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.
MediumBullet Information about Form 990 and its instructions is at www.IRS.gov/form990.
OMB No. 1545-0047
2014
Open to Public Inspection
A For the 2014 calendar year, or tax year beginning 01-01-2014 , and ending 12-31-2014
BCheck if applicable:
CName of organization
UCare Minnesota
 
Doing business as
 
 
Number and street (or P.O. box if mail is not delivered to street address)
500 Stinson Blvd NE
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Minneapolis, MN55413
D Employer identification number

36-3573805
E Telephone number

G Gross receipts $ 3,434,308,462
F Name and address of principal officer:
James W Eppel Jr
500 Stinson Blvd NE
Minneapolis,MN55413
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.ucare.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 MediumBullet  
K Form of organization:
 
L Year of formation: 1987
M State of legal domicile: MN
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: To operate a health maintenance organization dedicated to promoting the health of the community served by making quality health care available on an economically advantageous prepaid basis.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 15
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 7
5 Total number of individuals employed in calendar year 2014 (Part V, line 2a) ...... 5 963
6 Total number of volunteers (estimate if necessary) ............. 6 2,700
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 0
b Net unrelated business taxable income from Form 990-T, line 34 ......... 7b 0
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 2,417,633,267 3,060,479,025
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 7,880,183 12,511,169
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 26,477 708,115
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 2,425,539,927 3,073,698,309
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 7,910,000 17,306,533
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) 59,836,676 75,311,697
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).... 2,310,545,023 2,873,182,773
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 2,378,291,699 2,965,801,003
19 Revenue less expenses. Subtract line 18 from line 12....... 47,248,228 107,897,306
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 877,217,932 1,351,347,598
21 Total liabilities (Part X, line 26)............. 410,921,381 778,333,048
22 Net assets or fund balances. Subtract line 21 from line 20..... 466,296,551 573,014,550
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 (2014)
Form 990 (2014)
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: UCare will improve the health of our members through innovative services and partnerships across communities.
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 $ 2,896,069,072 including grants of $ 17,306,533 ) (Revenue $ 3,060,479,025 )
UCare operates a health maintenance organization (HMO) providing coordinated health care and coverage for over 451,586 individuals from the community enrolled in state public programs, federal Medicare Advantage programs, and Mnsure marketplace plans, including Medicaid and Medicare, and indivudual and family policies. UCare's programs provide services to seniors, low-income families, those with physical disablilities and other individuals who may have challenges accessing health care. UCare also serves those seeking individual and family plan coverage through Mnsure. UCare's mission is to improve the health of our members through innovative services and partnerships across communities. In 2014, UCare's quality monitoring and program initiatives demonstrated many significant activities and outcomes. The highlights are outlined below.o Statistically significant (p>0.05) clinical improvements for our members were identified in the following Healthcare Effectiveness Data and Information Set ("HEDIS") measurements for Medicare and Medicaid: Care of Older Adults Medication Review, Breast Cancer Screening, Persistence of Beta-Blocker Treatment After a Heart Attack, o Other areas of statistically significant higher scores than the state and national average were identified in the Consumer Assessment of Healthcare Providers and Systems (CAHPS) survey and included: Rating of All Health Care, Rating of Personal Doctor, Rating of Health Plan, Getting Needed Care, Getting Care Quickly, How Well Doctors Communicate, Customer Service, Coordination of Care, Getting Needed Prescriptions. o The Health Outcome Survey (HOS) showed statistically significant increases in: Reducing the Risk of Falling.o UCare's health improvement efforts also were reflected in 2014 by earning 4.5 out of 5 stars in the CMS Medicare Performance Assessment report for its UCare for Seniors product and 3.5 for the Minnesota Senior Health Options product.UCare's Community Benefit Program:In addition to UCare's core business of providing public health care program plans that seek to improve the health of our communities, UCare's community benefit program reaches out to: o Address social determinants of healtho Strengthen providers that serve populations with challenges accessing care.o Encourage the wellness of families and seniorso Support research, programs, and organizations that benefit health care quality and delivery.During 2014, UCare helped fund many community organizations and providers delivering services, research, and programs that reach beyond UCare's membership, including efforts to strengthen the social safety net for at-risk families and seniors. Examples include funding for: HIV-specific housing and supportive services through Clare Housing; Minneapolis Urban League Scholarship Program that provides opportunities for African descendants and other people of color; National Alliance for the Mentally Ill, a grassroots organization dedicated to building better lives for those affected by mental illness; Lutheran Social Services Senior Companion Program as it impacts and enhances the lives of many older adults who are attempting to remain in their own homes; and the Minnesota Academy of Family Physicians Research Forum which provides opportunities for family medicine researchers to share innovations in their field.UCare employees also devoted time to participate in collaborations working to improve health care quality and advance public health and health care access, including projects aimed at reducing language and cultural barriers. Examples of organizations and collaborations with which our employees worked include: Community Health Worker Project, Institute for Clinical Systems Improvement, Minnesota Community Measurement, Health Literacy Partnership, Interpreter Stakeholders Group, Metro and Minnesota Public Health Association/Health Plan Collaboration, and the Multilingual Health Resource Exchange.UCare provides many health promotion, disease management, care management and wellness programs. These efforts not only benefit the health of its enrollees, but positively affect their families and larger communities. Examples include: disease management programs for asthma, diabetes, chronic kidney disease and congestive heart failure; falls prevention programs to improve safety of seniors; Management of Maternity Services (M.O.M.S.) programs that provide resources to enrollees and providers to improve pregnancy and post-partum health, car seat distribution and education to pregnant women; and distribution of free materials on health education and proper use of urgent and emergency facilities at community forums. UCare's Mobile Dental Clinic, operated with the University of Minnesota School of Dentistry, offers quality oral health care to UCare members with dental access issues. In 2014, the MDC staff performed 5,403 preventive and restorative procedures for more than 1,170 members at 16 sites in Minnesota.UCare encourages employees and their families to volunteer time and financial resources in the community. UCare provides organizational support for volunteer services to education, social services, and health organizations that build capacity in local communities to improve the welfare of at-risk families and seniors. Examples of employee volunteer efforts include support for the following: Adopt-a-Family Gift Drive, Food/School Supply Drives, Jeremiah House "Cook for Kids", Northeast Dinner Bell, Keystone Community Services, Pratt Community School Reading Program and Little Brothers Friends of the Elderly.UCare provides support for the UCare Foundation, a community-directed initiative of UCare. Grant-making is focused on programs and initiatives that improve the health of underserved populations in the Twin Cities and throughout Greater Minnesota and western Wisconsin with innovative services, education, community outreach, and research. Priority was given in 2014 to projects focusing on preventive health care, quality initiatives for chronic disease management, and promotion of healthy lifestyles and disabilities. Examples of UCare Foundation grants awared in 2014, include support for the following programs and projects: Amherst H. Wilder Foundation: The Twin Cities Mobile Market is a grocery store on wheels that sells healthy foods at below-market prices in low-income neighborhoods. The mobile market beneftis over 275,000 low-income residents in the Twin Cities who do not have ready access to grocery stores that sell fresh, healthy foods. Dakota County Public Health Department: This project identifies low-income families with asthma risk factors and provides cost-effective interventions that reduce illness and health care visits, hospitalizations, and costs.Des Moines Valley Health and Human Services: This project improves active living opportunities in rural communities throughout Cottonwood, Jackson, and Nobles County by increasing physical activity and improving school nutrition. Miller-Dwan Foundation: Funding is used to create exercise space and implement programming that encourages physical activity for adult psychiatric patients.Pillsbury United Communities: This project aims to build on community assets to support improved health for East African immigrants, reduce incidence of diabetes and cardiovascular disease, and evaluate and document effectiveness of this community-based approach.UCare's financial contributions to the University of Minnesota Medical School, Department of Family Medicine nad Community Health supported activities in 2014 to enhance and strengthen family medicine education, research, and innovative health service delivery that improves the health of people and communities of Minnesota. In addition to providing critical funding to support family medicine education, efforts include: the Rural Physician Associate Program; development of global health educational experience for residents and medical students; volunteering to provide preventive health services to underserved populations at homeless and free clinics; mentoring North Minneapolis youth interested in medical careers; working with high risk adolescents at job corps centers; and research in health disparities, post-partum, depression, and smoking cessation programs.
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 expensesMediumBullet2,896,069,072
Form 990 (2014)
Form 990 (2014)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule AClick to see attachment........................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...
2
 
No
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part 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
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IXClick to see attachment............
11d
 
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 (2014)
Form 990 (2014)
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 domestic 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 or for domestic individuals 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................
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
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
 
 
d
Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
Section 501(c)(3), 501(c)(4), and 501(c)(29) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I....
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...................
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 "Yes," complete Schedule L, Part II................
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.........
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 ..........................
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If "Yes,"
complete Schedule L, Part IV.....................
28b
 
No
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...
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
Yes
 
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 (2014)
Form 990 (2014)
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
6,386
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
 
 
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
963
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 FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).
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.
Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year?.........................
8
 
 
9a
Did the sponsoring organization make any taxable distributions under section 4966?...
9a
 
 
b
Did the sponsoring 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 (2014)
Form 990 (2014)
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
15
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
7
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
Yes
 
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
 
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If "No," go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done.......................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
 
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
MN
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, address, and telephone number of the person who possesses the organization's books and records:
MediumBulletGreg Marshall

500 Stinson Blvd NE
Minneapolis,MN55413 (612) 676-6500
Form 990 (2014)
Form 990 (2014)
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) Macaran Baird MD........................................................................
Board Chair
 0.20
.......................40.20 		X   X       10,000 312,843 58,456
(2) James Van Vorren MD........................................................................
Vice Chair
 0.20
.......................40.20 		X   X       9,617 178,233 47,195
(3) Patricia Adam MD........................................................................
Director
 0.20
.......................40.20 		X           6,917 171,100 44,093
(4) Kimberly Carter........................................................................
Director
 0.10
.......................0.20 		X           8,915 0 0
(5) Catherine Godlewski........................................................................
Director
 0.20
.......................40.20 		X           8,000 177,477 41,590
(6) John Gross........................................................................
Director
 0.10
.......................0.20 		X           12,126 0 0
(7) P Jay Kiedrowski........................................................................
Director
 0.10
.......................0.20 		X           11,130 0 0
(8) Teresa McCarthy MD........................................................................
Director
 0.20
.......................40.20 		X           10,000 177,727 47,242
(9) Bert McKasy........................................................................
Director
 0.10
.......................0.20 		X           9,152 0 0
(10) James Miller........................................................................
Director
 0.10
.......................0.20 		X           9,611 0 0
(11) Peter Mitsch........................................................................
Director
 0.20
.......................40.20 		X           11,500 207,696 49,798
(12) William Roberts MD........................................................................
Director
 0.20
.......................40.20 		X           8,363 193,997 52,747
(13) Sharon Shonka........................................................................
Director
 0.10
.......................0.20 		X           10,202 0 0
(14) Lance Teachworth........................................................................
Director
 0.10
.......................0.20 		X           2,828 0 0
(15) Michael Wootten MD........................................................................
Director
 0.20
.......................40.20 		X           7,000 221,041 47,224
(16) William Brombach........................................................................
Director
 0.10
.......................0.20 		X           6,428 0 0
(17) Nancy Feldman........................................................................
President & Chief Executive Officer
 40.00
.......................0.20 		    X       1,008,645 0 129,241
Form 990 (2014)
Form 990 (2014)
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) Mark Traynor........................................................................
Secretary/SVP & General Counsel
 40.00
.......................0.20 		    X       365,251 0 59,960
(19) Beth Monsrud........................................................................
Treasurer/SVP & CFO
 40.00
.......................0.20 		    X       408,617 0 73,682
(20) Edith Dorsey........................................................................
SVP Operations
 40.00
.......................0.20 		      X     231,007 0 59,093
(21) Russel Kuzel........................................................................
SVP & Chief Medical Officer
 40.00
.......................0.20 		      X     471,332 0 63,931
(22) Thomas Mahowald........................................................................
SVP Strategy & Product Development
 40.00
.......................0.20 		      X     316,666 0 66,815
(23) Hilary Marden-Resnik........................................................................
SVP & Chief Administrative Officer
 40.00
.......................0.20 		      X     357,647 0 66,026
(24) Ghitann Worcester........................................................................
SVP Public Affairs & Development
 40.00
.......................0.20 		      X     375,235 0 57,231
(25) Michael Lynch........................................................................
Medical Director
 40.00
.......................0.10 		        X   304,674 0 29,954
(26) Jamie Carsello........................................................................
Chief Informatics Officer
 40.00
.......................0.10 		        X   235,303 0 22,077
(27) Alan Heaton........................................................................
Pharmacy Director
 40.00
.......................0.10 		        X   196,636 0 22,043
(28) Patricia Ball........................................................................
Director of Provider Network
 40.00
.......................0.10 		        X   205,377 0 8,598
(29) Jeri Peters........................................................................
Chief Nursing Officer
 40.00
.......................0.10 		        X   203,628 0 8,469


1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 4,821,807 1,640,114 1,055,465
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet110
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such individual...........................
4
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
OPTUMINSIGHT

2771 Momentum Pl
Chicago,IL606895327 		Chart Review, Actuarial & Consulting 7,100,365
HEALTH INTEGRATED INC

75 Remittance Dr 6644
Chicago,IL606756644 		Synergy Targeted Population Mgmt 4,407,385
NORTHSHORE RESOURCES

7667 10th St N
Oakdale,MN55128 		Contract Programming & Consulting 2,700,341
IKASYSTEMS CORPORATION

134 Turnpike Rd
Southborough,MA01772 		Billing & Enrollment Services 2,190,905
AVT CONSULTING LLC

4915 West 35th St Suite 103
St Louis Park,MN55416 		Contract Programming & Consulting 1,703,729
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet85
Form 990 (2014)
Form 990 (2014)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response or note to any line in this Part VIII .............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512-514
Contributions, Gifts, GrantAmt and OtherAmt Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		 
g Noncash contributions included in lines
1a-1f:$ 		 
h Total. Add lines 1a-1f.......MediumBullet  
Program Service RevenueAmt Business Code
2a Medicare/Medicaid Payments 524114 2,908,788,060 2,908,788,060    
b Medicare Member Premiums 524114 149,226,829 149,226,829    
c Individual Member Premiums 524114 1,740,000 1,740,000    
d Federal Subsidized Payments 524114 724,136 724,136    
e
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet 3,060,479,025
OtherAmt RevenueAmt 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 11,541,697     11,541,697
4 Income from investment of tax-exempt bond proceeds..MediumBullet        
5 Royalties...........MediumBullet        
(i) Real (ii) Personal
6a Gross rents 1,247,747  
b Less: rental expenses 572,012  
c Rental income or (loss) 675,735  
d Net rental income or (loss).......MediumBullet 675,735     675,735
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory 361,007,613  
b Less: cost or other basis and sales expenses 360,038,141  
c Gain or (loss) 969,472  
d Net gain or (loss)..........MediumBullet 969,472     969,472
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      
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        
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        
Miscellaneous Revenue Business Code
11a Misc Revenue 524114 32,380     32,380
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ...... MediumBullet 32,380
12 Total revenue. See Instructions......MediumBullet 3,073,698,309 3,060,479,025 0 13,219,284
Form 990 (2014)
Form 990 (2014)
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 domestic organizations and domestic governments. See Part IV, line 21 .... 17,306,533 17,306,533
2 Grants and other assistance to domestic individuals. See Part IV, line 22 ....    
3 Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16 ............    
4 Benefits paid to or for members ....    
5 Compensation of current officers, directors, trustees, and key employees .... 4,267,933   4,267,933  
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....        
7 Other salaries and wages .... 54,739,348 46,305,081 8,434,267  
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 2,429,325 1,728,211 701,114  
9 Other employee benefits ....... 9,454,964 7,100,094 2,354,870  
10 Payroll taxes ........... 4,420,127 3,579,286 840,841  
11 Fees for services (non-employees):        
a Management ......        
b Legal ......... 310,573   310,573  
c Accounting ........... 496,550 187,667 308,883  
d Lobbying ........... 103,135 103,135    
e Professional fundraising services. See Part IV, line 17    
f Investment management fees ...... 501,032   501,032  
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) .... 2,788,522,511 2,783,712,361 4,810,150  
12 Advertising and promotion .... 11,336,364 11,336,364    
13 Office expenses ....... 4,083,250 3,168,761 914,489  
14 Information technology ...... 19,267,790 12,672,532 6,595,258  
15 Royalties ..        
16 Occupancy ........... 4,564,946 2,757,901 1,807,045  
17 Travel ............ 459,120 322,538 136,582  
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ......        
19 Conferences, conventions, and meetings .... 630,698 306,345 324,353  
20 Interest ...........        
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization ..... 6,087,866 4,028,425 2,059,441  
23 Insurance .............. 277,111 183,368 93,743  
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 Taxes & Assessments 33,730,319   33,730,319  
b Licenses, Fees & Prof A 1,090,612 752,372 338,240  
c Employment Recruitment 971,841   971,841  
d Other Misc Expenses 616,237 518,098 98,139  
e All other expenses 132,818   132,818  
25 Total functional expenses. Add lines 1 through 24e 2,965,801,003 2,896,069,072 69,731,931 0
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2014)
Form 990 (2014)
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 ............. -18,478,073 1 206,418,299
2 Savings and temporary cash investments ......... 182,839,809 2 285,121,521
3 Pledges and grants receivable, net ...........   3  
4 Accounts receivable, net ............. 142,731,277 4 173,261,580
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..................
  5  
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
  6  
7 Notes and loans receivable, net .............   7  
8 Inventories for sale or use ..............   8  
9 Prepaid expenses and deferred charges .......... 1,448,547 9 3,507,656
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 59,087,980
b Less: accumulated depreciation ..... 10b 24,713,147 8,886,995 10c 34,374,833
11 Investments—publicly traded securities .......... 542,554,133 11 625,923,855
12 Investments—other securities. See Part IV, line 11 .....   12  
13 Investments—program-related. See Part IV, line 11 .....   13  
14 Intangible assets ...............   14  
15 Other assets. See Part IV, line 11 ........... 17,235,244 15 22,739,854
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 877,217,932 16 1,351,347,598
Liabilities 17 Accounts payable and accrued expenses ......... 403,464,093 17 570,279,778
18 Grants payable .................   18  
19 Deferred revenue ................ 3,729,740 19 203,686,460
20 Tax-exempt bond liabilities .............   20  
21 Escrow or custodial account liability. Complete Part IV of Schedule D..   21  
22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L..........   22  
23 Secured mortgages and notes payable to unrelated third parties ..   23  
24 Unsecured notes and loans payable to unrelated third parties ....   24  
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.................... 3,727,548 25 4,366,810
26 Total liabilities. Add lines 17 through 25......... 410,921,381 26 778,333,048
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 .............. 466,296,551 27 573,014,550
28 Temporarily restricted net assets ...........   28  
29 Permanently restricted net assets ...........   29  
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 ........... 466,296,551 33 573,014,550
34 Total liabilities and net assets/fund balances ........ 877,217,932 34 1,351,347,598
Form 990 (2014)
Form 990 (2014)
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
3,073,698,309
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
2,965,801,003
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
107,897,306
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
466,296,551
5
Net unrealized gains (losses) on investments ...............
5
-1,179,307
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
0
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
573,014,550
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 (2014)
Form 990 (2014)
Page 13
Form 990, Special Condition Description:
Special Condition Description
Form 990 (2014)
Form 990 (2014)
Page 14
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 Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2014
Open to Public
Inspection
Name of the organization
UCare Minnesota
 
Employer identification number

36-3573805
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
a
b
c
d
e
f
Enter the number of supported organizations .............................  
g
Provide the following information about the supported organization(s).
(i)Name of supported organization (ii) EIN (iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions)) (iv) Is the organization listed in your governing document? (v) Amount of monetary support (see instructions) (vi) Amount of other support (see instructions)
Yes No
Total    

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2014
Schedule A (Form 990 or 990-EZ) 2014
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....            
2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......            
3 The value of services or facilities furnished by a governmental unit to the organization without charge..            
4 Total. Add lines 1 through 3            
5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..  
6 Public support. Subtract line 5 from line 4.  
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total
7 Amounts from line 4..            
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...            
9 Net income from unrelated business activities, whether or not the business is regularly carried on..            
10 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..            
11 Total support Add lines 7 through 10.  
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 section 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) 2014
Schedule A (Form 990 or 990-EZ) 2014
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . 10,220         10,220
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...... 1,607,219,887 1,745,718,082 2,233,356,809 2,417,633,267 3,060,479,025 11,064,407,070
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. 1,607,230,107 1,745,718,082 2,233,356,809 2,417,633,267 3,060,479,025 11,064,417,290
7a Amounts included on lines 1, 2, and 3 received from disqualified persons...           0
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.           0
c Add lines 7a and 7b..           0
8 Public support (Subtract line 7c from line 6.) 11,064,417,290
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total
9 Amounts from line 6... 1,607,230,107 1,745,718,082 2,233,356,809 2,417,633,267 3,060,479,025 11,064,417,290
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. 16,435,290 10,260,886 6,339,240 6,901,539 12,789,444 52,726,399
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b. 16,435,290 10,260,886 6,339,240 6,901,539 12,789,444 52,726,399
11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. 19,860 45,746 83,308 25,477 32,380 206,771
13 Total support. (Add lines 9, 10c, 11, and 12.).. 1,623,685,257 1,756,024,714 2,239,779,357 2,424,560,283 3,073,300,849 11,117,350,460
14
Section C. Computation of Public Support Percentage
15
15
99.520 %
16
16
99.350 %
Section D. Computation of Investment Income Percentage
17
17
0.470 %
18
18
0.640 %
19a
b
20
Schedule A (Form 990 or 990-EZ) 2014
Schedule A (Form 990 or 990-EZ) 2014
Page 4
Part IV
Supporting Organizations
(Complete only if you checked a box on line 11 of Part I. If you checked 11a of Part I, complete Sections A and B. If you checked 11b of Part I, complete Sections A and C. If you checked 11c of Part I, complete Sections A, D, and E. If you checked 11d of Part I, complete Sections A and D, and complete Part V.)
Section A. All Supporting Organizations
Yes
No
1
Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.
1
 
 
2
Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).
2
 
 
3a
Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.
3a
 
 
b
Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.
3b
 
 
c
Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.
3c
 
 
4a
Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked 11a or 11b in Part I, answer (b) and (c) below.
4a
 
 
b
Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations....
4b
 
 
c
Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.
4c
 
 
5a
Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer (b) and (c) below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed, (ii) the reasons for each such action, (iii) the authority under the organization's organizing document authorizing such action, and (iv) how the action was accomplished (such as by amendment to the organizing document).
5a
 
 
b
Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?
5b
 
 
c
Substitutions only. Was the substitution the result of an event beyond the organization's control?
5c
 
 
6
Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (a) its supported organizations; (b) individuals that are part of the charitable class benefited by one or more of its supported organizations; or (c) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.
6
 
 
7
Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in IRC 4958(c)(3)(C)), a family member of a substantial contributor, or a 35-percent controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .
7
 
 
8
Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part II of Schedule L (Form 990).
8
 
 
9a
Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.
9a
 
 
b
Did one or more disqualified persons (as defined in line 9(a)) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.
9b
 
 
c
Did a disqualified person (as defined in line 9(a)) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.
9c
 
 
10a
Was the organization subject to the excess business holdings rules of IRC 4943 because of IRC 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer b below.
10a
 
 
b
Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).
10b
 
 
11
Has the organization accepted a gift or contribution from any of the following persons?
a
A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization?
11a
 
 
b
A family member of a person described in (a) above?
11b
 
 
c
A 35% controlled entity of a person described in (a) or (b) above? If “Yes” to a, b, or c, provide detail in Part VI.
11c
 
 
Schedule A (Form 990 or 990-EZ) 2014
Schedule A (Form 990 or 990-EZ) 2014
Page 5
Part IV
Supporting Organizations (continued)

Section B. Type I Supporting Organizations
Yes
No
1
Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.
1
 
 
2
Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.
2
 
 
Section C. Type II Supporting Organizations
Yes
No
1
Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).
1
 
 
Section D. All Type III Supporting Organizations
Yes
No
1
Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (1) a written notice describing the type and amount of support provided during the prior tax year, (2) a copy of the Form 990 that was most recently filed as of the date of notification, and (3) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?
1
 
 
2
Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).
2
 
 
3
By reason of the relationship described in (2), did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.
3
 
 
Section E. Type III Functionally-Integrated Supporting Organizations
1
Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):
a
b
c
2
Activities Test. Answer (a) and (b) below.
Yes
No
a
Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.
2a
 
 
b
Did the activities described in (a) constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.
2b
 
 
3
Parent of Supported Organizations. Answer (a) and (b) below.
a
Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part VI.
3a
 
 
b
Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI the role played by the organization in this regard.
3b
 
 
Schedule A (Form 990 or 990-EZ) 2014
Schedule A (Form 990 or 990-EZ) 2014
Page 6
Part V – Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

1.   Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970. See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.
Section A - Adjusted Net Income (A) Prior Year (B) Current Year
(optional)
1 Net short-term capital gain 1    
2 Recoveries of prior-year distributions 2    
3 Other gross income (see instructions) 3    
4 Add lines 1 through 3 4    
5 Depreciation and depletion 5    
6 Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) 6    
7 Other expenses (see instructions) 7    
8 Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) 8    

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

Section C - Distributable Amount Current Year
1 Adjusted net income for prior year (from Section A, line 8, Column A) 1  
2 Enter 85% of line 1 2  
3 Minimum asset amount for prior year (from Section B, line 8, Column A) 3  
4 Enter greater of line 2 or line 3 4  
5 Income tax imposed in prior year 5  
6 Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) 6  
7   Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)
Schedule A (Form 990 or 990-EZ) 2014
Schedule A (Form 990 or 990-EZ) 2014
Page 7
Section D - Distributions Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes  
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in
excess of income from activity		  
3 Administrative expenses paid to accomplish exempt purposes of supported organizations  
4 Amounts paid to acquire exempt-use assets  
5 Qualified set-aside amounts (prior IRS approval required)  
6 Other distributions (describe in Part VI). See instructions  
7Total annual distributions. Add lines 1 through 6.  
8 Distributions to attentive supported organizations to which the organization is responsive (provide
details in Part VI). See instructions		  
9 Distributable amount for 2014 from Section C, line 6  
10 Line 8 amount divided by Line 9 amount  

Section E - Distribution Allocations (see instructions) (i)
Excess Distributions 		(ii)
Underdistributions
Pre-2014 		(iii)
Distributable
Amount for 2014
1 Distributable amount for 2014 from Section C, line
6 		 
2 Underdistributions, if any, for years prior to 2014
(reasonable cause required--see instructions)		  
3 Excess distributions carryover, if any, to 2014:
a From 2009.......X
b From 2010.......X
c From 2011.......X
d From 2012.......X
e From 2013.......  
fTotal of lines 3a through e  
g Applied to underdistributions of prior years  
h Applied to 2014 distributable amount  
i Carryover from 2009 not applied (see
instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.  
4Distributions for 2014 from Section D, line 7:
$  
a Applied to underdistributions of prior years  
b Applied to 2014 distributable amount  
c Remainder. Subtract lines 4a and 4b from 4.  
5 Remaining underdistributions for years prior to
2014, if any. Subtract lines 3g and 4a from line 2
(if amount greater than zero, see instructions)		  
6 Remaining underdistributions for 2014. Subtract
lines 3h and 4b from line 1 (if amount greater than
zero, see instructions)		  
7 Excess distributions carryover to 2015. Add lines
3j and 4c.		  
8 Breakdown of line 7:
a From 2010.......X
b From 2011.......X
c From 2012.......X
d From 2013.......  
e From 2014.......  
Schedule A (Form 990 or 990-EZ) (2014)
Schedule A (Form 990 or 990-EZ) 2014
Page 8
Part VI
Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
 
Return Reference Explanation
Schedule A, Part III, Line 12, Explanation for Other Income Proceeds from class action lawsuits and other misc
Schedule A (Form 990 or 990-EZ) 2014

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 Information about Schedule C (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2014
Open to Public
Inspection
If the organization answered "Yes" to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" to Form 990, Part IV, Line 5 (Proxy Tax) (see separate instructions) or Form 990-EZ, Part V, line 35c (Proxy Tax) (see separate instructions), then
Round Bullet Section 501(c)(4), (5), or (6) organizations: Complete Part III.
Name of the organization
UCare Minnesota
 
Employer identification number

36-3573805
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) 2014

Schedule C (Form 990 or 990-EZ) 2014
Page 2
Part II-A
Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).
A Check SchCMd 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 separate instructions for lines 2a through 2f.)
Lobbying Expenditures During 4-Year Averaging Period
Calendar year (or fiscal year
beginning in) 		(a) 2011 (b) 2012 (c) 2013 (d) 2014 (e) Total
2a Lobbying nontaxable amount          
b Lobbying ceiling amount
(150% of line 2a, column(e)) 		 
c Total lobbying expenditures          
d Grassroots nontaxable amount          
e Grassroots ceiling amount
(150% of line 2d, column (e))		  
f Grassroots lobbying expenditures          
Schedule C (Form 990 or 990-EZ) 2014


Schedule C (Form 990 or 990-EZ) 2014
Page 3
Part II-B
Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).
For each "Yes" response to lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.
(a)
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? .........................................
Yes
 
b
Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....
Yes
 
c
Media advertisements? ....................................
 
No
 
d
Mailings to members, legislators, or the public? .........................
 
No
 
e
Publications, or published or broadcast statements? .......................
 
No
 
f
Grants to other organizations for lobbying purposes? .......................
 
No
 
g
Direct contact with legislators, their staffs, government officials, or a legislative body? ........
Yes
 
264,294
h
Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......
 
No
 
i
Other activities? ..........................
 
No
 
j
Total. Add lines 1c through 1i ...............................
264,294
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, lines 1 and 2 (see instructions), and Part ll-B, line 1. Also, complete this part for any additional information.
Return Reference Explanation
Part II-B, Line 1: Track legislation, attend legislative hearings and meet with legislators to either support or oppose legislation that affects UCare's public program business on both the state and federal level.
Schedule C (Form 990 or 990EZ) 2014

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.
Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2014
Open to Public Inspection
Name of the organization
UCare Minnesota
 
Employer identification number

36-3573805
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year .........    
2 Aggregate value of contributions to (during year)    
3 Aggregate value of grants from (during year)    
4 Aggregate value at end of year ........    
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)
Revenue 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
Revenue 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) 2014

Schedule D (Form 990) 2014
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, for escrow or custodial account liability?
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 .................   2,221,498 2,221,498
b Buildings ................   17,738,135 176,274 17,561,861
c Leasehold improvements ............   6,733,525 2,535,224 4,198,301
d Equipment ................   23,077,196 15,442,319 7,634,877
e Other .................   9,317,626 6,559,330 2,758,296
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 34,374,833
Schedule D (Form 990) 2014

Schedule D (Form 990) 2014
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








Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
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  
Post Retirement Benefit Option 4,366,810








Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 4,366,810
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII
Schedule D (Form 990) 2014

Schedule D (Form 990) 2014
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1 Total revenue, gains, and other support per audited financial statements ....... 1  
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains (losses) on investments .... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b....................... 4c  
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5  
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1 Total expenses and losses per audited financial statements ........... 1  
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a  
b Prior year adjustments .............. 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d...................... 2e  
3 Subtract line 2e from line 1..................... 3  
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b....................... 4c  
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5  
Part XIII
Supplemental Information
Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Return Reference Explanation
Part X, Line 2: UCare has elected to adopt guidance in the income tax standard regarding the recognition and measurement of uncertain tax positions. UCare follows the accounting standard for contingencies for evaluating uncertain tax positions. The adoption of this standard has no effect on UCare's financial statements. UCare's tax returns are subject to review and examination by federal, state, and local authorities. The tax returns for the years 2011 to 2013 are open to review and examination.
Schedule D (Form 990) 2014

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
2014
Open to Public
Inspection
Name of the organization
UCare Minnesota
 
Employer identification number
36-3573805
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 Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21, for any recipient that received more than $5,000. Part II can be duplicated if additional space is needed.
(a) Name and address of organization
or government		 (b) EIN (c) IRC section
if applicable		 (d) Amount of cash grant (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) KANABEC PINE COMMUNITY HEALTH
905 EAST FOREST AVE 127
MORA,MN55051 		47-2237587 Government 25,000       Public Health Nurse Clinic-Adult-Pine County
(2) KANABEC PINE COMMUNITY HEALTH
905 EAST FOREST AVE 127
MORA,MN55051 		47-2237587 Government 25,000       Dental Varnishing Clinic - Kanabec County
(3) AFFILIATED COMMUNITY MEDICAL CENTER PA
101 WILMAR AVE SW
WILMAR,MN56201 		41-0850702   125,000       Affiliated Community Medical Centers Medical Home Program
(4) ALTRU HEALTH FOUNDATIONS
2501 DEMERS AVE
GRAND FORKS,ND58201 		45-0368330 501(c)(3) 125,000       Medical Home Model in Northwest Minnestoa
(5) ENTIRA FAMILY CLINICS
2025 SLOAN PL 35
ST PAUL,MN55117 		41-1817152   125,000       Center for Clinical Management Research (CCMR) use for targeted colon cancer screening compliance
(6) ESSENTIA HEALTH
502 E 2ND ST
DULUTH,MN55805 		20-0360007 501(c)(3) 125,000       Post Acute Care Management
(7) FAIRVIEW PHYSICIAN ASSOCIATE NETWORK
3400 W 66TH ST 445
EDINA,MN55435 		41-1753325 501(c)(3) 125,000       Advancing end-of-life care through Case Management
(8) MANKATO CLINIC LTD
PO BOX 8674
MANKATO,MN56001 		41-0849339 501(c)(3) 125,000       iCare for UCare. Care coordination across providers and between agencies and health care institutions
(9) NORTH CLINIC
9201 WEST BROADWAY AVE N 601
BROOKLYN PARK,MN55445 		41-0955922   125,000       UCare for Seniors Care Coordination and Case Management / Physician Case Management
(10) NORTH MEMORIAL HEALTH CARE
8301 GOLDEN VALLEY RD 300
GOLDEN VALLEY,MN55427 		41-0729979 501(c)(3) 125,000       Collaborative Care Transitions Program
(11) OLMSTED MEDICAL CENTER
210 - 9 ST SE
ROCHESTER,MN55904 		41-0855367 Government 125,000       Improving Access to Primary Care Service through Virtual Technology
(12) SANFORD HEALTH THIEF RIVER FALLS
3001 SANFORD PARKWAY
THIEF RIVER FALLS,MN56071 		41-0709579 501(c)(3) 125,000       Obesity Targeted Health Coach
(13) HENNEPIN COUNTY MEDICAL CENTER
701 PARK AVE
MINNEAPOLIS,MN55415 		42-1707837 Government 240,000       HCMC Coordinate Care Proposal
(14) ALLINA HEALTH SYSTEMS
2925 CHICAGO AVE
MINNEAPOLIS,MN55407 		36-3261413 501(c)(3) 300,000       Integrating Mental Health/Disability Program
(15) CENTRACARE HEARTLAND
1900 CENTRACARE CIRCLE
ST CLOUD,MN56304 		41-1806657 501(c)(3) 300,000       Improvement of Chronic Disease and Preventive Services through Advanced Care Coordination and Centralized Data Management
(16) AMERICAN REFUGEE COMMITTEE
615 1ST AVE NE 500
MINNEAPOLIS,MN55413 		36-3241033 501(c)(3) 100,000       Support for local and preventive Ebola outreach
(17) ANOKA COUNTY COMMUNITY HEALTH & ENVIRONMENTAL SERVICES
2100 3RD AVE
ANOKA,MN55303 		41-6005752 Government 19,000       Breastfeeding Promotion Initiative
(18) ARROWHEAD HEALTH ALLIANCE
221 WEST FIRST ST
DULUTH,MN55802 		27-3315614 Government 123,800       Arrowhead Telepresence Support
(19) BECKER COUNTY COMMUNITY HEALTH
712 MINNESOTA AVE
DETROIT LAKES,MN56501 		41-6005754 Government 25,000       Health Promotion and Wellness
(20) BENTON COUNTY HUMAN SERVICES
PO BOX 740
FOLEY,MN56329 		41-6005759 Government 25,000       Benton For Better Health: Substance Abuse Prevention and Recovery Promotion
(21) CARLTON COOK LAKE ST LOUIS COUNTY HEALTH BOARD
404 WEST SUPERIOR ST 220
DULUTH,MN55802 		75-3141103 Government 100,000       Healthy Northland Collaboration
(22) CARVER COUNTY PUBLIC HEALTH DEPARTMENT
600 FOURTH ST EAST
CHASKA,MN55318 		41-6005768 Government 25,000       Carver County Breastfeeding-Friendly Business
(23) CATHOLIC CHARITIES OF THE ARCHDIOCESSE
1200 SECOND AVE S
MINNEAPOLIS,MN55403 		41-1302487 501(c)(3) 75,000       Support for Dorothy Day Center programming to homeless and at risk community individuals
(24) CENTER FOR ALCOHOL & DRUG TREATMENT
314 W SUPERIOR ST 400
DULUTH,MN55802 		41-0847934 501(c)(3) 630,845       Support for methadone maintenance clinic in St Louis County
(25) CHILDRENS DEFENSE FUND
555 PARK ST 410
ST PAUL,MN55103 		52-0895622 501(c)(3) 60,000       Bridge to Benefits-connect low income families to public support programs
(26) CHILDRENS HEALTHCARE NETWORK
910 EAST 26TH ST 330
MINNEAPOLIS,MN55404 		46-3226418 501(c)(3) 125,000       Childrens Healthcare Network Data Analytics Management
(27) CHISAGO COUNTY
6133 402ND ST
NORTH BRANCH,MN55056 		41-6005772 Government 25,000       Building Effective Community Health Assessment
(28) CITY OF BLOOMINGTON PUBLIC HEALTH
1900 WEST OLD SHAKOPEE RD
BLOOMINGTON,MN55431 		41-6004990 Government 25,000       Metro Alliance for Healthy Families
(29) CITY OF BLOOMINGTON PUBLIC HEALTH
1900 WEST OLD SHAKOPEE RD
BLOOMINGTON,MN55431 		41-6004990 Government 49,250       Healthy Living Hubs
(30) CITY OF MINNEAPOLIS
250 S 4TH ST ROOM 414
MINNEAPOLIS,MN55415 		41-6005375 Government 25,000       Environmental Asthma in Childrens Homes
(31) CLAY COUNTY PUBLIC HEALTH
715 11TH ST NORTH 303
MOORHEAD,MN56560 		41-6005775 Government 25,000       Healthy food pantries/ Healthy food donations
(32) UNIVERSITY OF MINNESOTA
717 DELAWARE ST SE 166
MINNEAPOLIS,MN55414 		41-6007513 115 25,000       Barber shop based health education outreach program
(33) COUNTRYSIDE PUBLIC HEALTH DEPARTMENT
201 13TH ST S
BENSON,MN56215 		41-1693737 Government 54,554       Mental Health Awareness
(34) CROW WING COUNTY
326 LAUREL ST
BRAINERD,MN56401 		41-6005785 Government 20,000       Breastfeeding Peer Counseling Project
(35) DAKOTA COUNTY PUBLIC HEALTH DEPT
1 MENDOTA ROAD W 410
WEST ST PAUL,MN55118 		41-6005786 Government 25,000       Reducing sexually-transmitted infections in Dakota County
(36) DODGE COUNTY PUBLIC HEALTH
PO BOX 129
DODGE CENTER,MN55927 		41-6005790 Government 25,000       Obesity Reduction-Active Communities
(37) DODGE COUNTY PUBLIC HEALTH
PO BOX 129
DODGE CENTER,MN55927 		41-6005790 Government 48,535       Obesity Prevention and Reduction
(38) EASTSIDE MEALS ON WHEELS INC
1510 33RD AVE NE
MINNEAPOLIS,MN55418 		41-1228367 501(c)(3) 10,000       NE community Meals on Wheels program support
(39) FACE TO FACE HEALTH & COUNSELING SERVICE INC
1165 ARCADE ST
ST PAUL,MN55106 		41-0986780 501(c)(3) 40,000       General grant support for the non FQHC Clinic operations
(40) FILLMORE HOUSTON COMMUNITY HEALTH SERVICES
611 VISTA DR 1
CALEDONIA,MN55921 		41-6005804 Government 25,000       Volunteer model for seniors and disabled living in their own homes
(41) FILLMORE HOUSTON COMMUNITY HEALTH SERVICES
611 VISTA DR 1
CALEDONIA,MN55921 		41-6005804 Government 50,000       Increased access to outdoor recreation for people with disabilities
(42) HENNEPIN COUNTY PUBLIC HEALTH
525 PORTLAND AVE MCL-963
MINNEAPOLIS,MN55415 		41-6005801 Government 48,700       Wellness for Every Body
(43) HUMAN SERVICES OF FARIBAULT & MARTIN COUNTIES
115 W 1ST ST
FAIRMONT,MN56031 		41-1286683 Government 50,000       Health Food Access in Faribault & Martin Counties
(44) ISANTI COUNTY FAMILY SERVICES
1700 EAST RUM RIVER DR S A
CAMBRIDGE,MN55008 		41-6005808 Government 24,850       Access to Child Psychiatry Services
(45) ISANTI COUNTY PUBLIC HEALTH
555 18TH AVE SW
CAMBRIDGE,MN55008 		41-6005808 Government 25,000       Expand Child Find Program
(46) KANDIYOHI COUNTY HEALTH & HUMAN SERVICES
2200 23RD ST NE 1080
WILMAR,MN56201 		41-6005818 Government 25,000       Kandiyohi County Drug Free Communities (DFC) Coalition
(47) LAC QUI PARLE COUNTY FAMILY SERVICE CENTER
PO BOX 7 930 1ST AVE
MADISON,MN56256 		41-6005824 Government 25,000       Challenge Day Treatment for Serious Emotional Disorder (SED) Children
(48) LAKEWOOD HEALTH CENTER
600 MAIN AVE S
BAUDETTE,MN56623 		41-0758434 501(c)(3) 25,000       Mental Health Awareness and Suicide Prevention Program
(49) LE SUEUR COUNTY PUBLIC HEALTH
88 S PARK AVE
LE CENTER,MN56057 		41-6005828 Government 25,000       Le Sueur County Preventative Health Care Initiative
(50) LITTLE BROTHERS - FRIENDS OF THE ELDERLY
1845 EAST LAKE ST
MINNEAPOLIS,MN55407 		41-0986200 501(c)(3) 5,000       Program support for metro area isolated seniors
(51) LUTHERAN SOCIAL SERVICE
1605 EUSTIS ST 406
ST PAUL,MN55108 		41-0872993 501(c)(3) 150,000       Senior companion program for isolated seniors
(52) MILLE LACS COUNTY
635 2ND ST SE
MILACA,MN56353 		41-6005845 Government 25,000       Shaken Baby Prevention Project
(53) MINNESOTA COMMUNITY HEALTH WORKERS ALLIANCE
2610 UNIVERSITY AVE W 550
ST PAUL,MN55114 		45-2787308 501(c)(3) 5,000       Increase awareness of Community Health Workers roles and benefits
(54) MINNESOTA HEAD START
904 VALLEY DR
DULUTH,MN55804 		36-3579547 501(c)(3) 20,000       Address children's education and dealth disparities, and foster healthy, family-focused communities.
(55) NICOLLET COUNTY PUBLIC HEALTH
501 S MINNESOTA AVE
ST PETER,MN56082 		41-6005852 Government 11,500       Nicollet County Community Wellness Activities
(56) NOBLES COUNTY COMMUNITY SERVICES
PO BOX 189
WORTHINGTON,MN56187 		41-6005854 Government 25,000       Healthy Homes Project
(57) NORMAN COUNTY SOCIAL SERVICES
15 2ND AVE E
ADA,MN56510 		41-6005856 Government 25,000       Create county wide resource list for residents
(58) OLMSTED COUNTY PUBLIC HEALTH SERVICES
2100 CAMPUS DR SE 100
ROCHESTER,MN55904 		41-6005859 Government 25,000       Communication for Organizational Intergrated Networking (COIN)
(59) OTTER TAIL COUNTY PUBLIC HEALTH
560 FIR AVE W
FERGUS FALLS,MN56537 		41-6005861 Government 25,000       Public Health Access to Care
(60) PEASE CRC- MILLE LACS COUNTY
PO BOX 69
PEASE,MN56363 		41-0734734 Government 10,000       Mille Lacs County Operation Community Connect
(61) PENNINGTON COUNTY HUMAN SERVICES
PO BOX 340
THEIF RIVER FALLS,MN56701 		41-6005862 Government 25,000       Technology-Helping Our Clients
(62) PORTICO HEALTHNET
2610 UNIVERSITY AVE NW 550
ST PAUL,MN55114 		41-1814659 501(c)(3) 100,000       Uninsured outreach support including Community Health Workers
(63) QUIN COMMUNITY HEALTH SERVICES
PO BOX 248
NEWFOLDEN,MN56738 		41-6005836 Government 25,000       Home visits for infants under 6 months old
(64) QUIN COMMUNITY HEALTH SERVICES
PO BOX 248
NEWFOLDEN,MN56738 		41-6005836 Government 41,700       Promoting physical activities through 5 County Public Health agencies
(65) RAMSEY COUNTY COMMUNITY HUMAN SERVICES
15 W KELLOGG BLVD 250 COURTHOUSE
SAINT PAUL,MN55102 		41-6005875 Government 25,000       A Bridge to American Indian Health
(66) REACH OUT AND READ INC
701 PARK AVE
MINNEAPOLIS,MN55415 		04-3481253 501(c)(3) 10,000       Book purchase for metro clinic-based reading program for children
(67) RICE COUNTY PUBLIC HEALTH NURSING SERVICE
320 NW 3RD ST
FARIBAULT,MN55021 		41-6005882 Government 24,550       Rice County Public Health Outreach & Tapestry
(68) ROSEAU COUNTY SOCIAL SERVICES
208 6TH ST SW
ROSEAU,MN56751 		41-6005889 Government 15,000       Community-based program for adolescents ages 13 -18, who demonstrate issues with alcohol, marijuana and other illegal drugs.
(69) SOUTHERN MINNESOTA REGIONAL LEGAL SERVICES INC
55 E 5TH ST 1000
ST PAUL,MN55101 		41-1316151 501(c)(3) 125,000       Metro area legal services for seniors including day programs
(70) SOUTHSIDE COMMUNITY HEALTH SERVICES
4243 4TH AVE S
MINNEAPOLIS,MN55409 		23-7113799 501(c)(3) 20,000       Mental Health awareness and primary care support in Hennepin County
(71) SOUTHWEST HEALTH AND HUMAN SERVICES
607 W MAIN 200
MARSHALL,MN56258 		27-3107061 Government 50,000       Expanding Oral Health Activites in Southwest Minnesota
(72) SOUTHWEST HEALTH AND HUMAN SERVICES
607 W MAIN 200
MARSHALL,MN56258 		27-3107061 Government 54,350       Impacting the Culture of Sexual Assault and Violence in Southwest Minnesota
(73) ST LUKE'S HEALTH CARE SYSTEM
915 E FIRST ST
DULUTH,MN55805 		41-0714079 501(c)(3) 124,899       St. Luke's Care Coordination Education
(74) ST PAUL RAMSEY COUNTY PUBLIC HEALTH
1670 BEAM AVE
MAPLEWOOD,MN55109 		12-9999999 Government 25,000       Club Dad is a monthly group education session for African American males to help develop skills in becoming successful fathers, employees and individuals
(75) STORE TO DOOR
1935 COUNTY RD B2 250
ROSEVILLE,MN55113 		41-1433859 501(c)(3) 25,000       Nutrition support for homebound seniors
(76) UCARE FOUNDATION
500 STINSON BLVD NE
MINNEAPOLIS,MN55413 		46-4795214 501(c)(3) 1,000,000       Increase Fund balance to support ongoing efforts
(77) UNIVERSITY OF MINNESOTA
516 DELAWARE ST SE BOX 381 UMHC
MINNEAPOLIS,MN55455 		41-6007513 115 11,000,000       Support for Medical Education
(78) VOLUNTEERS OF AMERICA
7530 MARKET PLACE DR
EDEN PRAIRIE,MN55344 		41-1554078 501(c)(3) 50,000       Glen Campbell film "I'll Be Me" on Alzheimer's Disease
(79) WATONWAN COUNTY HUMAN SERVICES
715 2ND AVE S
ST JAMES,MN56081 		41-6005922 Government 25,000       Madelia: Rethink Your Drink Project
(80) WILDERNESS INQUIRY INC
808 14TH AVE SE
MINNEAPOLIS,MN55414 		93-0708637 501(c)(3) 20,000       Outdoor adventures for low income disabled and diverse populations
(81) WRIGHT COUNTY PUBLIC HEALTH
1004 COMMERICAL DR
BUFFALO,MN55302 		41-1268614 Government 25,000       Wellness on Wheels Van at WIC site
2
Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................ Bullet Image
78
3
Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image
3
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50055P
Schedule I (Form 990) 2014

Schedule I (Form 990) 2014
Page 2
Part III
Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.
(a)Type of grant or assistance (b)Number of
recipients		 (c)Amount of
cash grant		 (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
Part I, Line 2: UCare Minnesota does not have a formal grant program. Amounts disclosed in Schedule I, Part II, 1a represent one-time cash contributions provided to these organizations based on the parameters outlined in UCare's Board-approved Community Benefit Policy. In addition to UCare's ongoing community benefit efforts, the Board annually determines whether special year-end benefit contributions are appropriate under the provisions of the Policy. The Policy outlines three catagories of contributions and the amounts distributed by catagory are reviewed and approved by the Board of Directors, and the Board receives an annual report on the use of the funds.
Schedule I (Form 990) 2014


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 Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2014
Open to Public Inspection
Name of the organization
UCare Minnesota
 
Employer identification number

36-3573805
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
 
No
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), 501(c)(4), and 501(c)(29) organizations 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
 
No
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) 2014

Schedule J (Form 990) 2014
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.
For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.
(A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and other deferred compensation (D) Nontaxable
benefits		 (E) Total of columns
(B)(i)-(D) 		(F) Compensation in column(B) reported as deferred in prior Form 990
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
1Macaran Baird MDBoard Chair (i)
(ii)		 10,000
...............................
312,500 		0
...............................
0 		0
...............................
343 		0
...............................
33,800 		0
...............................
24,656 		10,000
...............................
371,299 		0
...............................
0
2James Van Vorren MDVice Chair (i)
(ii)		 9,617
...............................
177,890 		0
...............................
0 		0
...............................
343 		0
...............................
25,415 		0
...............................
21,780 		9,617
...............................
225,428 		0
...............................
0
3Patricia Adam MDDirector (i)
(ii)		 6,917
...............................
170,757 		0
...............................
0 		0
...............................
343 		0
...............................
24,375 		0
...............................
19,718 		6,917
...............................
215,193 		0
...............................
0
4Catherine GodlewskiDirector (i)
(ii)		 8,000
...............................
177,134 		0
...............................
0 		0
...............................
343 		0
...............................
24,463 		0
...............................
17,127 		8,000
...............................
219,067 		0
...............................
0
5Teresa McCarthy MDDirector (i)
(ii)		 10,000
...............................
177,384 		0
...............................
0 		0
...............................
343 		0
...............................
22,750 		0
...............................
24,492 		10,000
...............................
224,969 		0
...............................
0
6Peter MitschDirector (i)
(ii)		 11,500
...............................
207,353 		0
...............................
0 		0
...............................
343 		0
...............................
28,373 		0
...............................
21,425 		11,500
...............................
257,494 		0
...............................
0
7William Roberts MDDirector (i)
(ii)		 8,363
...............................
193,654 		0
...............................
0 		0
...............................
343 		0
...............................
27,755 		0
...............................
24,992 		8,363
...............................
246,744 		0
...............................
0
8Michael Wootten MDDirector (i)
(ii)		 7,000
...............................
220,698 		0
...............................
0 		0
...............................
343 		0
...............................
27,755 		0
...............................
19,469 		7,000
...............................
268,265 		0
...............................
0
9Nancy FeldmanPresident & Chief Executive Officer (i)
(ii)		 669,712
...............................
0 		233,417
...............................
0 		105,516
...............................
0 		116,320
...............................
0 		12,921
...............................
0 		1,137,886
...............................
0 		105,516
...............................
0
10Mark TraynorSecretary/SVP & General Counsel (i)
(ii)		 269,232
...............................
0 		61,118
...............................
0 		34,901
...............................
0 		45,779
...............................
0 		14,181
...............................
0 		425,211
...............................
0 		34,901
...............................
0
11Beth MonsrudTreasurer/SVP & CFO (i)
(ii)		 331,122
...............................
0 		77,495
...............................
0 		0
...............................
0 		51,837
...............................
0 		21,845
...............................
0 		482,299
...............................
0 		0
...............................
0
12Edith DorseySVP Operations (i)
(ii)		 231,007
...............................
0 		0
...............................
0 		0
...............................
0 		37,536
...............................
0 		21,557
...............................
0 		290,100
...............................
0 		0
...............................
0
13Russel KuzelSVP & Chief Medical Officer (i)
(ii)		 344,720
...............................
0 		78,596
...............................
0 		48,016
...............................
0 		54,184
...............................
0 		9,747
...............................
0 		535,263
...............................
0 		48,016
...............................
0
14Thomas MahowaldSVP Strategy & Product Development (i)
(ii)		 258,365
...............................
0 		58,301
...............................
0 		0
...............................
0 		44,307
...............................
0 		22,508
...............................
0 		383,481
...............................
0 		0
...............................
0
15Hilary Marden-ResnikSVP & Chief Administrative Officer (i)
(ii)		 265,235
...............................
0 		62,507
...............................
0 		29,905
...............................
0 		43,401
...............................
0 		22,625
...............................
0 		423,673
...............................
0 		29,905
...............................
0
16Ghitann WorcesterSVP Public Affairs & Development (i)
(ii)		 277,041
...............................
0 		66,793
...............................
0 		31,401
...............................
0 		46,383
...............................
0 		10,848
...............................
0 		432,466
...............................
0 		31,401
...............................
0
17Michael LynchMedical Director (i)
(ii)		 255,155
...............................
0 		49,519
...............................
0 		0
...............................
0 		9,449
...............................
0 		20,505
...............................
0 		334,628
...............................
0 		0
...............................
0
18Jamie CarselloChief Informatics Officer (i)
(ii)		 198,838
...............................
0 		36,465
...............................
0 		0
...............................
0 		8,976
...............................
0 		13,101
...............................
0 		257,380
...............................
0 		0
...............................
0
19Alan HeatonPharmacy Director (i)
(ii)		 165,364
...............................
0 		31,272
...............................
0 		0
...............................
0 		7,783
...............................
0 		14,260
...............................
0 		218,679
...............................
0 		0
...............................
0
20Patricia BallDirector of Provider Network (i)
(ii)		 174,843
...............................
0 		30,534
...............................
0 		0
...............................
0 		8,443
...............................
0 		155
...............................
0 		213,975
...............................
0 		0
...............................
0
21Jeri PetersChief Nursing Officer (i)
(ii)		 171,603
...............................
0 		32,025
...............................
0 		0
...............................
0 		8,315
...............................
0 		154
...............................
0 		212,097
...............................
0 		0
...............................
0
Schedule J (Form 990) 2014

Schedule J (Form 990) 2014
Page 3
Part III
Supplemental Information
Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II.
Also complete this part for any additional information.
Return Reference Explanation
Schedule J (Form 990) 2014

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 990-EZ or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
MediumBullet Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2014
Open to Public
Inspection
Name of the organization
UCare Minnesota
 
Employer identification number

36-3573805
Return Reference Explanation
Form 990, Part VI, Section A, line 1 Eight Directors affiliated with the University of Minnesota Medical School, Department of Family Medicine are reported here as not independent. The Medical School/Department is not a traditional parent organization of UCare, and does not directly appoint or elect all of these Directors. The Department also does not have direct removal authority for all of these Directors, and removal of a Director under the bylaws requires the vote of at least one Director not affiliated with the Medical School/Department. However, the Medical School/Department has indirect control of the appointment and election process of these eight directors. One Director is appointed by the Dean of the Medical School, two Directors (including the Chair) are on the Board by virtue of their positions at the Department, and the Chair appoints five physicians on faculty at the Department. UCare's current Board includes seven independent Directors: six Directors who are enrollees of UCare's plan, and an at-large Director from the community. Under Minnesota law, the Board is charged to act in the best interests of the Corporation. See Minn. Stat. Sections 62D.12, subd. 9 and 317A.251. UCare's bylaws describe an executive committee subject to the control of the Board and with the authority to only meet between scheduled meetings of the Board and to take actions on certain matters. This Executive Committee rarely is convened and did not meet during 2014.
Form 990, Part VI, Section A, line 7a UCare's Board of Directors consists of 15 Directors. Under UCare's bylaws, the Chair of the Board has the authority to appoint five physician Directors from the University of Minnesota Medical School, Department of Family Medicine and the Dean of the Medical School appoints one Director. In addition, two Directors (including the Chair) are Directors by virtue of their positions in the Department. Individuals enrolled in UCare's health plans have the right under the bylaws, and consistent with Minn. Stat. 62D.06, to elect six of the Board of Directors among the enrolled members.
Form 990, Part VI, Section B, line 11 The 990 Form is prepared by the Controller and reviewed by an independent accounting firm. UCare provides a copy and reviews the detail of the completed 990 Form with the Board's Finance and Audit Committee. UCare also provides a copy of the completed 990 Form to all members of the Board of Directors via the on-line portal prior to the Finance and Audit Committee's report to the Board. Upon approval by the Board of Directors, the 990 Form is filed with the Internal Revenue Service.
Form 990, Part VI, Section B, line 12c UCare requires completion of an annual questionnaire by its Board members, Officers, and Senior Executives, which is designed to identify potential conflicts of interest. In addition, UCare's policy requires disclosure to the Board Chair and/or CEO of a potential conflict involving a Director, Officer, or Management staff when a particular transaction arises. If the Board or designated Board Committee determines that a potential conflict exists related to a transaction requiring action by the Board, the policy calls for the Board Member with the potential conflict to abstain from voting and for a majority of the disinterested Directors to find that the transaction is fair and reasonable to the operation, and that the organization could not reasonably find a more advantageous transaction from another entity without a potential conflict. In practice, UCare seeks to manage certain business matters so that they are not subject to action by the Board or Senior Executives where a potential conflict exists. For example, the Board includes members who are enrolled in UCare's health plans, and the benefit designs and premium amounts of such plans are not brought before the Board for action. The policy also requires disclosure of potential conflicts to the Board to the designated committee even for transactions not requiring board action.
Form 990, Part VI, Section B, line 15 On an annual basis, UCare's Compensation Committee reviews and approves the President and CEO's total cash compensation, including base pay and incentive pay. Benefits are reviewed, as described below, every two to three years, with the most recent review in 2014. The Compensation Committee is composed of independent members of the Board of Directors. UCare engages an independent consultant organization that specializes in advising health care organizations about Executive compensation issues. The independent consultant organization conducts a comparability analysis that incorporates multiple industry surveys and compensation for comparable positions at peer organizations. The independent consultant organization then shares the results of this comparability analysis with the Compensation Committee. After deliberation about the comparability analysis and recommendations, the Committee evaluates the annual cash compensation package for the President and CEO. The Committee brings recommendations about CEO base compensation and incentive opportunity to the Board for approval, and reports other actions taken by the Committee to the Board. Minutes are recorded contemporaneously to accurately document the Committee's discussions and actions, and the independent consultant organization's report is retained for recordkeeping purposes. The Compensation Committee also participates in the compensation process for other Senior Executives, including the Treasurer and Chief Financial Officer, the Secretary and General Counsel, the Chief Medical Officer, the Senior Vice President and Chief Administrative Officer, the Senior Vice President of Operations, the Senior Vice President of Public Affairs and Marketing, and the Senior Vice President of Strategy and Product Management. The process for determining compensation for these positions follows a compensation philosophy approved by the Board of Directors. Every two to three years, an independent consultant organization conducts a comparability analysis for these positions, focusing on total compensation data including base pay, incentive pay, and benefits for comparable positions at peer organizations. The President and CEO's position is also included in this comparability analysis. The most recent analysis occurred in 2014. The Compensation Committee receives and discusses the analysis and recommendations with the independent consultant organization, and provides input for the President and CEO in determining cash compensation for the Officers and Senior Executives. The Compensation Committee has delegated specific cash compensation approval for these leaders to the President & CEO, who in an independent person with respect to these compensation determinations, provided that the President and CEO follows the board-approved compensation philosophy, takes into account the comparability analysis, and obtains annual review by the committee. The Committee's discussion and input are reflected in contemporaneous documentation, and a copy of the independent consultant organization's report is retained.
Form 990, Part VI, Section C, line 18 UCare Minnesota's 990 Form is available on www.guidestar.org in addition to being made available upon request.
Form 990, Part VI, Section C, line 19 UCare files its governing documents and Conflict of Interest Policy with the Minnesota Department of Health, and this public information is available from this agency upon request. UCare's financial statements are available upon request.
Form 990, Part IX, line 11g Medical Service Expenses: Program service expenses 2,736,174,963. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,736,174,963. Purchased Services: Program service expenses 12,272,630. Management and general expenses 3,179,002. Fundraising expenses 0. Total expenses 15,451,632. Temporary Employment Services: Program service expenses 3,448,247. Management and general expenses 346,308. Fundraising expenses 0. Total expenses 3,794,555. Mayo Service Fees: Program service expenses 2,513,247. Management and general expenses 1,284,840. Fundraising expenses 0. Total expenses 3,798,087. Broker Commissions: Program service expenses 3,424,869. Management and general expenses 0. Fundraising expenses 0. Total expenses 3,424,869. Disease Management: Program service expenses 920,024. Management and general expenses 0. Fundraising expenses 0. Total expenses 920,024. Health Promotions: Program service expenses 1,186,058. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,186,058. Outsourced Services: Program service expenses 23,772,323. Management and general expenses 0. Fundraising expenses 0. Total expenses 23,772,323.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2014

Additional Data


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

OMB No. 1545-0047
2014
Open to Public Inspection
Name of the organization
UCare Minnesota
 
Employer identification number

36-3573805
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) UCare Health Inc
500 Stinson Blvd NE

Minneapolis,MN554132615
20-8295948 		Non-Profit Service Insurance Organization WI 501(c)(4)   UCare Minnesota
 
Yes
 
(2) U of Mn Med SchoolDept of Family Practice
516 Delaware St

Minneapolis,MN55455
41-6007513 		Medical Education MN 115   University of Minnesota
 
 
No
(3) UCare Foundation
500 Stinson Blvd NE

Minneapolis,MN554132615
46-4795214 		Community-directed initiative of UCare Minnesota MN 501(c)(3) Line 11a, I UCare Minnesota
 
Yes
 








For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2014
Schedule R (Form 990) 2014
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.
(a)
Name, address, and EIN of
related organization



 		(b)
Primary activity




 		(c)
Legal
domicile
(state or foreign
country)


 		(d)
Direct controlling
entity



 		(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












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












Schedule R (Form 990) 2014
Schedule R (Form 990) 2014
Page 3
Part V
Transactions With Related Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.
Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.
Yes
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
Yes
 
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
 
No
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
Yes
 
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
 
No
k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
Yes
 
m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1n
Yes
 
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
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
 
No
s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1s
 
No
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) UCare Health Inc - Issue Surplus Note

 D 5,000,000 Actual Cost
(2) UCare Health Inc - Transfer of Rx Rebates Subrogation Member Deposits

 P 1,056,311 Actual Cost
(3) UCare Health Inc - Direct Expense Reimbursement

 Q 12,940,135 Actual Cost
(4) UCare Health Inc - Reimburse management services

 L 959,292 Actual Cost
(5) Univ of Minnesota Dept of Family Medicine & Community Health

 B 11,000,000 Actual Cost
(6) UCare Foundation - Funding of Grants

 B 1,000,000 Actual Cost
Schedule R (Form 990) 2014
Schedule R (Form 990) 2014
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 37.
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity 		(b)
Primary activity 		(c)
Legal domicile
(state or foreign
country) 		(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) 2014
Schedule R (Form 990) 2014
Page 5
Part VII
Supplemental Information
Provide additional information for responses to questions on Schedule R (see instructions).
Return Reference Explanation
Schedule R (Form 990) 2014
Additional Data


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