Form990
Click to see attachment
Department of the Treasury
Internal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations)
MediumBullet Do not enter Social Security numbers on this form as it may be made public. By law, the IRS
generally cannot redact the information on the form.
MediumBullet Information about Form 990 and its instructions is at www.IRS.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
A For the 2013 calendar year, or tax year beginning 07-01-2013 , 2013, and ending 06-30-2014
BCheck if applicable:
CName of organization
MEMORIAL HEALTH SERVICES
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
17360 BROOKHURST STREET
Suite
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
FOUNTAIN VALLEY, CA92708
D Employer identification number

95-1643381
E Telephone number

G Gross receipts $ 441,751,633
F Name and address of principal officer:
BARRY ARBUCKLE
17360 BROOKHURST STREET
FOUNTAIN VALLEY,CA92708
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
WWW.MEMORIALCARE.ORG
H(a)
Is this a group return for
subordinates?
H(b)
Are all subordinates
included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet5661
K Form of organization:
 
L Year of formation: 1937
M State of legal domicile: CA
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: TO IMPROVE THE HEALTH AND WELL BEING OF INDIVIDUALS, FAMILIES AND OUR COMMUNITIES THROUGH INNOVATION AND THE PURSUIT OF EXCELLENCE.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 12
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 10
5 Total number of individuals employed in calendar year 2013 (Part V, line 2a) ...... 5 742
6 Total number of volunteers (estimate if necessary) ............. 6 11
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  
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 311,000
9 Program service revenue (Part VIII, line 2g) ......... 220,594,813 152,144,254
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 48,156,467 55,415,567
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 728,001 3,700,149
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 269,479,281 211,570,970
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 4,004,902 305,722
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) 69,140,840 70,776,398
16a Professional fundraising fees (Part IX, column (A), line 11e)..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 75,173,012 114,464,361
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 148,318,754 185,546,481
19 Revenue less expenses. Subtract line 18 from line 12....... 121,160,527 26,024,489
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 1,494,948,309 1,826,980,820
21 Total liabilities (Part X, line 26)............. 1,033,728,445 1,250,534,578
22 Net assets or fund balances. Subtract line 21 from line 20..... 461,219,864 576,446,242
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
Preparer's signature
Date
PTIN
Firm's name MediumBullet

Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ............
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2013)
Form 990 (2013)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response or note to any line in this Part III ..............
1
Briefly describe the organization’s mission: TO IMPROVE THE HEALTH AND WELL BEING OF INDIVIDUALS, FAMILIES AND OUR COMMUNITIES THROUGH INNOVATION AND THE PURSUIT OF EXCELLENCE.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ......................
If "Yes," describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ............................
If "Yes," describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 144,963,340 including grants of $ 305,722 ) (Revenue $ 153,753,196 )
MEMORIAL HEALTH SERVICES' FACILITIES ENGAGED IN ACUTE HOSPITAL INPATIENT AND OUTPATIENT CARE FOR THEIR RESPECTIVE LOCAL COMMUNITIES. THE TOP THREE HEALTH SERVICE LINES ARE CARDIOLOGY, GENERAL SURGERY, AND PULMONOLOGY. OBSTETRIC SERVICES COME IN A CLOSE FOURTH. THE MEMORIAL HEALTH SERVICES ENTITY PROVIDES ADMINISTRATIVE SERVICES FOR EACH OF THESE FACILITIES. PLEASE SEE SCHEDULE O FOR ADDITIONAL INFORMATION ON MEMORIALCARE HEALTH SYSTEM.
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 expensesMediumBullet144,963,340
Form 990 (2013)
Form 990 (2013)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule AClick to see attachment........................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? Click to see attachment...
2
Yes
 
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part IClick to see attachment..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part IIClick to see attachment........
4
Yes
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C,
Part IIIClick to see attachment............................
5
 
No
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part IClick to see attachment........................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IVClick to see attachment..............
9
 
No
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes," complete Schedule D, Part VClick to see attachment......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If "Yes," complete Schedule D, Part VI.Click to see attachment...................
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIClick to see attachment.......
11b
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIIClick to see attachment.......
11c
Yes
 
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IXClick to see attachment............
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part XClick to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part XClick to see attachment.........................
11f
Yes
 
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If "Yes," complete Schedule D, Parts XI and XII Click to see attachment.................
12a
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E....
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?.....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV...
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I (see instructions)....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....
20a
 
No
b
If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2013)
Form 990 (2013)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
Did the organization report more than $5,000 of grants or other assistance to any domestic organization or government on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II... Click to see attachment
21
Yes
 
22
Did the organization report more than $5,000 of grants or other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........ Click to see attachment
22
 
No
23
Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J....................... Click to see attachment
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a................ Click to see attachment
24a
Yes
 
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
No
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
No
d
Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...
24d
 
No
25a
Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I........ Click to see attachment
25a
 
No
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I................... Click to see attachment
25b
 
No
26
Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If so, complete Schedule L, Part II.................... Click to see attachment
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III......... Click to see attachment
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV .......................... Click to see attachment
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If "Yes,"
complete Schedule L, Part IV..................... Click to see attachment
28b
Yes
 
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV... Click to see attachment
28c
 
No
29
Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M.............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II......................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I........ Click to see attachment
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1........................ Click to see attachment
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
Yes
 
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2... Click to see attachment
35b
Yes
 
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2............. Click to see attachment
36
 
No
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2013)
Form 990 (2013)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response or note to any line in this Part V ..............
Yes
No
1a
Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..
1a
1,053
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
742
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)
2b
Yes
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
 
No
b
If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...
3b
 
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)?..........................
4a
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions?...
6a
 
No
b
If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If "Yes," did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If "Yes," indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?............................
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?............................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?............
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?..........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?.......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If "Yes," enter the amount of tax-exempt interest received or accrued during the year. ....................
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..
14b
 
 
Form 990 (2013)
Form 990 (2013)
Page 6
Part VI
Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response or note to any line in this Part VI ..............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year .....................
1a
12
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent ...................
1b
10
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
 
No
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
 
No
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
 
No
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
 
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If "No," go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done.......................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
 
No
b
If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
 
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
CA
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how) the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization:
MediumBulletMARY GALLARDO17360 BROOKHURST STREETFOUNTAIN VALLEYCA92708 (714) 377-3411
Form 990 (2013)
Form 990 (2013)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response or note to any line in this Part VII ..............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

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

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

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

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(1) BARRY ARBUCKLE........................................................................
PRESIDENT AND CEO
 50.0
.......................10.0 		X   X       1,864,919 0 1,020,263
(2) THOMAS COLLINS........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(3) SANTOS CORTEZ DDS........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(4) PATRICK DONAHUE........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(5) ERIC FELDMAN MD........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(6) TIM HELGESON........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(7) RUSSELL HILL........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(8) LARRY LAMBERT........................................................................
DIRECTOR, CHAIRMAN
 2.0
.......................4.0 		X   X       0 0 0
(9) DAVID LAW MD........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(10) KEITH NELSON........................................................................
DIRECTOR
 2.0
.......................2.0 		X           0 0 0
(11) TOM ROGERS........................................................................
DIRECTOR, SECRETARY
 2.0
.......................2.0 		X   X       0 0 0
(12) ROBERT SCHACK........................................................................
DIRECTOR, VICE-CHAIRMAN
 2.0
.......................2.0 		X   X       0 0 0
(13) TAMMIE M BRAILSFORD........................................................................
CHIEF OPERATING OFFICER
 50.0
.......................10.0 		    X       1,116,010 0 707,937
(14) RICHARD A GRANIERE........................................................................
CHIEF INVESTMENT OFF/TREASURER
 50.0
.......................10.0 		    X       877,035 0 319,560
(15) J SCOTT JOSLYN........................................................................
SVP, INFO SYSTEMS/CIO
 50.0
.......................10.0 		    X       646,232 0 364,318
(16) KAREN A TESTMAN........................................................................
CHIEF FINANCIAL OFFICER
 50.0
.......................10.0 		    X       597,022 0 256,194
(17) HELEN CICINO FABIAN........................................................................
SVP, GENERAL COUNSEL
 50.0
.......................10.0 		    X       393,620 0 13,158
Form 990 (2013)
Form 990 (2013)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(18) TERRI CAMMARANO........................................................................
GENERAL COUNSEL
 50.0
.......................10.0 		    X       0 0 0
(19) HELEN L MACFIE........................................................................
CHIEF TRANSFORMATION OFFICER
 50.0
.......................10.0 		    X       566,071 0 311,050
(20) DAVID LAGREW MD........................................................................
CHIEF INTEGRATION & ACCT OFF
 50.0
.......................10.0 		    X       374,425 0 14,262
(21) DIANE LAIRD........................................................................
CEO, IPA DIVISION
 50.0
.......................10.0 		    X       615,720 0 40,350
(22) JOHN C METCALFE........................................................................
VP, RISK MANAGEMENT SERVICES
 50.0
.......................10.0 		    X       370,004 0 39,683
(23) LORRAINE BOOTH........................................................................
VP, PEOPLE AND CULTURE
 50.0
.......................10.0 		    X       412,817 0 39,753
(24) LAURA SICAEROS........................................................................
VP, PHYSICIAN INTEGRATION
 50.0
.......................10.0 		    X       396,585 0 22,156
(25) AARON B COLEY........................................................................
VP, DECISION SUPPORT
 50.0
.......................10.0 		    X       364,732 0 32,361
(26) KEVIN C TORRES........................................................................
VP, INFORMATION SYSTEMS
 50.0
.......................10.0 		    X       325,909 0 41,950
(27) JOHN D CASCELL........................................................................
VP, MANAGED CARE
 50.0
.......................10.0 		    X       332,134 0 39,015
(28) LAURA LUNDQUIST........................................................................
VP, INFORMATION SYSTEMS
 50.0
.......................10.0 		    X       282,996 0 36,465
(29) BRIAN C STUCKMAN........................................................................
VP, MATERIALS & LEAN RESOURCES
 50.0
.......................10.0 		    X       283,758 0 35,952
(30) CHRISTOPHER FINCH........................................................................
VP, CHIEF COMPLIANCE OFFICER
 50.0
.......................10.0 		    X       206,817 0 35,114
(31) TONI A UPTON........................................................................
VP, PATIENT FINANCIAL SERVICES
 50.0
.......................10.0 		    X       220,963 0 40,302
(32) JOHN SOMERS........................................................................
VP, REAL ESTATE MGMT/COO - MMF
 50.0
.......................10.0 		    X       371,282 0 32,197
(33) CATHY D CAPALDI........................................................................
VP, CLINIC INTEGRATION/BUS DEV
 50.0
.......................10.0 		    X       300,320 0 43,791
(34) DAVID TILLMAN MD........................................................................
MED DIR, ORG HEALTH/WELLNESS
 50.0
.......................10.0 		        X   277,303 0 13,493
(35) DONALD THOMPSON........................................................................
SENIOR ASSOCIATE COUNSEL
 60.0
.......................0.0 		        X   229,834 0 25,500
(36) PETER J MACKLER........................................................................
EXEC DIR GOVERN RELAT & POLICY
 60.0
.......................0.0 		        X   226,080 0 22,904
(37) KAREN WEINSTEIN........................................................................
SENIOR ASSOCIATE COUNSEL
 60.0
.......................0.0 		        X   221,480 0 31,807
(38) HARRIS R STUTMAN MD........................................................................
EXECUTIVE DIR, RESEARCH ADMIN
 60.0
.......................0.0 		        X   216,523 0 28,851
(39) BRENNAN R JAMES........................................................................
FORMER OFFICER-MHS / VP-SMMC
 0.0
.......................60.0 		          X 0 322,268 21,591
1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 12,090,591 322,268 3,629,977
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet178
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............
3
Yes
 
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
HEALTH ADVOCATES LLC, 14721 CALIFA STREETSHERMAN OAKSCA91411 COLLECTION SERVICES 1,560,748
ARENT FOX LLP, 1717 K STREET NWWASHINGTONDC200365342 LEGAL SERVICES 1,135,889
NORDIC CONSULTING PARTNERS, 740 REGENT STREET SUITE 400MADISONWI53715 IT CONSULTANTS 915,400
STEPHENSON ACQUISTO AND COLEMAN, 303 NORTH GLEN OAKS BLVD SUITE 700BURBANKCA91502 COLLECTION SERVICES 637,483
HOOPER LUNDY BOOKMAN, 1875 CENTURY PARK EAST SUITE 1600LOS ANGELESCA900672799 LEGAL SERVICES 565,008
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet36
Form 990 (2013)
Form 990 (2013)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response or note to any line in this Part VIII .............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512-514
Contributions, Gifts, GrantAmt and OtherAmt Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c 0
d Related organizations...1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		311,000
g Noncash contributions included in lines
1a-1f:$ 		0
h Total. Add lines 1a-1f.......MediumBullet 311,000
Program Service RevenueAmt Business Code
2a HEALTH CARE SUPPORT 591000 152,144,254 152,144,254 0 0
b
c
d
e
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet 152,144,254
OtherAmt RevenueAmt 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 36,693,237     36,693,237
4 Income from investment of tax-exempt bond proceeds..MediumBullet 0      
5 Royalties...........MediumBullet 0      
(i) Real (ii) Personal
6a Gross rents 3,648,122  
b Less: rental expenses 1,556,915  
c Rental income or (loss) 2,091,207 0
d Net rental income or (loss).......MediumBullet 2,091,207     2,091,207
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory 207,751,527 39,594,551
b Less: cost or other basis and sales expenses 194,265,929 34,357,819
c Gain or (loss) 13,485,598 5,236,732
d Net gain or (loss)..........MediumBullet 18,722,330     18,722,330
8a Gross income from fundraising events (not including
$  
of contributions reported on line 1c). See Part IV, line 18 ..
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet 0    
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities...MediumBullet 0      
10a Gross sales of inventory, less
returns and allowances .
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet 0      
Miscellaneous Revenue Business Code
11a PATIENT MEDICAL RECORD SOFTWARE 518210 1,133,432 1,133,432 0 0
b VENDOR REBATES 900099 466,880 466,880 0 0
c All other revenue 900099 8,630 8,630 0 0
d All other revenue ....        
e Total. Add lines 11a–11d ...... MediumBullet 1,608,942
12 Total revenue. See Instructions......MediumBullet 211,570,970 153,753,196 0 57,506,774
Form 990 (2013)
Form 990 (2013)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX ...............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to governments and organizations in the United States. See Part IV, line 21 305,722 305,722
2 Grants and other assistance to individuals in the United States. See Part IV, line 22 0 0
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16 0 0
4 Benefits paid to or for members 0 0
5 Compensation of current officers, directors, trustees, and key employees .... 11,442,349 1,153,389 10,288,960 0
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .... 19,433 19,433 0 0
7 Other salaries and wages 36,228,545 31,421,356 4,807,189 0
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 3,032,426 3,032,426 0 0
9 Other employee benefits ....... 16,377,231 11,885,576 4,491,655 0
10 Payroll taxes ........... 3,676,414 3,400,838 275,576 0
11 Fees for services (non-employees):        
a Management ...... 2,890,819 1,510,048 1,380,771 0
b Legal ......... 1,410,617 0 1,410,617 0
c Accounting ........... 562,224 0 562,224 0
d Lobbying ........... 1,682,312 1,682,312 0 0
e Professional fundraising services. See Part IV, line 17 0 0
f Investment management fees ...... 416,538 0 416,538 0
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........ 9,669,436 6,847,392 2,822,044 0
12 Advertising and promotion .... 2,737,864 2,724,420 13,444 0
13 Office expenses ....... 1,450,055 1,383,862 66,193 0
14 Information technology ...... 22,769,587 22,769,587 0 0
15 Royalties .. 0 0 0 0
16 Occupancy ........... 1,182,805 578,916 603,889 0
17 Travel ............ 307,256 182,948 124,308 0
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ...... 0 0 0 0
19 Conferences, conventions, and meetings .... 200,014 156,094 43,920 0
20 Interest ........... 10,492,971 0 10,492,971 0
21 Payments to affiliates ....... 0 0 0 0
22 Depreciation, depletion, and amortization ..... 1,702,173 56,510 1,645,663 0
23 Insurance .............. 436,319 230,309 206,010 0
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 INSTITUTIONAL SUPPORT 38,394,996 38,394,996 0 0
b CA HOSPITAL FEE TAX 15,586,135 15,586,135 0 0
c LICENSES & TAXES 1,371,137 600,664 770,473 0
d DUES AND SUBSCRIPTIONS 619,882 536,810 83,072 0
e All other expenses 581,221 503,597 77,624  
25 Total functional expenses. Add lines 1 through 24e 185,546,481 144,963,340 40,583,141 0
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720). 0      
Form 990 (2013)
Form 990 (2013)
Page 11
Part X Balance Sheet Check if Schedule O contains a response or note to any line in this Part X ..............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash–non-interest-bearing ............. 94,231,027 1 91,585,267
2 Savings and temporary cash investments ......... 31,983 2 15,349,827
3 Pledges and grants receivable, net ........... 0 3 0
4 Accounts receivable, net ............. 208,786 4 1,294,817
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..................
0 5 0
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
0 6 0
7 Notes and loans receivable, net ............. 138,456 7 71,299
8 Inventories for sale or use .............. 0 8 0
9 Prepaid expenses and deferred charges .......... 6,241,176 9 8,215,235
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 120,680,986
b Less: accumulated depreciation ..... 10b 20,931,736 23,263,795 10c 99,749,250
11 Investments—publicly traded securities .......... 1,086,363,130 11 1,349,664,980
12 Investments—other securities. See Part IV, line 11 ..... 16,358,327 12 18,311,196
13 Investments—program-related. See Part IV, line 11 ..... 228,413,109 13 236,619,043
14 Intangible assets ............... 0 14 0
15 Other assets. See Part IV, line 11 ........... 39,698,520 15 6,119,906
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 1,494,948,309 16 1,826,980,820
Liabilities 17 Accounts payable and accrued expenses ......... 51,380,667 17 52,102,334
18 Grants payable ................. 0 18 0
19 Deferred revenue ................ 0 19 0
20 Tax-exempt bond liabilities ............. 283,945,000 20 372,300,000
21 Escrow or custodial account liability. Complete Part IV of Schedule D.. 0 21 0
22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L.......... 0 22 0
23 Secured mortgages and notes payable to unrelated third parties .. 200,000,000 23 200,000,000
24 Unsecured notes and loans payable to unrelated third parties .... 0 24 0
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.................... 498,402,778 25 626,132,244
26 Total liabilities. Add lines 17 through 25......... 1,033,728,445 26 1,250,534,578
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets .............. 461,219,864 27 576,446,242
28 Temporarily restricted net assets ........... 0 28 0
29 Permanently restricted net assets ........... 0 29 0
Organizations that do not follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds ........   30  
31 Paid-in or capital surplus, or land, building or equipment fund .....   31  
32 Retained earnings, endowment, accumulated income, or other funds   32  
33 Total net assets or fund balances ........... 461,219,864 33 576,446,242
34 Total liabilities and net assets/fund balances ........ 1,494,948,309 34 1,826,980,820
Form 990 (2013)
Form 990 (2013)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response or note to any line in this Part XI ..............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
211,570,970
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
185,546,481
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
26,024,489
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
461,219,864
5
Net unrealized gains (losses) on investments ...............
5
90,302,674
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
 
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
-1,100,785
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
576,446,242
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response or note to any line in this Part XII .............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
 
No
b
If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits.
3b
 
 
Form 990 (2013)
Form 990, Special Condition Description:
Special Condition Description
Additional Data


Software ID:  
Software Version:  
SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow Attach to Form 990 or Form 990-EZ. right arrow See separate instructions.
right arrow Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
Part I
Reason for Public Charity Status (All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
f
g
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization? ................
11g(i)
 
No
(ii) A family member of a person described in (i) above? ......................
11g(ii)
 
No
(iii) A 35% controlled entity of a person described in (i) or (ii) above? ................
11g(iii)
 
No
h
Provide the following information about the supported organization(s).
(i) Name of supported organization (ii) EIN (iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions)) (iv) Is the organization in col. (i) listed in your governing document? (v) Did you notify the organization in col. (i) of your support? (vi) Is the organization in col. (i) organized in the U.S.? (vii) Amount of monetary support
Yes No Yes No Yes No
(A) LONG BEACH MEMORIAL MEDICAL CENTER
  		953527031 03 Yes   Yes   Yes   0
(B) SADDLEBACK MEMORIAL MEDICAL CENTER
  		952585792 03 Yes   Yes   Yes   0
(C) ANAHEIM MEMORIAL MEDICAL CENTER
  		951966746 09 Yes   Yes   Yes   0
(D) ORANGE COAST MEMORIAL MEDICAL CENTER
  		330687414 03 Yes   Yes   Yes   0
(E) MEMORIALCARE MEDICAL FOUNDATION
  		271504911 03   No Yes   Yes   0
Total 0

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....            
2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......            
3 The value of services or facilities furnished by a governmental unit to the organization without charge..            
4 Total. Add lines 1 through 3            
5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..  
6 Public support. Subtract line 5 from line 4.  
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
7 Amounts from line 4..            
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...            
9 Net income from unrelated business activities, whether or not the business is regularly carried on..            
10 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..            
11 Total support (Add lines 7 through 10).  
12
12
 
13
First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization, check this box and stop here.................................................right arrow
Section C. Computation of Public Support Percentage
14
14
 
15
15
 
16a
b
17a
b
18
Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .            
2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......            
3 Gross receipts from activities that are not an unrelated trade or business under section 513..            
4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...            
5 The value of services or facilities furnished by a governmental unit to the organization without charge..            
6 Total. Add lines 1 through 5.            
7a Amounts included on lines 1, 2, and 3 received from disqualified persons...            
b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.            
c Add lines 7a and 7b..            
8 Public support (Subtract line 7c from line 6.)  
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2009 (b) 2010 (c) 2011 (d) 2012 (e) 2013 (f) Total
9 Amounts from line 6...            
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b.            
11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) ..            
13 Total support. (Add lines 9, 10c, 11, and 12.)..            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
 
Explanation
 
 
 
 
Schedule A (Form 990 or 990-EZ) 2013

Additional Data


Software ID:  
Software Version:  
Schedule B
(Form 990, 990-EZ,
or 990-PF)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors
Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
Arrow Bullet Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ





Form 990-PF




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
Special Rules
......................... 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) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)
Page 2
Name of organization
MEMORIAL HEALTH SERVICES
  		Employer identification number

95-1643381
Part I
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
RESTRICTED
RESTRICTED
 

   
RESTRICTED
RESTRICTED
RESTRICTED, RESTRICTEDRESTRICTED

$RESTRICTED


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

   
 
 

$  


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

   
 
 

$  


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

   
 
 

$  


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

   
 
 

$  


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
 
 
 

   
 
 

$  


(Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)
Page 3
Name of organization
MEMORIAL HEALTH SERVICES
  		Employer identification number

95-1643381
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) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)
Page 4
Name of organization
MEMORIAL HEALTH SERVICES
  		Employer identification number

95-1643381
Part III
Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
that total more than $1,000 for the year. Complete columns (a) through (e) and the following line entry.
For organizations completing Part III, enter the total of exclusively religious, charitable, etc.,
contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
Use duplicate copies of Part III if additional space is needed.
(a) No.
from
Part I		 (b) Purpose of gift (c) Use 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 (c) Use 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 (c) Use 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 (c) Use 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) (2013)

Additional Data


Software ID:  
Software Version:  
SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet Complete if the organization is described below.SchCMd Bullet Attach to Form 990 or Form 990-EZ.
SchCMd Bullet See separate instructions.SchCMd Bullet Information about Schedule C (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
If the organization answered "Yes" to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, Part V, line 35c (Proxy Tax), then
Round Bullet Section 501(c)(4), (5), or (6) organizations: Complete Part III.
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
Part I-A
Complete if the organization is exempt under section 501(c) or is a section 527 organization.

1
Provide a description of the organization’s direct and indirect political campaign activities in Part IV.
2
Political expenditures ....................................SchCMd Bullet
$  
3
Volunteer hours ........................................
 

Part I-B
Complete if the organization is exempt under section 501(c)(3).
1
Enter the amount of any excise tax incurred by the organization under section 4955 .........SchCMd Bullet
$  
2
Enter the amount of any excise tax incurred by organization managers under section 4955 ......SchCMd Bullet
$  
3
If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............
4a
Was a correction made? .........................................
b
If "Yes," describe in Part IV.
Part I-C
Complete if the organization is exempt under section 501(c), except section 501(c)(3).
1
Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet
$  
2
Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt function activities ...................................SchCMd Bullet

$  
3
Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b..SchCMd Bullet

$  
4
Did the filing organization file Form 1120-POL for this year? ..........................
5
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) 2013

Schedule C (Form 990 or 990-EZ) 2013
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 Bulletexpenses, and share of excess lobbying expenditures).
B Check SchCMd Bullet
Limits on Lobbying Expenditures
(The term "expenditures" means amounts paid or incurred.) 		(a) Filing
organization's
totals 		(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? ......................................

4-Year Averaging Period Under Section 501(h)
(Some organizations that made a section 501(h) election do not have to complete all of the five
columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
Calendar year (or fiscal year
beginning in) 		(a) 2010 (b) 2011 (c) 2012 (d) 2013 (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) 2013


Schedule C (Form 990 or 990-EZ) 2013
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)
No
Yes
(b)
Amount
1
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:
a
Volunteers? .........................................
 
No
b
Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....
 
No
c
Media advertisements? ....................................
 
No
0
d
Mailings to members, legislators, or the public? .........................
 
No
0
e
Publications, or published or broadcast statements? .......................
 
No
0
f
Grants to other organizations for lobbying purposes? .......................
 
No
0
g
Direct contact with legislators, their staffs, government officials, or a legislative body? ........
 
No
0
h
Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......
 
No
0
i
Other activities? ..........................
Yes
 
1,682,312
j
Total. Add lines 1c through 1i ...............................
1,682,312
2a
Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....
 
No
b
If "Yes," enter the amount of any tax incurred under section 4912 .................
 
c
If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....
 
d
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
No
1
Were substantially all (90% or more) dues received nondeductible by members? ................
1
 
 
2
Did the organization make only in-house lobbying expenditures of $2,000 or less? ................
2
 
 
3
Did the organization agree to carry over lobbying and political expenditures from the prior year? ..........
3
 
 
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."
1
Dues, assessments and similar amounts from members .....................
1
 
2
Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).
a
Current year .........................................
2a
 
b
Carryover from last year ....................................
2b
 
c
Total ............................................
2c
 
3
Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .
3
 
4
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? ................................
4
 
5
Taxable amount of lobbying and political expenditures (see instructions) ..............
5
 
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, line 2; and Part ll-B, line 1. Also, complete this part for any additional information.
Return Reference Explanation
SCHEDULE C, PART II-B, LINE 1i A CONTRIBUTION WAS MADE TO THE CALIFORNIA HOSPITALS COMMITTEE ON ISSUES (CHCI) IN FEBRUARY AND MARCH 2014 FOR $1,668,562 (2 EQUAL INSTALLMENTS MADE)- THIS WAS AN ASSESSMENT MADE DETERMINED BY A FORMULA WHEREBY 19% OF THE CONTRIBUTION EACH HOSPITAL OR SYSTEM MADE INTO THE CALIFORNIA HEALTH FOUNDATION & TRUST (CHFT) FOR THE PRIVATE GRANT PROGRAM AND AN ADDITIONAL $3,000,000 COLLECTED FROM ALL PRIVATE HOSPITALS. THE ASSESSMENT WAS TO FUND SIGNATURE GATHERING TO QUALIFY THE MEDI-CAL FUNDING AND ACCOUNTABILITY ACT OF 2014 AND CONDUCT A CAMPAIGN TO ENACT THE BALLOT INITIATIVE IN NOVEMBER 2014, TO ESTABLISH PERMANENT PROTECTIONS FOR HOSPITALS RELATIVE TO FUTURE STATE HOSPITAL FEE, TAX, OR ASSESSMENT PROGRAMS. PER CHCI, ALL CONTRIBUTIONS ARE VOLUNTARY AND NON-DEDUCTIBLE FOR STATE AND FEDERAL INCOME TAX PURPOSES. LOBBYING EXPENSES ALSO INCLUDE THE PORTION OF DUES PAID TO A HEALTHCARE ASSOCIATION ALLOCATED TO LOBBYING ACTIVITIES.
Schedule C (Form 990 or 990EZ) 2013

Additional Data


Software ID:  
Software Version:  

SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet Attach to Form 990. SchDMd Bullet See separate instructions. SchDMd Bullet Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year .........    
2 Aggregate contributions to (during year) ...    
3 Aggregate grants from (during year) .....    
4 Aggregate value at end of year ........    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ....................... 2a  
b Total acreage restricted by conservation easements .................. 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register .................... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .......................................
9
In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:
(i)
Revenues included in Form 990, Part VIII, line 1 ........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ..............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIII and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ........
Part V
Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.
(a)Current year (b)Prior year b (c)Two years back (d)Three years back (e)Four years back
1a Beginning of year balance ....          
b Contributions ........          
c Net investment earnings, gains, and losses          
d Grants or scholarships .....          
e Other expenditures for facilities
and programs ........ 		         
f Administrative expenses ....          
g End of year balance ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages in lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIII the intended uses of the organization's endowment funds.
Part VI
Land, Buildings, and Equipment. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11a. See Form 990, Part X, line 10.
Description of property (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................   15,081,753 15,081,753
b Buildings ................   52,279,154 772,764 51,506,390
c Leasehold improvements ............   546,718 288,342 258,376
d Equipment ................   16,725,086 16,337,589 387,497
e Other .................   36,048,275 3,533,041 32,515,234
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 99,749,250
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 3
Part VII
Investments—Other Securities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11b. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c) Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests    
Other








Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet  
Part VIII
Investments—Program 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
(1) INVESTMENT-MMF 199,480,927 C
(2) INVESTMENT-MIF 22,924,074 C
(3) INVESTMENT-SEASIDE 12,900,000 C
(4) INVESTMENT-NHS 1,314,042 C





Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet 236,619,043
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.)...........Small Bullet  
Part X
Other Liabilities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
Federal income taxes 0
DUE TO AFFILIATES 586,220,513
SERP PAYABLE 22,576,603
TENDER BOND PREMIUM/DISCOUNT 16,499,724
WORKERS COMPENSATION LIABILITY 795,404
MEDICAL PROFESSIONAL LIABILITY 40,000




Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 626,132,244
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) 2013

Schedule D (Form 990) 2013
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 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, Part X, Line 2 ACCOUNTING STANDARDS CODIFICATION (ASC) 740, INCOME TAXES, CLARIFIES THE ACCOUNTING FOR INCOME TAXES BY PRESCRIBING A MINIMUM RECOGNITION THRESHOLD THAT A TAX POSITION IS REQUIRED TO MEET BEFORE BEING RECOGNIZED IN THE FINANCIAL STATEMENTS. ASC 740 ALSO PROVIDES GUIDANCE ON DE-RECOGNITION, MEASUREMENT, CLASSIFICATION, INTEREST, AND PENALTIES, DISCLOSURE AND TRANSITION. THE GUIDANCE IS APPLICABLE TO PASS-THROUGH ENTITIES AND TAX-EXEMPT ORGANIZATIONS. NO SIGNIFICANT TAX LIABILITY FOR TAX BENEFITS, INTEREST OR PENALTIES WAS ACCRUED AT JUNE 30, 2014 AND 2013.
Schedule D (Form 990) 2013

Additional Data


Software ID:  
Software Version:  




Schedule I
(Form 990)
Department of the Treasury
Internal Revenue Service
Grants and Other Assistance to Organizations,
Governments and Individuals in the United States
Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet Attach to Form 990
lBullet Information about Schedule I (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number
95-1643381
Part I
General Information on Grants and Assistance
1
Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................
2
Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.
Part II
Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21, for any recipient that received more than $5,000. Part II can be duplicated if additional space is needed.
(a) Name and address of organization
or government		 (b) EIN (c) IRC Code section
if applicable		 (d) Amount of cash grant (e) Amount of non-cash
assistance		 (f) Method of valuation
(book, FMV, appraisal,
other)		 (g) Description of
non-cash assistance		 (h) Purpose of grant
or assistance
(1) CALIFORNIA HEALTH FOUNDATION AND TRUST
1215 K STREET STE 800
SACRAMENTO,CA95814 		94-1498697 501(c)(3) 253,672       SPONSORSHIP
(2) UNIVERSITY OF CALIFORNIA IRVINE FOUNDATION
100 THEORY SUITE 250
IRVINE,CA92617 		95-2540117 501(c)(3) 12,500       CA HOSPITAL FEE PROGRAM
(3) NATIONAL HEALTH FOUNDATION
515 S FIGUEROA ST
LOS ANGELES,CA90071 		23-7314808 501(C)(3) 10,000       SPONSORSHIP
(4) MARCH OF DIMES
3333 MARTIN AVENUE STE 155
IRVINE,CA92612 		13-1846366 501(C)(3) 6,000        
(5) PARTNERS IN CARE FOUNDATION
732 MOTT ST STE 150
SAN FERNANDO,CA91340 		95-3954057 501(c)(3) 6,000        














2
Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................ Bullet Image
5
3
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) 2013

Schedule I (Form 990) 2013
Page 2
Part III
Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.
(a)Type of grant or assistance (b)Number of
recipients		 (c)Amount of
cash grant		 (d)Amount of
non-cash assistance		 (e)Method of valuation (book,
FMV, appraisal, other)		 (f)Description of non-cash assistance












Part IV
Supplemental Information. 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 THE GRANTS ARE GIVEN AND ARE NOT MONITORED BY MEMORIAL HEALTH SERVICES (MHS). ONCE IT IS GIVEN, ONLY TO LEGITIMATE ORGANIZATIONS, IT IS LEFT UP TO THE DISCRETION OF THE GRANTEE.
Schedule I (Form 990) 2013


Additional Data


Software ID:  
Software Version:  


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 See separate instructions.
SchJMediumBullet Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
Part I
Questions Regarding Compensation
Yes
No
1a
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.
b
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....
1b
 
 
2
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? ..
2
 
 
3
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.
4
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:
a
Receive a severance payment or change-of-control payment? ................
4a
 
No
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........
4b
Yes
 
c
Participate in, or receive payment from, an equity-based compensation arrangement? .........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.
5
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:
a
The organization? ...........................
5a
 
No
b
Any related organization? .........................
5b
 
No
If "Yes," to line 5a or 5b, describe in Part III.
6
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:
a
The organization? ...........................
6a
 
No
b
Any related organization? .........................
6b
 
No
If "Yes," to line 6a or 6b, describe in Part III.
7
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 ............
7
Yes
 
8
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 .............................
8
 
No
9
If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2013

Schedule J (Form 990) 2013
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.
For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.
(A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and other deferred compensation (D) Nontaxable
benefits		 (E) Total of columns
(B)(i)-(D) 		(F) Compensation
reported as deferred
in prior Form 990
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
(1)BARRY ARBUCKLEPRESIDENT AND CEO (i)
(ii)		 997,012
0 		736,633
0 		131,274
0 		997,988
0 		22,275
0 		2,885,182
0 		0
0
(2)TAMMIE M BRAILSFORDCHIEF OPERATING OFFICER (i)
(ii)		 659,952
0 		399,784
0 		56,274
0 		687,154
0 		20,783
0 		1,823,947
0 		0
0
(3)RICHARD A GRANIERECHIEF INVESTMENT OFF/TREASURER (i)
(ii)		 490,586
0 		270,545
0 		115,904
0 		300,108
0 		19,452
0 		1,196,595
0 		0
0
(4)J SCOTT JOSLYNSVP, INFO SYSTEMS/CIO (i)
(ii)		 396,974
0 		194,046
0 		55,212
0 		345,154
0 		19,164
0 		1,010,550
0 		0
0
(5)KAREN A TESTMANCHIEF FINANCIAL OFFICER (i)
(ii)		 367,966
0 		179,579
0 		49,477
0 		235,742
0 		20,452
0 		853,216
0 		0
0
(6)HELEN CICINO FABIANSVP, GENERAL COUNSEL (i)
(ii)		 190,985
0 		142,778
0 		59,857
0 		0
0 		13,158
0 		406,778
0 		0
0
(7)HELEN L MACFIECHIEF TRANSFORMATION OFFICER (i)
(ii)		 357,600
0 		171,761
0 		36,710
0 		296,524
0 		14,526
0 		877,121
0 		0
0
(8)DAVID LAGREW MDCHIEF INTEGRATION & ACCT OFF (i)
(ii)		 281,402
0 		79,288
0 		13,735
0 		0
0 		14,262
0 		388,687
0 		0
0
(9)DIANE LAIRDCEO, IPA DIVISION (i)
(ii)		 418,635
0 		183,538
0 		13,547
0 		25,500
0 		14,850
0 		656,070
0 		0
0
(10)JOHN C METCALFEVP, RISK MANAGEMENT SERVICES (i)
(ii)		 251,267
0 		73,807
0 		44,930
0 		25,500
0 		14,183
0 		409,687
0 		0
0
(11)LORRAINE BOOTHVP, PEOPLE AND CULTURE (i)
(ii)		 271,252
0 		79,339
0 		62,226
0 		25,500
0 		14,253
0 		452,570
0 		0
0
(12)LAURA SICAEROSVP, PHYSICIAN INTEGRATION (i)
(ii)		 278,024
0 		80,627
0 		37,934
0 		20,400
0 		1,756
0 		418,741
0 		0
0
(13)AARON B COLEYVP, DECISION SUPPORT (i)
(ii)		 259,794
0 		78,723
0 		26,215
0 		17,850
0 		14,511
0 		397,093
0 		0
0
(14)KEVIN C TORRESVP, INFORMATION SYSTEMS (i)
(ii)		 225,292
0 		68,243
0 		32,374
0 		20,400
0 		21,550
0 		367,859
0 		0
0
(15)JOHN D CASCELLVP, MANAGED CARE (i)
(ii)		 230,697
0 		67,951
0 		33,486
0 		20,400
0 		18,615
0 		371,149
0 		0
0
(16)LAURA LUNDQUISTVP, INFORMATION SYSTEMS (i)
(ii)		 210,650
0 		61,592
0 		10,754
0 		25,500
0 		10,965
0 		319,461
0 		0
0
(17)BRIAN C STUCKMANVP, MATERIALS & LEAN RESOURCES (i)
(ii)		 199,456
0 		59,078
0 		25,224
0 		17,850
0 		18,102
0 		319,710
0 		0
0
(18)CHRISTOPHER FINCHVP, CHIEF COMPLIANCE OFFICER (i)
(ii)		 191,909
0 		4,922
0 		9,986
0 		17,030
0 		18,084
0 		241,931
0 		0
0
(19)TONI A UPTONVP, PATIENT FINANCIAL SERVICES (i)
(ii)		 176,638
0 		31,220
0 		13,105
0 		22,242
0 		18,060
0 		261,265
0 		0
0
(20)JOHN SOMERSVP, REAL ESTATE MGMT/COO - MMF (i)
(ii)		 262,350
0 		80,041
0 		28,891
0 		17,850
0 		14,347
0 		403,479
0 		0
0
(21)CATHY D CAPALDIVP, CLINIC INTEGRATION/BUS DEV (i)
(ii)		 216,161
0 		66,222
0 		17,937
0 		25,250
0 		18,541
0 		344,111
0 		0
0
(22)DAVID TILLMAN MDMED DIR, ORG HEALTH/WELLNESS (i)
(ii)		 257,362
0 		6,896
0 		13,045
0 		7,087
0 		6,406
0 		290,796
0 		0
0
(23)DONALD THOMPSONSENIOR ASSOCIATE COUNSEL (i)
(ii)		 223,630
0 		5,709
0 		495
0 		11,743
0 		13,757
0 		255,334
0 		0
0
(24)PETER J MACKLEREXEC DIR GOVERN RELAT & POLICY (i)
(ii)		 202,538
0 		5,127
0 		18,415
0 		13,718
0 		9,186
0 		248,984
0 		0
0
(25)KAREN WEINSTEINSENIOR ASSOCIATE COUNSEL (i)
(ii)		 215,474
0 		5,530
0 		476
0 		13,684
0 		18,123
0 		253,287
0 		0
0
(26)HARRIS R STUTMAN MDEXECUTIVE DIR, RESEARCH ADMIN (i)
(ii)		 204,929
0 		5,185
0 		6,409
0 		15,252
0 		13,599
0 		245,374
0 		0
0
(27)BRENNAN R JAMESFORMER OFFICER-MHS / VP-SMMC (i)
(ii)		 0
232,541 		0
69,952 		0
19,775 		0
20,400 		0
1,191 		0
343,859 		0
0
Schedule J (Form 990) 2013

Schedule J (Form 990) 2013
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 4B MEMORIAL HEALTH SERVICES SPONSORS A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP), COVERING SELECTED EXECUTIVES, AS APPROVED BY THE COMPENSATION COMMITTEE OF THE BOARD. THE SERP PROVIDES FOR A LUMP SUM PAYMENT TO EACH EXECUTIVE AT VESTING DATE, AS DEFINED IN THE SERP AGREEMENT. THERE WERE NO PAYOUTS DURING CALENDAR YEAR 2013. PARTICIPATION IN THE SERP IS LIMITED TO SENIOR OFFICERS OF MHS AND MUST BE APPROVED BY THE MHS'S INDEPENDENT COMPENSATION COMMITTEE IN ORDER TO PARTICIPATE. THE SERP LUMP SUM BENEFIT IS SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE UNTIL AGE 62, SUCH THAT THE BENEFIT WILL BE FORFEITED IF THE EXECUTIVE LEAVES MHS PRIOR TO REACHING AGE 62. THERE WAS ONE FORFEITURE OF BENEFIT THAT OCCURRED DURING THE PAST YEAR. MHS BELIEVES THAT THIS PLAN HELPS THE ORGANIZATION RETAIN A SUPERIOR SENIOR MANAGEMENT TEAM FOR THE LONG-TERM. A FULL BENEFIT IS PAYABLE ONLY IF THE EXECUTIVE HAS ACHIEVED AT LEAST 20 YEARS OF SERVICE ON THE VESTING DATE, AND IS REDUCED PROPORTIONALLY FOR SERVICE LESS THAN 20 YEARS. THE BENEFIT REPORTED IN PART II, COLUMN C REFLECTS THE OVERALL RETIREMENT PLAN CONTRIBUTIONS INCLUDING THE MEMORIALCARE RETIREMENT PLAN (MRP), AND ANY INCREASE IN THE NET PRESENT VALUE OF THE ACCRUED BENEFIT FOR EACH PARTICIPANT IN THE SERP. THIS INCLUDES AN ADDITIONAL ONE YEAR ACCRUAL OF BENEFIT EARNED, BUT ALSO INCLUDES THE IMPACT ON BENEFIT FUNDING LIABILITY BASED ON CHANGES IN INTEREST RATES AND OTHER ACTUARIAL ASSUMPTIONS. IN THE MOST RECENT YEAR, THE INTEREST RATE ASSUMPTION FOR LUMP SUM DETERMINATION AND THE ASSUMED RATE OF RETURN ON INVESTMENTS WERE DECREASED SLIGHTLY, THEREBY INCREASING THE FUNDING LIABILITY FOR ACTUARIAL PURPOSES. THESE AMOUNTS ARE ALSO INCLUDED IN COLUMN C, AND REFLECT CHANGES IN ACTUARIAL FUNDING ASSUMPTIONS, NOT AN INCREASE IN SERP BENEFIT TO BE EARNED BY THE EXECUTIVES. NO CHANGES WERE MADE TO THE SERP BENEFIT FORMULA THAT THE EXECUTIVES MAY EARN AND ACCRUE OVER TIME. TO ENSURE FINANCIAL STABILITY FOR FUTURE OBLIGATIONS, THESE BENEFITS ARE FUNDED ANNUALLY IN A TRUST.
SCHEDULE J, PART I, LINE 7 CERTAIN MEMBERS OF EXECUTIVE MANAGEMENT RECEIVE PART OF THEIR OVERALL COMPENSATION IN THE FORM OF AN INCENTIVE PAYMENT. SEVERAL DIFFERENT FINANCIAL AND NON-FINANCIAL METRICS ARE UTILIZED IN THE FORMULA WHICH ARE REVIEWED AND APPROVED EACH YEAR IN ADVANCE BY THE COMPENSATION COMMITTEE OF THE MEMORIAL HEALTH SERVICES BOARD. ANY INCENTIVE PAYMENTS AWARDED ARE ALSO APPROVED ANNUALLY BY THE COMPENSATION COMMITTEE, AFTER AN AUDIT AND/OR REVIEW HAS BEEN CONDUCTED.
Schedule J (Form 990) 2013

Additional Data


Software ID:  
Software Version:  
Schedule K
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Information on Tax Exempt Bonds
SchKMediumBullet Complete if the organization answered "Yes" to Form 990, Part IV, line 24a. Provide descriptions,
explanations, and any additional information in Part VI.
SchKMediumBullet Attach to Form 990. SchKMediumBullet See separate instructions.
SchKMediumBulletInformation about Schedule K (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number
95-1643381
Part I
Bond Issues
(a) Issuer name (b) Issuer EIN (c) CUSIP # (d) Date issued (e) Issue price (f) Description of purpose (g) Defeased (h) On
behalf of
issuer 		(i) Pool
financing
Yes No Yes No Yes No
A CALIFORNIA HEALTH FACILITIES FINANCING AUTHORITY
  		52-1643828 13033LYP6 04-25-2012 184,454,365 SEE PART VI   X   X   X
B CALIFORNIA HEALTH FACILITIES FINANCING AUTHORITY
  		52-1643828 13033L2R7 11-20-2013 100,000,000 SEE PART VI   X   X   X
Part II
Proceeds
A B C D
1 Amount of bonds retired . . . . . . . . . . . . . . 0 0    
2 Amount of bonds legally defeased . . . . . . . . . . . 0 0    
3 Total proceeds of issue . . . . . . . . . . . . . . 184,454,365 100,115,431    
4 Gross proceeds in reserve funds . . . . . . . . . . . . 0 0    
5 Capitalized interest from proceeds . . . . . . . . . . . 0 0    
6 Proceeds in refunding escrows . . . . . . . . . . . . 0 0    
7 Issuance costs from proceeds . . . . . . . . . . . . 0 0    
8 Credit enhancement from proceeds . . . . . . . . . . . 0 0    
9 Working capital expenditures from proceeds . . . . . . . . . 0 0    
10 Capital expenditures from proceeds . . . . . . . . . . . 0 72,083,884    
11 Other spent proceeds . . . . . . . . . . . . . . 184,454,365 0    
12 Other unspent proceeds . . . . . . . . . . . . . . 0 28,031,547    
13 Year of substantial completion . . . . . . . . . . . . 2012
Yes No Yes No Yes No Yes No
14 Were the bonds issued as part of a current refunding issue? . . . . .   X   X        
15 Were the bonds issued as part of an advance refunding issue? . . . . . X     X        
16 Has the final allocation of proceeds been made? . . . . . . . . X     X        
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . . X              
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) 2013
Schedule K (Form 990) 2013
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?                
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . . SchKMediumBullet 0 % 0 %    
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . . SchKMediumBullet 0 % 0 %    
6 Total of lines 4 and 5 . . . . . . . . . . . . . 0 % 0 %    
7 Does the bond issue meet the private security or payment test? . . . . .   X   X        
8a Has there been a sale or disposition of any of the bond financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .   X   X        
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. 0 % 0 %    
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .   X   X        
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under
Regulations sections 1.141-12 and 1.145-2? . . . . . . . 		X   X          
Part IV
Arbitrage
A B C D
Yes No Yes No Yes No Yes No
1 Has the issuer filed Form 8038-T? . . . . .   X   X        
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . . X   X          
b Exception to rebate? . . . . . . . .   X   X        
c No rebate due? . . . . . . . .   X   X        
If you checked "No rebate due" in line 2c, provide in
Part VI the date the rebate computation was performed
3 Is the bond issue a variable rate issue? . . . .   X X          
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?   X   X        
b Name of provider . . . . . . . . . 0
  		0
  		 
  		 
 
c Term of hedge . . . . . . . . . .        
d Was the hedge superintegrated? . . . .                
e Was the hedge terminated? . . . . . .                
Schedule K (Form 990) 2013
Schedule K (Form 990) 2013
Page 3
Part IV
Arbitrage (Continued)
A B C D
Yes No Yes No Yes No Yes No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .   X   X        
b Name of provider . . . . . . . . . 0
  		0
  		 
  		 
 
c Term of GIC . . . . . . . . . .        
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .                
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .   X   X        
7 Has the organization established written procedures to monitor the requirements of section 148? . . . X   X          
Part V
Procedures To Undertake Corrective Action
A B C D
Yes No Yes No Yes No Yes No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations? X   X          
Part VI
Supplemental Information. Provide additional information for responses to questions on Schedule K (see instructions).
Return Reference Explanation
. SCHEDULE K, PART I, COLUMN F, BOND A THE BONDS WERE USED FOR ADVANCE REFUNDING OF 2003 CERTIFICATES OF PARTICIPATION ISSUED ON FEBRUARY 12, 2003.
SCHEDULE K, PART I, COLUMN F, BOND B THE BONDS WERE USED For the purposes of acquisition of land, building/structures, and equipment for the benefit of five 501(c)(3) organizations of the Memorial Health Services.
Schedule K (Form 990) 2013

Additional Data


Software ID:  
Software Version:  

Schedule L
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
Transactions with Interested Persons
MediumBullet Complete if the organization answered
"Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c,
or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet Attach to Form 990 or Form 990-EZ. MediumBullet See separate instructions.
MediumBulletInformation about Schedule L (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
Part I
Excess Benefit Transactions (section 501(c)(3) and section 501(c)(4) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.
1(a) Name of disqualified person (b) Relationship between disqualified person and organization (c) Description of transaction (d) Corrected?
Yes No





2
Enter the amount of tax incurred by organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image$
 
3
Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ....... Bullet Image$
 

Part II
Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22
(a) Name of interested person (b) Relationship with organization (c) Purpose of loan (d) Loan to or from the organization? (e)Original principal amount (f)Balance due (g) In default? (h) Approved by board or committee? (i)Written agreement?
To From Yes No Yes No Yes No
Total ......Small Bullet $  
Part III
Grants or Assistance Benefitting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of assistance (d) Type of assistance (e) Purpose of assistance
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 50056A
Schedule L (Form 990 or 990-EZ) 2013
Schedule L (Form 990 or 990-EZ) 2013
Page 2
Part IV
Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of transaction (d) Description of transaction (e) Sharing of organization's revenues?
Yes No
(1) SEAN LAMBERT SON OF LARRY LAMBERT 19,433 EMPLOYEE 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) 2013

Additional Data


Software ID:  
Software Version:  




SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
MediumBullet Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
Return Reference Explanation
Form 990, Part III, Line 4 MEMORIAL HEALTH SERVICES' FACILITIES ENGAGED IN ACUTE HOSPITAL INPATIENT AND OUTPATIENT CARE FOR THEIR RESPECTIVE LOCAL COMMUNITIES. THE TOP THREE ACUTE HEALTH SERVICE LINES ARE CARDIOLOGY, GENERAL SURGERY, AND PULMONOLOGY. OBSTETRIC SERVICES COME IN A CLOSE FOURTH. PROVISION OF PRIMARY CARE SERVICES AT OVER 70 PHYSICIAN OFFICES AND OUTPATIENT CARE AT AMBULATORY AND IMAGING AND SURGERY LOCATIONS IS ALSO A SIGNIFICANT PART OF OUR OFFERING. THE MEMORIAL HEALTH SERVICES ENTITY PROVIDES ADMINISTRATIVE SERVICES FOR OUR INPATIENT AND OUTPATIENT FACILITIES. MEMORIALCARE HEALTH SYSTEM(MEMORIALCARE) IS A NONPROFIT INTEGRATED DELIVERY SYSTEM, WHICH INCLUDES LONG BEACH MEMORIAL MEDICAL CENTER, MILLER CHILDREN'S AND WOMEN'S HOSPITAL LONG BEACH, COMMUNITY HOSPITAL LONG BEACH, ORANGE COAST MEMORIAL MEDICAL CENTER, SADDLEBACK MEMORIAL MEDICAL CENTER IN LAGUNA HILLS AND SAN CLEMENTE, PHYSICIAN GROUPS-MEMORIALCARE MEDICAL GROUP AND GREATER NEWPORT PHYSICIANS, AND NUMEROUS OUTPATIENT LOCATIONS. THE MEMORIALCARE HEALTH SYSTEM OPERATES 1,546 LICENSED PATIENT BEDS. FOR FY2014, THE SYSTEM'S HOSPITALS RECORDED 309,839 PATIENT DAYS, 68,841 PATIENT DISCHARGES, 34,480 SURGERIES, 10,262 BABIES DELIVERED, 198,647 EMERGENCY DEPARTMENT VISITS, AND 40,029 HOME HEALTH VISITS. MEMORIALCARE HAS GAINED WIDESPREAD RECOGNITION FOR ITS UNIQUE APPROACH TO HEALTHCARE. FOR THE FOURTH CONSECUTIVE YEAR, LONG BEACH MEMORIAL MEDICAL CENTER, ORANGE COAST MEMORIAL MEDICAL CENTER, AND SADDLEBACK MEMORIAL MEDICAL CENTER WERE NAMED "HIGH PERFORMING" IN MULTIPLE SPECIALTIES BY U.S. NEWS AND WORLD REPORT'S 2013-2014 "BEST REGIONAL HOSPITALS" RANKINGS. ALL THREE HOSPITALS WERE RANKED WITHIN THE TOP 20 HIGH PERFORMING HOSPITALS IN CALIFORNIA. ALL THREE HOSPITALS WERE HONORED WITH AN "A" HOSPITAL SAFETY SCORE BY THE LEAPFROG GROUP FOR THE THIRD YEAR IN A ROW. MEMORIALCARE MEDICAL GROUP AND GREATER NEWPORT PHYSICIANS WERE HONORED BY THE CALIFORNIA ASSOCIATION FOR PHYSICIAN GROUPS (CAPG) WITH THE ELITE STATUS RATING OF FOUR STARS. MEMORIALCARE MEDICAL GROUP WAS RECOGNIZED FOR THE NINTH YEAR IN A ROW AS ONE OF CALIFORNIA'S TOP-RATED PHYSICIAN GROUPS BY THE INTEGRATED HEALTHCARE ASSOCIATION (IHA). IN ADDITION, MEMORIALCARE HEALTH SYSTEM HAS BEEN HONORED FOR FOUR CONSECUTIVE YEARS WITH THE GALLUP GREAT WORKPLACE AWARD. MEMORIALCARE IS ONE OF ONLY 36 ORGANIZATIONS WORLDWIDE TO RECEIVE THE AWARD IN 2014. MEMORIALCARE'S PRIMARY PROGRAM SERVICES ARE FOCUSED ON PATIENT CARE AND ADDRESS OUR CHARITABLE MISSION TO IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE. MEMORIALCARE AND ITS MEMBER HOSPITALS ARE COMMITTED TO MEETING THE HEALTH CARE NEEDS OF PATIENTS WHO MAY BE UNINSURED OR UNDERINSURED. AS PART OF FULFILLING THIS COMMITMENT, WE PROVIDE MEDICALLY NECESSARY SERVICES, WITHOUT COST OR AT A REDUCED COST, TO PATIENTS WHO QUALIFY BASED ON INCOME. MEMORIALCARE REPORTS COMMUNITY BENEFIT ON A SYSTEM-LEVEL BASIS, THEREFORE, THE COMMUNITY BENEFIT EFFORTS REPORTED IN THIS REPORT REPRESENT THE ENTIRE SYSTEM. THE COMMUNITY BENEFIT THAT MEMORIALCARE PROVIDES INCLUDES CHARITY CARE, FREE OR DISCOUNTED SERVICES, MEDICAID (MEDI-CAL) SHORTFALL, UNREIMBURSED COSTS OF GOVERNMENT-SPONSORED HEALTH PROGRAMS, HEALTH PROFESSIONS EDUCATION, SUBSIDIZED HEALTH SERVICES, AND COMMUNITY BUILDING ACTIVITIES.
Form 990, Part VI, Line 11b THE FORM 990 IS PREPARED BY THE FINANCE DEPARTMENT WITH INPUT AND INFORMATION GATHERED FROM THE LEGAL DEPARTMENTS AND UPPER MANAGEMENT. THE 990 FOR MEMORIAL HEALTH SERVICES (MHS) IS REVIEWED BY THE MHS CFO AND CHIEF INVESTMENT OFFICER/TREASURER PRIOR TO RELEASE TO THE IRS. THE CFO/CHIEF INVESTMENT OFFICER REVIEWED THE 990 WITH THE MHS BOARD AT THE APRIL 2015 BOARD MEETING.
Form 990, Part VI, Line 12c THE GENERAL COUNSEL'S OFFICE ANNUALLY SURVEYS EACH DIRECTOR AND OFFICER AND REQUIRES AFFIRMATION THAT THE CONFLICT OF INTEREST POLICY HAS BEEN READ AND UNDERSTOOD. THE RESULTS OF THE SURVEY ARE REPORTED TO THE GOVERNANCE COMMITTEE, WHICH IS RESPONSIBLE FOR GOVERNANCE OVERSIGHT AND NOMINATIONS. CONFLICTS ARE EVALUATED FOR BEING OCCASIONAL OR DISABLING IN NATURE. THE GENERAL COUNSEL MAKES THE INITIAL EVALUATION AND ADVISES THE GOVERNANCE COMMITTEE IN ITS DELIBERATIONS. WHEN AN OCCASIONAL CONFLICT IS IDENTIFIED, THE GENERAL COUNSEL ADVISES THE SUBJECT DIRECTOR AND GOVERNANCE IN A "REBUTTABLE PRESUMPTION" TYPE PROCESS. SHOULD A DISABLING CONFLICT BE IDENTIFIED, THE DIRECTOR RESIGNS OR IS REMOVED UPON THE RECOMMENDATION OF THE GENERAL COUNSEL, GOVERNANCE COMMITTEE AND BOARD. IN ADDITION, AN ANNUAL NOTICE IS SENT BY EMAIL TO EACH EMPLOYEE HAVING EMAIL REGARDING THE ACCEPTANCE OF GIFTS.
Form 990, Part VI, Lines 15a and 15b FREDERIC W. COOK & CO. IS RETAINED BY THE COMPENSATION COMMITTEE TO PROVIDE ADVICE AND COUNSEL REGARDING ITS COMPENSATION PROGRAM PROVIDED TO MEMORIALCARE'S SENIOR MANAGEMENT TEAM (VP'S AND ABOVE). FREDERIC W. COOK & CO. PROVIDES OBJECTIVE, THIRD-PARTY ADVICE ON THE REASONABLENESS OF COMPENSATION AND BENEFIT LEVELS PROVIDED IN COMPARISON WITH THOSE OF OTHER SIMILARLY SITUATED ORGANIZATIONS, AND THE APPROPRIATENESS OF THE OVERALL COMPENSATION PROGRAM IN LIGHT OF THE ORGANIZATION'S PERFORMANCE AND OTHER RELEVANT FACTORS USED IN DETERMINING THE REASONABLENESS OF COMPENSATION. FINAL REVIEW AND APPROVAL BY THE MHS BOARD OF DIRECTORS. REVIEW OF MANAGERS, PROGRAM DIRECTORS, DIRECTORS AND EXECUTIVE DIRECTORS COMPENSATION IS CONDUCTED BY THE MHS COMPENSATION DIRECTOR IN CONJUNCTION WITH THE COMPENSATION VALUE ADDED TEAM. FINAL APPROVAL IS OBTAINED FROM THE MHS COO AND THE MHS VP PEOPLE & CULTURE. ALL MANAGEMENT WAS LAST REVIEWED ON OCTOBER 27, 2014. THE REVIEW THAT WAS PERFORMED FOR FY14 WAS COMPLETED ON OCTOBER 30, 2013.
FORM 990, PART VI, LINE 19 THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE GENERAL PUBLIC (ITS ARTICLES ARE AVAILABLE FROM THE CALIFORNIA SECRETARY OF STATE). THE FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST.
FORM 990, PART XI, LINE 9 DISCONTINUED OPERATIONS CLOSED OUT COMPANY-CHANGE IN NET ASSETS $ (1,649,277) CHANGE IN INVESTMENT NATIONAL HEALTHCARE SERVICES $ (1,080,927) SERP LIABILITY ADJUSTMENT $ 1,669,419 CHANGE IN INVESTMENT MEMORIALCARE INNOVATION FUND $ (40,000) ------------- TOTAL $ (1,100,785)
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2013

Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.
MediumBullet Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
MEMORIAL HEALTH SERVICES
 
Employer identification number

95-1643381
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?
Yes No
(1) ANAHEIM MEMORIAL MEDICAL CENTER

1111 W LA PALMA AVENUE

ANAHEIM,CA92801
95-1966746 		HEALTHCARE CA 501(c)(3) 9 MHS
 
Yes
 
(2) AMERICAN INST FOR PHILANTHROPIC STUDIES

2801 ATLANTIC BLVD

LONG BEACH,CA90806
95-3756364 		PHILANTHROPIC CA 501(c)(3) 7 MMCF
 
Yes
 
(3) SEASIDE HEALTH PLAN

2801 ATLANTIC AVENUE

LONG BEACH,CA90806
46-1870181 		MEDICAL SVCS CA 501(c)(4)   MHS
 
Yes
 
(4) SADDLEBACK MEMORIAL FOUNDATION

24451 HEALTH CENTER DRIVE

LAGUNA HILLS,CA92653
33-0011887 		PHILANTHROPY CA 501(C)(3) 7 SMMC
 
Yes
 






For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
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



 		(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




 		(g)
Share of end-of-year
assets



 		(h)
Disproprtionate allocations?




 		(i)
Code V-UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) MEMORIALCARE SURG CNTR OC LLC

9920 TALBERT AVENUE
FOUNTAIN VALLEY,CA92708
26-1394069 		HEALTHCARE CA OCMMC
  		RELATED 0 0   No 0   No  
(2) MEMORIALCARE HOME HEALTH LLC

23521 PASEO DE VALENCIAK STE 100
LAGUNA HILLS,CA92708
46-3056446 		HEALTHCARE CA SMMC
  		Related 0 0   No 0   No  
(3) BEACH SURGICAL HOLDINGS LLC

3000 RIVERCHASE GALLERIA SUITE 500
BIRMINGHAM,AL35244
37-1708521 		HEALTHCARE CA MMF
  		Related 0 0   No 0   No  
(4) MEMORIALCARE INNOVATION FUND

320 GOLDEN SHORE SUITE 120
LONG BEACH,CA90802
46-0791893 		INVESTMENTS CA MHS
  		EXCLUDED 4,625,079 44,436,220   No 0   No 100.000 %
(5) WAVE IMAGING LLC

2742 DOW AVE
TUSTIN,CA92780
30-0762119 		IMAGING CA MMF
  		RELATED 0 0   No 0   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?
Yes No
(1) NATIONAL HEALTHCARE SERVICES

330 GOLDEN SHORE AVENUE
LONG BEACH,CA90802
95-3496341 		MEDICAL INVESTING CA MHS
  		C Corp 2,799,209 10,727,341 100.000 % Yes  
(2) SADDLEBACK MEDICAL VENTURES

330 GOLDEN SHORE AVENUE SUITE 120
LONG BEACH,CA90802
33-0308236 		MEDICAL SERVICES CA NHS
  		C Corp 0 0   Yes  










Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
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
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest (ii) annuities (iii) royalties or (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .
1a
 
No
b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
 
No
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
 
No
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
No
g Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
Yes
 
k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1k
Yes
 
l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
 
No
m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1n
 
No
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
Yes
 
p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
Yes
 
q Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
Yes
 
r Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
Yes
 
s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1s
Yes
 
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of related organization 		(b)
Transaction
type (a-s) 		(c)
Amount involved 		(d)
Method of determining amount involved
(1) ORANGE COAST MEMORIAL MEDICAL CENTER

 o 1,684,405 ACCRUAL
(2) ORANGE COAST MEMORIAL MEDICAL CENTER

 q 178,863,876 ACCRUAL
(3) ORANGE COAST MEMORIAL MEDICAL CENTER

 p 49,982,692 ACCRUAL
(4) ORANGE COAST MEMORIAL MEDICAL CENTER

 s 282,801,276 ACCRUAL
(5) ORANGE COAST MEMORIAL MEDICAL CENTER

 r 6,859,453 ACCRUAL
(6) SADDLEBACK MEMORIAL MEDICAL CENTER

 o 1,974,885 ACCRUAL
(7) SADDLEBACK MEMORIAL MEDICAL CENTER

 q 256,370,892 ACCRUAL
(8) SADDLEBACK MEMORIAL MEDICAL CENTER

 p 82,096,827 ACCRUAL
(9) SADDLEBACK MEMORIAL MEDICAL CENTER

 s 381,158,546 ACCRUAL
(10) SADDLEBACK MEMORIAL MEDICAL CENTER

 r 1,498,962 ACCRUAL
(11) LONG BEACH MEMORIAL MEDICAL CENTER

 k 113,556 ACCRUAL
(12) LONG BEACH MEMORIAL MEDICAL CENTER

 o 3,904,176 ACCRUAL
(13) LONG BEACH MEMORIAL MEDICAL CENTER

 q 639,219,076 ACCRUAL
(14) LONG BEACH MEMORIAL MEDICAL CENTER

 p 237,424,685 ACCRUAL
(15) LONG BEACH MEMORIAL MEDICAL CENTER

 s 1,022,474,294 ACCRUAL
(16) LONG BEACH MEMORIAL MEDICAL CENTER

 r 34,264,431 ACCRUAL
(17) MEMORIALCARE MEDICAL FOUNDATION

 o 5,434,012 ACCRUAL
(18) MEMORIALCARE MEDICAL FOUNDATION

 q 48,689,509 ACCRUAL
(19) MEMORIALCARE MEDICAL FOUNDATION

 p 4,806,228 ACCRUAL
(20) MEMORIALCARE MEDICAL FOUNDATION

 s 353,738,209 ACCRUAL
(21) MEMORIALCARE MEDICAL FOUNDATION

 r 301,057,274 ACCRUAL
(22) ANAHEIM MEMORIAL MEDICAL CENTER

 q 5,516,582 ACCRUAL
(23) ANAHEIM MEMORIAL MEDICAL CENTER

 s 1,780,759 ACCRUAL
Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
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) 		(d)
Predominant income (related, unrelated, excluded from tax under sections 512-514)

(e)
Are all partners
section
501(c)(3)
organizations? 		(f)
Share of total income




 		(g)
Share of
end-of-year
assets 		(h)
Disproprtionate allocations? 		(i)
Code V?UBI
amount in box 20
of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 5
Part VII
Supplemental Information
Provide additional information for responses to questions on Schedule R (see instructions).
Return Reference Explanation
SCHEDULE R, PART III MEMORIALCARE SURGICAL CENTER AT ORANGE COAST, LLC EIN: 26-1394069 ADDRESS: 9920 TALBERT AVENUE FOUNTAIN VALLEY, CA 92708 MEMORIALCARE HOME HEALTH, LLC EIN: 46-3056446 ADDRESS: 23521 PASEO DE VALENCIA, STE 100 FOUNTAIN VALLEY, CA 92708 BEACH SURGICAL HOLDINGS, LLC EIN: 37-1708521 ADDRESS: 3000 RIVERCHASE GALLERIA, STE 500 BIRMINGHAM, AL 35244 MEMORIALCARE INNOVATION FUND, LP EIN: 46-0791893 ADDRESS: 320 GOLDEN SHORE, STE 120 LONG BEACH, CA 90802 WAVE IMAGING LLC EIN: 30-0762119 ADDRESS: 2742 DOW AVE TUSTIN, CA 92780
Schedule R (Form 990) 2013
Additional Data


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