	14000329
Software Version:	2014v1.0

- 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.
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Attach to Form 990 or 990-EZ.
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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

Norton Healthcare Inc

Employer identification number

61-1028725

Return Reference	Explanation
Form 990, Part III, Line 4a Program Service Accomplishment	(Continued from Part III) In 2014, Norton Healthcare's hospitals, diagnostic centers and Norton Cancer Institute served 63,135 inpatients, 452,530 outpatients and 226,699 emergency room visits. Norton Healthcare hospitals' operating rooms conducted 18,365 inpatient surgeries and 32,286 outpatient surgeries. Additionally, 8,274 babies were delivered at Norton Healthcare birthing facilities at Norton Hospital (3,051) and Norton Women's and Kosair Children's Hospital (5,223). Community Benefit As part of our commitment to improving the health of our community, Norton Healthcare provides funding for a wide array of practical life-saving and life-enhancing services that benefit the communities we serve. In 2014, our total contribution was valued at more than $148.4 million, including $97 million in charity care and unpaid Medicaid cost. Our employees donated 89,488 hours of community service, a benefit valued at more than $1.5 million. Other areas of support included: * Scholarships and other educational assistance * Sponsorships of community programs * Pastoral care and counseling services * Support for the Kentucky Regional Poison Control Center of Kosair Children's Hospital * Child guidance and advocacy programs * Community cancer initiatives Community Education and Workforce Development * Norton Healthcare provides programmatic support to the University of Louisville School of Medicine through funding and facilities. During the 2014 calendar year, 377 residents completed clinical rotations in 40 specialties at Norton Healthcare facilities. Residency programs are part of $33.1 million in educational support and clinical funding provided to the school. One of Kentucky's largest healthcare systems, Norton Healthcare, Inc. has established a culture of continual, life-long learning through the departments of Workforce Development, Norton Institute for Nursing and Norton University. Workforce Development, encourages continuing education, improves job performance and provides financial assistance for designated educational programs related to the business operations of the organization. Norton Healthcare encourages and supports employees and dependents career goals by providing financial assistance and scholarships as well as other advancement opportunities. * In 2014, Workforce Development received the CareerStat Frontline Healthcare Worker Champion Award. The National Fund for Workforce Solutions and Jobs for the Future promote employer investments in the skill and career development of frontline workers in healthcare. * Workforce Development Career Center served over 1,100 students. Each program participant worked directly with a Certified Career Management Coach, offering services in resume writing; career and educational exploration; financial assistance opportunities for educational pursuit; interviewing skills and mentoring. * Nurse Extern Program is a seven-week summer program that provides a hands-on learning opportunity for exceptional nursing students to work directly with medical professionals at Norton Healthcare. In 2014, this program had 53 participants. * Tuition assistance program is offered to employee students seeking to grow their education with a healthcare-related degree. In 2014, 326 employees participated.
Form 990, Part III, Line 4a Program Service Accomplishment	* Norton Scholars Accelerated Program, a student loan program, for employees and non-employees, provides educational funding to students interested in pursuing designated healthcare careers. It is an affiliation between Norton Healthcare and over 100 colleges and universities nationally. This program has 2,160 graduates and 1,664 of these graduates have continued their careers with Norton Healthcare. * Norton Healthcare, through Workforce Development, continues to partner with the city of Louisville through a summer job and internship program known as the Mayor Summers Work Program, to give young adults an opportunity to be employed in our healthcare environment during the summer months. In 2014, approximately 33 young adults participated in this program. Norton Institute of Nursing to foster innovation and collaboration through community outreach. * Norton Healthcare partnered with the Greater Clark County School Corporation and Jeffersonville High School in Jeffersonville, Indiana in 2014 to provide junior and senior high school students an opportunity to pursue a healthcare career and collegiate path after high school graduation. This partnership known as Norton Academy exposes students to the healthcare field with engagement through hands on experiences, post-secondary preparation through guided research, professional healthcare mentoring, provision of resource for successful college admission and financial aid processes. The program also provides students with the opportunity to acquire the Indiana state and federally recognized career certification of a Certified Nursing Assistant (C.N.A.). In addition, students receive certification in CPR, First Aid and Dementia as well as college credit. In 2014, twenty-two seniors graduated from this program. Norton University provides learning opportunities to enhance the professional, educational, and personal development of all employees. Norton University's Value Proposition states "Norton University nurtures learning and relations to inspire change that leads to exceptional experiences for both patients and employees. Norton University provides over 140 instructor-led and 1,500 on-line courses for leaders and staff of all disciplines. * Elevating the First Line Employee, School at Work and College at Work programs expose entry-level staff to healthcare careers and help them obtain a higher level position, GED or college degree. * Leadership development programs that support the development of leaders (Nursing, Physician Practices, Physician and System) across the continuum. * Organizational development activities that assist in creating a more effective and efficient workplace with highly engaged employees. Office of Church and Health Ministries The Office of Church and Health Ministries provides free education, resources and services to faith community nurses and others working in congregational health ministries. In 2014, the office mentored and served 188 faith communities with active health ministries programs, and assisted many others with health and wellness efforts Donations to the community * Norton Healthcare employees and physicians gave more than $900,000 to the 2014 Combined Giving Campaign to help support the WHAS Crusade for Children, Metro United Way, Fund for the Arts, Children's Hospital Foundation, Norton Healthcare Foundation and Kosair Charities. * Norton Healthcare employees "Raised the Roof" on a Habitat for Humanity house in the Hazelwood neighborhood in Louisville, Ky. This is the eighth Habitat home Norton Healthcare employees have built. * In 2014, Norton Healthcare employees donated 2,028 pounds of non-perishable food for Dare to Care Food Bank and 266 blankets for Blanket Louisville. These non-profit organizations are on the front line helping hungry and homeless people in our community. * In November 2014, Jefferson County Public Schools received a $150,000 grant from Norton Healthcare's James R. Petersdorf Fund to protect athletes from concussion. A total of 235 four-star football helmets were purchased with the funds. In conjunction with Norton Sports Health, the grant will provide ImPACT testing for all football players in JCPS middle and high schools, and any of the estimated 10,000 other high school students who play high-impact sports (soccer, cheerleading, volleyball, basketball, wrestling, lacrosse, field hockey, baseball and softball). The grant also will provide partial funding for three athletic trainers at Fairdale, Shawnee and Western high schools. Norton Heart Care Norton Heart Care provides the region's most comprehensive screening, education and prevention program and is committed to educating our community about heart health and risk factor management.
Form 990, Part III, Line 4a Program Service Accomplishment	In 2014: * Norton Healthcare Centers for Prevention & Wellness screened 4,476 people for high blood pressure, diabetes, high cholesterol and osteoporosis and provided information about smoking cessation, diet and exercise. * Norton Women's Heart & Vascular Center, the region's only center dedicated to education, prevention and treatment of heart disease for women, provided 65 participants heart disease risk assessments and education. * Norton Women's Heart & Vascular Center offered its free Circle of Hearts program, a quarterly heart disease and prevention class that focuses on heart health education and other wellness issues of interest to women. Circle of Hearts had 58 attendees in two classes. In addition, Women's Cardiovascular Wellness had 154 attendees in seven classes; Yoga Nidra had 72 attendees; and Tai Chi for Health had 34 attendees. * Heart health community events, including health fairs, Go Red for Women and the Go Confidently speaker series, were attended by 5,244 attendees at 18 locations. * Heart health community presentations and speaking engagements were held at 54 locations for 640 individuals representing businesses, churches, women's groups and health care professionals. * A registered nurse visited 168 new mothers at Norton Women's and Kosair Children's Hospital to provide heart health education, resource referrals and a baby blanket, including a Go Red for Women message. The women had all experienced pregnancy-related complications. Norton Cancer Institute * In 2014, the Norton Cancer Institute Mobile Prevention Center served 192 locations in collaboration with more than 400 community partners, 50 percent of which were in underserved communities. This outreach resulted in 2,519 people being screened for cancer. Of these, approximately 22 percent either had never been screened for cancer or had not been screened in the past five years. In 2014, 28 of the screened individuals were diagnosed and treated for preinvasive and invasive cancer. * Norton Cancer Institute's Genetic Counseling Services provided services to 537 new patients in 2014. This department specializes in cancer genetics and hereditary cancer syndromes. Norton Orthopaedic Care * Norton Orthopaedic Care earned The Joint Commission's Gold Seal of Approval for knee and hip replacement. This recognition confirms Norton Orthopaedic Care provides a consistently high level of quality care, expert training on best practices, a team approach to patient care and a culture of excellence throughout Norton Healthcare hospitals and doctors' offices. * Norton Orthopaedic & Hand Center near the campus of Norton Brownsboro Hospital is a state-of-the-art facility with specialists of Norton Orthopaedic Care, Norton Sports Health and Norton Healthcare to provide a multidisciplinary approach to innovative orthopaedic care. The facility supports research, training and education. It also offers patients subspecialized trained orthopaedists, a Norton Immediate Care Center with a focus on orthopaedics, rehabilitation services, advanced sports training and primary care services with an emphasis on orthopaedics. Women's services * Norton Women's Care birthing facilities at Norton Hospital and Norton Women's and Kosair Children's Hospital provided the care and medical services for 8,274 deliveries. * In 2014, free childbirth education classes were provided to 7,778 attendees at Norton Hospital (468) and Norton Women's and Kosair Children's Hospital (7,310). * Educational classes and support groups were provided or coordinated for 16,762 people in the community through the Marshall Women's Health & Education Center and Norton Women's Care at Norton Hospital and Norton Women's and Kosair Children's Hospital Norton Healthcare also offers free prevention and wellness classes, facility tours, educational materials and clinical navigation services.
Form 990, Part III, Line 4a Program Service Accomplishment	Pediatric services * The pediatric specialists at Kosair Children's Hospital, Kosair Chilren's Medical Center and Norton Women's and Kosair Children's Hospital had 167,190 total patient encounters in 2014 (inpatient discharges and outpatient visits. ). * Kosair Children's Hospital is home to the Kentucky Regional Poison Control Center. In 2014, the center received 54,543 calls and made 59,749 follow-up calls to concerned families from all 120 counties in Kentucky. The center provided treatment consultation and education about how to correctly handle exposures to poisons. In addition, the center distributed more than 25,000 prevention education resources to physicians' offices, health departments and schools and more than 2,000 packets of materials to individuals who called the toll-free Poison Help Line, (800) 222-1222, available 24 hours a day, 7 days a week. * Child passenger safety technicians from Kosair Children's Hospital checked 786 car and booster seats and provided 155 car seats and 300 booster seats at free checkup clinics statewide. The booster seats were provided through a grant from the Kentucky Highway Safety Office. * Kosair Children's Hospital leads Safe Kids Louisville, a program that conducts safety events at schools and in the community. In 2014, 15,100 students in grades three through five throughout Kentucky participated in 159 bike safety "rodeos." * Approximately 350 middle school students and 12 teachers participated in "Safe Kids Walk This Way," a program led by Kosair Children's Hospital. The program is designed to reduce dangerous distraction behaviors of teen pedestrians. * Kosair Children's Hospital's "Just for Kids" Transport Team made 1,964 trips to transport babies and children from across the region to Kosair Children's Hospital in 2014. Transportation was provided by airplane, helicopter and specially equipped ambulances (mobile intensive care units). * In 2014, Kosair Children's Hospital made great strides in pediatric cardiology and cardiovascular surgery services through printing a 3-D heart to plan a complex congenital heart surgery. We had a patient diagnosed with four congenital heart defects through a routine ultrasound during his mother's pregnancy. While each defect is repairable in itself, it is unusual to have all four together - something that created a challenge for the medical team at Kosair Children's Hospital. For a solution, doctors with Kosair Children's Hospital and the University of Louisville School of Medicine turned to engineers at the J. B. Speed School of Engineering at the University of Louisville to print a 3-D model that would facilitate this complex heart surgery. This is the first time 3-D printing has been used in Kentucky to plan a heart surgery. The Rapid Prototyping Center at U of L's J.B. Speed School of Engineering converted a CT angiogram into a format that could be utilized by a 3-D printer, resulting in a three-dimensional model that was twice the size of the patient's heart. The model was built in three separate parts to allow the surgeon to open up the model and see inside. It was constructed of semiflexible, tissue-like material in only 20 machine hours and at a cost of just $600. The patient's surgery was performed successfully, and the patient was able to be discharged just four days later. Utilizing the 3-D model allowed the surgeon to create a highly educated plan of care, resulting in fewer incisions in the heart, less operating time and an easier post-operative recovery. Our chief of cardiovascular surgery foresees the use of 3-D printing for surgeries increasing over time. * Nearly 3,900 kindergarten students, 175 teachers, 520 chaperones and 210 volunteers attended the 31st annual Children & Hospitals Week event led by Kosair Children's Hospital. The program was held at Louisville Slugger Field and supported by a Kohl's Cares grant.
Form 990, Part III, Line 4a Program Service Accomplishment	Children & Hospitals Week, held each year in March, is designed to teach safe decisions and behaviors and help lessen the fear and anxiety children may have about coming to a hospital. Norton Neuroscience Institute Norton Neuroscience Institute is continuing its quest to be the regional and national leader in treatment, research and academic training for adult and pediatric neuroscience disciplines. Norton Neuroscience Institute allows patients to be treated for neurological disorders without having to leave the region for care. More than two dozen subspecialty fellowship-trained neurosurgeons, neurologists and other neurological-related specialists have joined the growing practice. These physicians provide expertise in stroke care, epilepsy, Parkinson's disease, multiple sclerosis, ALS, brain tumors, headaches, concussions and many other neurological conditions. The following services also are available to our community as a result of Norton Healthcare's significant commitment to the best neurological care: * An endovascular neurosurgery team is available at two Norton Healthcare adult-service facilities, making advanced stroke, aneurysm and arteriovenous malformation (random brain hemorrhage or rupture) treatment possible when it was previously not available in the region. * A state-of-the art epilepsy center at Norton Brownsboro Hospital provides the region's most advanced epilepsy monitoring unit and is dedicated to providing accurate diagnoses and quality care for individuals living with seizures and epilepsy. As part of Norton Neuroscience Institute's multidisciplinary approach to epilepsy care, the Norton Brownsboro Hospital epilepsy monitoring unit is a specialized inpatient unit designed to evaluate and diagnose seizure disorders. * A centralized Norton Neuroscience Institute Resource Center is available to patients, offering free education and support services. The resource center offers support groups, mental health counseling, clinical trial information and educational, therapeutic and exercise programs. In addition, patients have access to National Institutes of Health clinical trials through the center. * The region's first rehabilitation program focused solely on treating patients with neurological and spine disorders has the only Lokomat system available to Louisville-area patients. Lokomat assists with walking movements for patients receiving therapy for paralysis or movement disorders. Community Medical Associates * Norton Healthcare's employed provider group treated more than 1.6 million patients in 2014 , a 13 percent increase over 2013. Community Medical Associates consists of more than 150 physician practices, twelve urgent care providers, including physicians, physician assistants and advance practice providers. * Provided physicians and a chaplain who make house calls for elderly patients who have difficulty leaving home for medical care. * Physicians are involved in medical screening, community outreach and community education activities to promote wellness and early interventions. Research * In 2014, Norton Healthcare participated in more than 700 community benefit research projects. Our research gives Norton Healthcare patients access to new, innovative treatments and helps expand the medical community's knowledge. These efforts improve the quality of medical care and will continue to do so for future generations. * Norton Healthcare Office of Research Administration partnered with Norton University to offer research education to all researchers in Metro Louisville and beyond. In 2014, eight programs were offered. Attendees included Norton Healthcare, KentuckyOne Health, University of Louisville Hospital, Floyd Memorial Hospital, Cincinnati Children's Hospital Medical Center, St. Vincent Health, University of Kentucky, University of Louisville and various community-based practices. Children's Hospital Foundation The Children's Hospital Foundation raises funds to support programs, equipment and facilities, research, advocacy and education for Kosair Children's Hospital, Norton Women's and Kosair Children's Hospital - and Kosair Children's Medical Center. The Children's Hospital Foundation is motivated to ensure that children in the Louisville area have the medical care they need when they need it, while keeping kids as close to home as possible.
Form 990, Part III, Line 4a Program Service Accomplishment	Children's Hospital Foundation (continued) Thanks to support from the community, Kosair Children's Hospital has some of the most talented and dedicated pediatric specialists and clinical and caregiving teams in the country ready to care for children. This 265-bed hospital is the only full-service, free-standing pediatric hospital in Kentucky, level 1 pediatric trauma center in Kentucky, and the primary teaching facility for the University of Louisville School of Medicine Department of Pediatrics. In order to continue to exceed the community's need for specialized pediatric care and meet the ever-growing needs at Kosair Children's Hospital, 2014 brought several specific fundraising initiatives forward to donors and the community at large. These efforts focused on raising funds for pediatric cancer, neurology and neurosurgery, neonatal intensive care, Type I diabetes, trauma and emergency care to name a few. While the foundation's "Just for Kids" campaign concluded in 2011, the three general areas of development from the campaign - workforce, research and facilities - continue to guide fundraising growth in each of the aforementioned pediatric services. Additionally, ongoing areas of need, such as child advocacy; pediatric pastoral care and bereavement programs; endowed research chairs; and specialty therapies, including child life, expressive and music therapies, continue to be areas of funding and priority for the Children's Hospital Foundation to ensure a truly "Just for Kids" experience for patients and families. The foundation continues to expand partnerships within the community and enhance the hospital's ability to serve all children regardless of their families' ability to pay. The strength and value of the community's support for the hospital are visible through funding and support of many projects in 2014, including: * More than $9 million in investments granted to Kosair Children's Hospital, to benefit dozens of areas of care. * Renovation of the Bone Marrow Treatment Lab and Oncology Special Care Unit (OSCU) in the Addison Jo Blair Cancer Care Center at Kosair Children's Hospital. * ECMO equipment update to support critical ill pediatric patients whose heart and lungs can no longer function. * The Children's Hospital Foundation Office of Child Advocacy of Kosair Children's Hospital, which helps provide safety and outreach information aimed at keeping kids out of the hospital. * Funding for the Wendy L. Novak Diabetes Care Center at Kosair Children's Hospital for expansion of technology and accreditation. * Construction of a new Pediatric Inpatient Unit and Pediatric Emergency Room to increase the capacity to serve children in the region at Norton Women's and Kosair Children's Hospital. * Endowed research chairs in pediatric hematology/oncology, sleep medicine and endocrinology. * Staff educational opportunities and advanced certifications that can lead to improved patient treatment. Support from the Children's Hospital Foundation allows the pediatric specialists at Kosair Children's Hospital to continue to respond to the unique medical needs of children from birth to age 18. It also helps the hospital work to keep children out of the hospital.
Form 990, Part III, Line 4a Program Service Accomplishment	Norton Healthcare Foundation The Norton Healthcare Foundation is the philanthropic arm of the not-for-profit Norton Healthcare adult-service hospitals: Norton Audubon Hospital, Norton Brownsboro Hospital, Norton Hospital and Norton Women's and Kosair Children's Hospital. The foundation raises funds each year to improve programs, equipment and facilities, research and education, enabling the hospitals to stay up-to-date with medical advances and technology, and maintaining the community's access to health care. Community support through the Norton Healthcare Foundation allows caregivers to continue making a difference for patients served by Norton Healthcare Inc. In 2014, that support helped the foundation provide funding to: * Norton Healthcare Foundation funds granted more than $5.9 million to benefit dozens of areas of care throughout the facilities. * Provide enhancements and programming for the Marshall Women's Health & Education Center, located at Norton Women's and Kosair Children's Hospital, which provides a healing and educational gathering space for expectant mothers, women at all stages of life and their families to learn how they can live their healthiest. * Support Norton Cancer Institute initiatives that provide early detection screenings, education and clinical research. * Expand the surgery waiting area at Norton Brownsboro Hospital to serve patient families. * Support pastoral care services for patients, their families and staff members at all Norton Healthcare adult-service facilities. * Provide educational opportunities for the community and caregivers, such as the Gail Klein Garlove Lectureship series, with 166 attendees and Nixon Lectureship series with 345 attendees, which focus on topics related to cancer care, prevention and research. * Support nurses to obtain oncology-certified nurse designation, enabling them to provide the most advanced and comprehensive care to cancer patients. * Renovate and expand Norton Women's and Kosair Children's Hospital, including the installation of the healing garden and labyrinth for oncology patients. * Provide baby-friendly hospital initiatives to support breastfeeding at Norton Hospital and of Norton Women's and Kosair Children's Hospital. * Program support for Integrative Medicine initiatives for the Norton Neuroscience Institute. * Provide support for breast cancer survivors. The Norton Healthcare Foundation will continue to support: * Screenings and educational programs for prevention and early detection of cancer in high-risk and medically underserved areas of Kentucky and Southern Indiana. * Efforts to improve cardiovascular care. * Women's care for those welcoming a new child to the family, as well as for other women's issues. * Advanced care through Norton Neuroscience Institute for patients requiring treatment of neurological disorders. * Prevention, screening, clinical research and programs for Norton Cancer Institute, providing access to care at every stage of cancer. Philanthropy plays an increasingly important role at Norton Healthcare as caregivers strive to continuously improve the health of the community.
Form 990, Part V, Line 1a COMMON PAYING AGENT 1099S	NORTON HEALTHCARE, INC., EIN 61-1028725 IS THE COMMON PAYING AGENT FOR NORTON HEALTHCARE, INC., NORTON HOSPITALS, INC., COMMUNITY MEDICAL ASSOCIATES, INC., NORTON PROPERTIES, INC., NORTON HEALTHCARE FOUNDATION, INC. AND THE CHILDREN'S HOSPITAL FOUNDATION INC. THEREFORE, ALL VENDORS, INCLUDING INDEPENDENT CONTRACTORS, ARE PAID AND REPORTED BY NORTON HEALTHCARE, INC. ON BEHALF OF THESE NAMED ENTITIES. FOR PURPOSES OF PART V, LINE 1, THE NUMBER OF 1099S REPORTED AND FILED FOR 2014 BY NORTON HEALTHCARE, INC., WAS APPROXIMATELY 483. NORTON HEALTHCARE, INC., HAS APPROXIMATELY 92 INDEPENDENT CONTRACTORS EXCEEDING $100,000 FOR 2014. NORTON HEALTHCARE, INC., THE COMMON PAYING AGENT, REPORTED 894 VENDORS ON FORM 1096 FOR 2014.
Form 990, Part V, Line 1b W-2 G COMMON PAYING AGENT	NORTON HEALTHCARE INC., AS THE COMMON PAYING AGENT, FILED TWO FORM W-2G ON BEHALF OF THE CHILDREN'S HOSPITAL FOUNDATION AND ONE FORM W-2G ON BEHALF OF NORTON HEALTHCARE FOUNDATION.
Form 990, Part V, Line 1c COMMON PAYING AGENT FOR VENDORS	NORTON HEALTHCARE, INC., EIN 61-1028725 IS THE COMMON PAYING AGENT FOR NORTON HEALTHCARE INC, AND ALL AFFILIATES. NORTON HEALTHCARE, INC. REQUIRES THAT ALL VENDORS PROVIDE AN ACCURATE TAXPAYER IDENTIFICATION NUMBER ON A FORM W-9, AS REQUIRED BY LAW, PRIOR TO ASSURANCE OF ANY PAYMENT.
Form 990, Part V, Line 2a COMMON PAYING AGENT FOR EMPLOYEES	NORTON HEALTHCARE, INC EIN 61-1028725 IS THE COMMON PAYING AGENT FOR NORTON HOSPITALS, INC., NORTON PROPERTIES, INC., COMMUNITY MEDICAL ASSOCIATES, INC., NORTON HEALTHCARE FOUNDATION, INC., AND THE CHILDREN'S HOSPITAL FOUNDATION, INC. THEREFORE, ALL APPLICABLE IRS TAX COMPLIANCE FILINGS ARE REPORTED BY NORTON HEALTHCARE, INC. ON BEHALF OF THESE NAMED ENTITIES. NORTON HEALTHCARE, INC. HAS APPROXIMATELY 1,944 EMPLOYEES. NORTON HEALTHCARE, INC., THE COMMON PAYING AGENT, REPORTED 13,577 EMPLOYEES ON FORM W-3 FOR 2014.
Form 990, Part VI, Line 1a Delegate broad authority to a committee	The Executive Committee shall possess and may exercise all the powers and authority of the Board of Trustees in the management and direction of the business and affairs of the Corporation. However, the Executive Committee does not possess the authority to do the following: a) fill vacancies on the Board; b) change the membership of the Executive Committee; c) make decisions to merge, liquidate, or otherwise make decisions outside of the normal course of business; d) make final determinations of long-term policy; e)hire or fire the Chief Executive Officer; and f)amend the Articles of Incorporation or Bylaws.
Form 990, Part VI, Line 2 Family/business relationships amongst interested persons	JAMES FRAZIER, KEY EMPLOYEE, NORTON HEALTHCARE, INC. BUSINESS RELATIONSHIP WITH STEVE HEILMAN AND DOUGLAS WINKELHAKE. - Business relationship, STEVE HEILMAN, KEY EMPLOYEE, NORTON HEALTHCARE, INC BUSINESS RELATIONSHIP WITH JAMES FRAZIER AND DOUGLAS WINKELHAKE. - Business relationship, DOUGLAS WINKELHAKE, KEY EMPLOYEE, NORTON HEALTHCARE, INC BUSINESS RELATIONSHIP WITH JAMES FRAZIER AND STEVE HEILMAN - Business relationship
Form 990, Part VI, Line 11b Review of form 990 by governing body	At the October 8, 2015 Norton Healthcare, Inc. (Norton) Finance Committee meeting and at the October 15, 2015 Norton Board of Trustees meeting , the 990s were discussed and committee members and Trustees had an opportunity to ask questions. Coinciding with the Finance Committee meeting, electronic copies of the 990s were made available to all members of the Finance Committee and the Board of Trustees through the Director's portal site. Norton is the parent of Community Medical Associates, Inc., Norton Hospitals, Inc., Norton Properties, Inc., Norton Healthcare Foundation, Inc., and The Children's Hospital Foundation, Inc.
Form 990, Part VI, Line 12c Conflict of interest policy	THE ORGANIZATION REGULARLY AND CONSISTENTLY MONITORS AND ENFORCES COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY BY ANNUALLY DISTRIBUTING A QUESTIONNAIRE THAT REQUIRES OFFICERS, TRUSTEES, AND KEY EMPLOYEES TO DISCLOSE INTERESTS THAT MAY GIVE RISE TO CONFLICTS. IF A CONFLICT ARISES, THE POLICY PROVIDES PROCEDURES FOR ADDRESSING CONFLICTS TO ENSURE DECISIONS ARE MADE IN THE BEST INTEREST OF THE ORGANIZATION
Form 990, Part VI, Line 15a Process to establish compensation of top management official	Please see explanation provided for Form 990, Part VI, Line 15b
Form 990, Part VI, Line 15b Process to establish compensation of other employees	The organization takes all necessary steps to ensure that compensation for all officers, directors and key employees is reasonable and appropriate for the services provided to the organization. The organization provides a total compensation package that is on par with compensation provided by similar organizations and which conforms to the policies and guidelines set out by the Board of Trustees. Norton Healthcare, Inc. (NHI) engages an outside independent compensation consultant, Integrated Healthcare Strategies (IHS), to provide comparability data for NHI's officers and key employees on total compensation for similar positions at health systems and hospital organizations similar in size, scope of services, and circumstances. In addition, the organization participates in third party surveys which provide aggregate, comparative compensation data for officers and key employees in similar positions at similar organizations. IHS consultants presented and discussed this comparability data in 2013 for the 2014 compensation review and met in 2014 for the 2015 compensation review with the committee of board leadership (now Executive Committee) of the Board of Trustees (Board) The Committee reviewed the executive compensation and benefits program, determined total compensation for the CEO, and approved compensation for other officers and key employees. The Committee reviewed NHI's variable compensation program and determined appropriate awards for performance relative to goals set for the year. After the Committee determined appropriate compensation and benefits for officers and key employees, the Board approved their total compensation. Employment contracts for the CEO, COO, and CFO and key employees are signed, and reviewed as necessary.
Form 990, Part VI, Line 19 Required documents available to the public	FINANCIAL STATEMENTS, GOVERNING DOCUMENTS, AND CONFLICT OF INTEREST POLICIES ARE NOT REQUIRED DISCLOSURES PURSUANT TO INTERNAL REVENUE CODE (IRC) SECTION 6104. THESE DOCUMENTS ARE NOT AVAILABLE TO THE PUBLIC.
Form 990, Part VII, Section A, Line 1a, Column (D) Board Member Stipend Payments	Norton Healthcare, Inc. (NHI) and affiliates (Norton Hospitals, Inc., Community Medical Associates, Inc., Norton Properties, Inc., Norton Healthcare Foundation, Inc., and The Children's Hospital Foundation, Inc.) encourages and facilitates board member attendance at educational programs and conferences on subjects relevant to NHI. NHI's travel policy for Board of Trustees provides that for each trustee that attends at least one out of town educational conference, a lump sum stipend will be paid to cover unreimbursed travel expense and other miscellaneous expenses associated with conference preparation, attendance or follow up. In compliance with IRS regulations, NHI provides a form 1099 to any trustee that receives a stipend. These amounts have been reported in Part VII or the form 990 as reportable compensation to the trustee receiving stipends in 2014.
Form 990, Part VIII, Line 11d Other Miscellaneous Revenue	Misc Inc - Total Revenue: 308432, Related or Exempt Function Revenue: 308432, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ; Purchase discounts - Total Revenue: 30, Related or Exempt Function Revenue: 30, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;
Form 990, Part IX, Line 11g Other Fees	Outside Services - Total Expense: 35945855, Program Service Expense: 31926299, Management and General Expenses: 4019556, Fundraising Expenses: ; Other expenses - Total Expense: 704536, Program Service Expense: 547180, Management and General Expenses: 157356, Fundraising Expenses: ; Contract Labor - Total Expense: 454922, Program Service Expense: 354635, Management and General Expenses: 100287, Fundraising Expenses: ; Professional Fees - Total Expense: 1222092, Program Service Expense: 1222092, Management and General Expenses: , Fundraising Expenses: ;
Form 990, Part XI, Line 9 Other changes in net assets or fund balances	Affiliate transfer - -293877; SWAP mark to market adjustment - 5742054; Change in minimum pension liability - 1137704;
Form 990, Part XII, Line 3a A-133 AUDITS PART XII LINE 3A AND 3B	AS REQUIRED BY THE U.S. OFFICE OF MANAGEMENT AND BUDGET CIRCULAR A-133, AUDITS OF STATES, LOCAL GOVERNMENTS, AND NON-PROFITS ORGANIZATIONS, IN 2014 NORTON HEALTHCARE, INC. AND AFFILIATES (NORTON HOSPITALS, INC., COMMUNITY MEDICAL ASSOCIATES, INC., NORTON PROPERTIES, INC., AND THE CHILDREN'S HOSPITAL FOUNDATION) RECEIVED AN AUDIT IN ACCORDANCE WITH THE SINGLE AUDIT ACT.

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:	14000329
Software Version:	2014v1.0

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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.
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Attach to Form 990.
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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

Norton Healthcare Inc

Employer identification number

61-1028725

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) NORTON HOSPITALS INC 224 E BROADWAY 5TH FLOOR LOUISVILLE,KY40202 61-0703799	PROVIDE HOSPITAL SERVICES	KY	501(c)(3	3	NA	Yes
(2) COMMUNITY MEDICAL ASSOCIATES INC 224 E BROADWAY 5TH FLOOR LOUISVILLE,KY40202 61-1276316	OPERATES A NETWORK OF PHYSICIAN PRACTICES	KY	501(c)(3	9	NA	Yes
(3) NORTON PROPERTIES INC 224 E BROADWAY 5TH FLOOR LOUISVILLE,KY40202 61-1028724	MAINTAINS OFFICE AND PARKING FACILITIES	KY	501(c)(3	Type I	NA	Yes
(4) THE CHILDREN'S HOSPITAL FOUNDATION INC 224 E BROADWAY 5TH FLOOR LOUISVILLE,KY40202 61-6027530	GENERATE FUNDS TO SUPPORT PROGRAMS AND SERVICES	KY	501(c)(3	7	NA	Yes
(5) NORTON HEALTHCARE FOUNDATION INC 224 E BROADWAY 5TH FLOOR LOUISVILLE,KY40202 31-0914919	GENERATE FUNDS TO SUPPORT PROGRAMS AND SERVICES	KY	501(c)(3	7	NA	Yes

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	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets		Yes	No
(1) NORTON ENTERPRISES INC 224 E BORADWAY 5TH FLOOR LOUISVILLE,KY40202 61-1054301	PROVIDE NURSING AND PATHOLOGY SERVICES	KY	NA	C Corporation	33,461,452	33,258,340	100 %	Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

Yes

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

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) Norton Hospitals Inc	R	1,311,916,427	FMV
(2) Norton Hospitals Inc	S	1,454,700,815	FMV
(3) Community Medical Associates Inc	R	299,831,279	FMV
(4) Community Medical Associates Inc	S	263,075,693	FMV
(5) Norton Properties Inc	R	46,981,082	FMV
(6) Norton Properties Inc	S	33,663,452	FMV
(7) The Children's Hospital Foundation Inc	R	4,541,662	FMV
(8) The Children's Hospital Foundation Inc	S	4,082,621	FMV
(9) Norton Healthcare Foundation Inc	R	1,740,730	FMV
(10) Norton Healthcare Foundation Inc	S	1,693,474	FMV

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:	14000329
Software Version:	2014v1.0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	862,509	933,224
9	Program service revenue (Part VIII, line 2g) .........	161,469,775	160,391,143
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	41,495,121	24,721,049
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	2,399,590	2,226,309
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	206,226,995	188,271,725
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	2,443,621	2,452,508
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)	125,463,544	125,493,974
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)....	123,463,377	96,374,567
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	251,370,542	224,321,049
19	Revenue less expenses. Subtract line 18 from line 12.......	-45,143,547	-36,049,324
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	1,131,948,403	1,181,601,907
21	Total liabilities (Part X, line 26).............	1,365,269,544	1,447,930,702
22	Net assets or fund balances. Subtract line 21 from line 20.....	-233,321,141	-266,328,795

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 188,465,085 including grants of $ 2,452,508 ) (Revenue $ 162,225,081 )
	NORTON HEALTHCARE, INC. (NHI) IS A NOT-FOR-PROFIT CORPORATION BASED IN LOUISVILLE, KY. IN 2014 NHI, THROUGH ITS AFFILIATE, NORTON HOSPITALS, INC., HAD A TOTAL OF 1,837 LICENSED BEDS: NORTON HOSPITAL - 605 BEDS; KOSAIR CHILDREN'S HOSPITAL - 300 BEDS; NORTON AUDUBON HOSPITAL - 432 BEDS; NORTON WOMEN'S AND KOSAIR CHILDREN'S HOSPITAL (FORMERLY NORTON SUBURBAN HOSPITAL)- 373 BEDS; AND NORTON BROWNSBORO HOSPITAL - 127 BEDS. THESE FIVE HOSPITALS OPERATE 24 HOURS A DAY, SEVEN DAYS A WEEK. NHI, THROUGH ITS AFFILIATE, COMMUNITY MEDICAL ASSOCIATES, INC. HAD MORE THAN 150 PHYSICIAN PRACTICE LOCATIONS AND 12 IMMEDIATE CARE CENTERS OPERATING IN SEVENTEEN COUNTIES IN KENTUCKY AND SEVEN COUNTIES IN SOUTHERN INDIANA. (CONTINUED IN SCHEDULE O)

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












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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses188,465,085

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	15,291,099	318,395	3,268,909

				(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		878,744
e	Government grants (contributions)1e		54,480

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.......			933,224
			Business Code
2a	Clinical Research Trials		900099	3,021,346	3,021,346
b	Management fees		900099	157,333,235	157,333,235
c	Education Programs		900099	36,562	36,562
d
e
f	All other program service revenue .			0	0	0	0
g	Total. Add lines 2a–2f........			160,391,143
3	Investment income (including dividends, interest, and other similar amounts).......			12,059,566			12,059,566
4	Income from investment of tax-exempt bond proceeds..			276,704			276,704
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents	285,292
b	Less: rental expenses
c	Rental income or (loss)	285,292	0
d	Net rental income or (loss).......			285,292			285,292
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	381,177,413
b	Less: cost or other basis and sales expenses	368,423,554	369,080
c	Gain or (loss)	12,753,859	-369,080
d	Net gain or (loss)..........			12,384,779			12,384,779
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	Credit Card Rebate		900099	1,363,194	1,363,194
b	Employee Emergency Fund		900099	162,282	162,282
c	Fitness Center		900099	107,079			107,079
d	All other revenue ....			308,462	308,462	0	0
e	Total. Add lines 11a–11d ......			1,941,017
12	Total revenue. See Instructions......			188,271,725	162,225,081	0	25,113,420

1	Briefly describe the organization’s mission or most significant activities: Norton Healthcare's purpose is to provide quality health care to all those we serve, in a manner that responds to the needs of our communities and honors our faith heritage.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	20
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	19
5	Total number of individuals employed in calendar year 2014 (Part V, line 2a) ......	5	1,944
6	Total number of volunteers (estimate if necessary) .............	6	6
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


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			-4,200,823	1	2,322,855
2	Savings and temporary cash investments .........			199,639,918	2	210,523,477
3	Pledges and grants receivable, net ...........				3
4	Accounts receivable, net .............			7,529,306	4	7,598,321
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				0	5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
				0	6	0
7	Notes and loans receivable, net .............				7
8	Inventories for sale or use ..............			1,083,969	8	632,426
9	Prepaid expenses and deferred charges ..........			19,481,031	9	22,750,667
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	378,834,662
b	Less: accumulated depreciation .....	10b	300,540,178	87,577,565	10c	78,294,484
11	Investments—publicly traded securities ..........			609,031,310	11	606,816,843
12	Investments—other securities. See Part IV, line 11 .....			163,176,778	12	199,167,556
13	Investments—program-related. See Part IV, line 11 .....			0	13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			48,629,349	15	53,495,278
16	Total assets. Add lines 1 through 15 (must equal line 34)......			1,131,948,403	16	1,181,601,907
17	Accounts payable and accrued expenses .........			178,456,423	17	178,386,219
18	Grants payable .................			2,558,022	18	2,716,753
19	Deferred revenue ................				19
20	Tax-exempt bond liabilities .............			886,242,756	20	870,548,010
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..........			0	22
23	Secured mortgages and notes payable to unrelated third parties ..				23
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....................			298,012,343	25	396,279,720
26	Total liabilities. Add lines 17 through 25.........			1,365,269,544	26	1,447,930,702
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			-233,727,257	27	-266,496,074
28	Temporarily restricted net assets ...........			406,116	28	167,279
29	Permanently restricted net assets ...........				29
	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 ...........			-233,321,141	33	-266,328,795
34	Total liabilities and net assets/fund balances ........			1,131,948,403	34	1,181,601,907

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes,"the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926)......................................	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A; do not file with Form 990)............................	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471)..............................	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If “Yes,” the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621)...............................................	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships. (see Instructions for Form 8865)....................................	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see Instructions for Form 5713; do not file with Form 990).....................................	Yes	No