TY 2014 Form 990

- TIN:

Form990

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)

Do not enter social security numbers on this form as it may be made public.

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 07-01-2014 , and ending 06-30-2015

BCheck if applicable: Address change Name change Initial return Final return/terminated Amended return Application pending

CName of organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Doing business as

Number and street (or P.O. box if mail is not delivered to street address)
3451 WALNUT STREET ROOM 305

Room/suite

City or town, state or province, country, and ZIP or foreign postal code
PHILADELPHIA, PA191046284

D Employer identification number

23-1352685

E Telephone number

G Gross receipts $ 15,876,299,641

F Name and address of principal officer:
DR AMY GUTMANN PRESIDENT
3451 WALNUT STREET
PHILADLEPHIA,PA19104

Tax-exempt status: 501(c)(3) 501(c) ( ) LeftBullet

(insert no.) 4947(a)(1) or 527

Website:

WWW.UPENN.EDU

H(a)

Is this a group return for
subordinates? Yes No

H(b)

Are all subordinates
included?

Yes No

If "No," attach a list. (see instructions)

H(c)

Group exemption number MediumBullet

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 1740

M State of legal domicile: PA

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: THE PROVISION OF EDUCATION, RESEARCH, AND CHARITABLE PATIENT CARE SERVICES.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	57
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	57
5	Total number of individuals employed in calendar year 2014 (Part V, line 2a) ......	5	49,219
6	Total number of volunteers (estimate if necessary) .............	6	4,819
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	25,022,679
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	1,311,611,000	1,246,588,000
9	Program service revenue (Part VIII, line 2g) .........	3,984,621,205	4,183,804,165
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	678,919,000	827,057,000
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	25,687,795	36,593,835
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	6,000,839,000	6,294,043,000
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	386,622,822	391,688,858
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)	2,869,301,000	2,986,091,000
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	667,000	633,044
b	Total fundraising expenses (Part IX, column (D), line 25) 93,897,308
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	1,934,852,178	1,986,643,098
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	5,191,443,000	5,365,056,000
19	Revenue less expenses. Subtract line 18 from line 12.......	809,396,000	928,987,000
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	16,398,248,000	17,230,855,000
21	Total liabilities (Part X, line 26).............	4,381,263,000	4,728,781,000
22	Net assets or fund balances. Subtract line 21 from line 20.....	12,016,985,000	12,502,074,000

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

	Signature of officer	Date

	Type or print name and title

Paid Preparer Use Only

Print/Type preparer's name

Preparer's signature

Date

Check if
self-employed

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) ..........YesNo

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

Briefly describe the organization’s mission: THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") SEES ITSELF AS HAVING A PUBLIC SERVICE MISSION. IN SUCH REGARD, THE UNIVERSITY AIMS TO PROVIDE A RICH AND DIVERSE EDUCATIONAL ENVIRONMENT FOR ITS STUDENTS; TO PIONEER RESEARCH THAT PUSHES THE BOUNDARIES OF CURRENT HUMAN KNOWLEDGE; AND TO PROVIDE THE MOST CURRENT AND HIGHEST QUALITY PATIENT CARE THROUGH THE UNIVERSITY HEALTH SYSTEM.

Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ...................... Yes No

If "Yes," describe these new services on Schedule O.

Did the organization cease conducting, or make significant changes in how it conducts, any program services? ............................ Yes No

If "Yes," describe these changes on Schedule O.

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 $ 2,691,979,266 including grants of $ 391,688,858 ) (Revenue $ 1,675,134,896 )
	THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA ("PENN" OR "UNIVERSITY") IS ONE OF THE OLDEST UNIVERSITIES IN THE UNITED STATES - IT TRACES ITS ORIGINS BACK TO A CHARITY SCHOOL FOUNDED IN 1740. IT WAS CHARTERED AS A COLLEGE IN 1755, AND ON MAY 17, 1757, THE UNIVERSITY HELD ITS FIRST COMMENCEMENT AND GRADUATED A CLASS OF SEVEN STUDENTS. FROM THESE EARLY AND MODEST BEGINNINGS, PENN HAS GROWN INTO ONE OF THE LEADING RESEARCH AND EDUCATIONAL INSTITUTIONS IN THE UNITED STATES AND IN THE WORLD. THE UNIVERSITY SEES ITSELF AS HAVING A PUBLIC SERVICE MISSION. IN SUCH REGARD, THE UNIVERSITY AIMS TO PROVIDE A RICH AND DIVERSE EDUCATIONAL ENVIRONMENT FOR ITS STUDENTS; TO PIONEER RESEARCH THAT PUSHES THE BOUNDARIES OF CURRENT HUMAN KNOWLEDGE; AND TO PROVIDE THE MOST CURRENT AND HIGHEST QUALITY IN PATIENT CARE THROUGH THE UNIVERSITY HEALTH SYSTEM. THE UNIVERSITY IS HOME TO THE UNIVERSITY OF PENNSYLVANIA MUSEUM OF ARCHAEOLOGY AND ANTHROPOLOGY, THE INSTITUTE FOR CONTEMPORARY ART, AND THE ANNENBERG CENTER FOR THE PERFORMING ARTS, ALL OF WHICH CONTRIBUTE VITALLY TO ENRICHING THE CULTURAL LIFE OF PHILADELPHIA. IN ADDITION, THE UNIVERSITY IS AN ACTIVE PARTICIPANT IN THE WEST PHILADELPHIA NEIGHBORHOOD THAT IS ITS HOME. I. EDUCATION PENN'S FIRM BELIEF THAT EXCELLENCE AND DIVERSITY GO HAND-IN-HAND IS EVIDENCED IN THEIR SELECTION OF STUDENTS FOR THE CLASS OF 2019. OF 37,268 STUDENTS WHO APPLIED, ONLY 3,787, OR 10.2 PERCENT, WERE OFFERED ADMISSION. FIFTY-TWO PERCENT OF THOSE WHO MATRICULATED ARE BLACK, ASIAN, HISPANIC, OR NATIVE AMERICAN. IN KEEPING WITH THE BELIEF THAT QUALITY AND DIVERSITY OF THE STUDENT BODY ADD TO THE RIGOR AND UNIQUENESS OF A PENN EDUCATION, THE UNIVERSITY HAS MADE INCREASING ACCESS ONE OF ITS HIGHEST PRIORITIES. TO ACHIEVE THIS END, PENN HAS COMMITTED ITSELF TO MEETING THE FULL FINANCIAL NEED OF UNDERGRADUATES WITH ALL-GRANT AID PACKAGES, EXPANDING THE PENN WORLD SCHOLARS PROGRAM, AND STRENGTHENING GRADUATE AND PROFESSIONAL FINANCIAL AID. IN FY2015 THE AVERAGE UNIVERSITY GRANT-AIDED FRESHMAN AID PACKAGE WAS $45,194, AN INCREASE OF 2.0% OVER THE PREVIOUS YEAR AND 34.5% OVER THE AVERAGE AID PACKAGE OF $33,608 IN FY 2008, THE YEAR THE ALL-GRANT POLICY WAS ANNOUNCED. UNDERGRADUATE AND GRADUATE FINANCIAL AID GRANTS AND SCHOLARSHIPS TOTALED $306.8 MILLION IN FY2015, WHICH CONSTITUTED A $12.2 MILLION, OR 4.1%, INCREASE FROM THE PRIOR FISCAL YEAR. SPURRED BY SUCCESSFUL FUNDRAISING EFFORTS, THE UNIVERSITY WAS ALSO ABLE TO INCREASE FINANCIAL AID TO GRADUATE AND PROFESSIONAL STUDENTS: APPROXIMATELY 7,600 OF THESE MEMBERS OF THE PENN COMMUNITY FUNDED PART OR ALL OF THEIR EDUCATION FROM FINANCIAL AID, RECEIVING $174.2 MILLION IN GRANTS, $209.2 MILLION IN EDUCATIONAL LOANS, AND $2.2 MILLION IN WORK-STUDY PROGRAMS. HTTP://DIGITAL.TURN-PAGE.COM/I/617313-ANNUAL-FINANCIAL-REPORT-2014- 15 RANKED NINTH AMONG ALL NATIONAL UNIVERSITIES BY U.S. NEWS & WORLD REPORT, PENN IS CONSISTENTLY RECOGNIZED FOR HAVING SOME OF THE TOP ACADEMIC PROGRAMS IN THE COUNTRY. ITS UNDERGRADUATE AND GRADUATE PROGRAMS IN BUSINESS AND GRADUATE PROGRAM IN NURSING ARE RANKED #1 IN THE COUNTRY, WHILE ITS MEDICAL SCHOOL IS CONSISTENTLY RANKED IN THE TOP FIVE NATIONWIDE. II. RESEARCH ONE MEASURE OF EXCELLENCE FOR THE RESEARCH AND ACADEMIC STUDIES CONDUCTED AT PENN IS THE NUMEROUS PRESTIGIOUS AWARDS THAT HAVE BEEN CONFERRED ON PENN FACULTY. THE FACULTY, ACTIVE AND EMERITI, INCLUDES 80 MEMBERS OF THE ACADEMY OF ARTS AND SCIENCES, 86 MEMBERS OF THE INSTITUTE OF MEDICINE, 332 MEMBERS OF THE NATIONAL ACADEMY OF SCIENCES, 24 MEMBERS OF THE AMERICAN PHILOSOPHICAL SOCIETY, 169 GUGGENHEIM FELLOWS, AND 11 MEMBERS OF THE NATIONAL ACADEMY OF ENGINEERING. OVER THE PAST TWO DECADES, PENN HAS BEEN HOME TO EIGHT MACARTHUR AWARD RECIPIENTS, FIVE NATIONAL MEDAL OF SCIENCE RECIPIENTS, FOUR NOBEL PRIZE RECIPIENTS, AND FIVE PULITZER PRIZE RECIPIENTS. WITH 100 RESEARCH CENTERS AND INSTITUTES, RESEARCH IS A SUBSTANTIAL AND ESTEEMED ENTERPRISE AT PENN. AS OF FY2015, THE RESEARCH COMMUNITY INCLUDES OVER 4,300 FACULTY, MORE THAN 1,100 POSTDOCTORAL FELLOWS, OVER 5,500 ACADEMIC SUPPORT STAFF AND GRADUATE STUDENT TRAINEES, WHO ATTRACT SOME $939 MILLION IN RESEARCH AWARDS. THIS MAKES PENN ONE OF THE HIGHEST RANKED RESEARCH UNIVERSITIES IN THE COUNTRY. III. PUBLIC SERVICE MISSION THE MISSION OF SERVING THE PUBLIC IS EXEMPLIFIED BY NUMEROUS PROGRAMS AT PENN. FOR 15 YEARS, THE SCHOOL OF NURSING'S LIFE PROGRAM HAS PROVIDED NURSING, MEDICAL, AND REHABILITATIVE CARE THAT ENABLES MORE THAN 350 LOCAL SENIORS TO LIVE INDEPENDENTLY. THE SCHOOL OF VETERINARY MEDICINE STUDENTS ROUTINELY TAKE COMPANION DOGS TO VISIT GUESTS AT THE PHILADELPHIA RONALD MCDONALD HOUSE TO COMFORT SICK CHILDREN AND THEIR FAMILIES SEEKING MEDICAL TREATMENT AT WEST PHILADELPHIA AREA HOSPITALS. THE SAYRE HEALTH CENTER PROVIDES CLINICAL SERVICES TO RESIDENTS OF THE WEST PHILADELPHIA COMMUNITY AND EDUCATIONAL OPPORTUNITIES FOR HIGH SCHOOL, UNDERGRADUATE, AND GRADUATE STUDENTS. THE SAYRE-PENN PARTNERSHIP STARTED IN 1996 AT SAYRE HIGH SCHOOL, A PUBLIC SCHOOL IN WEST PHILADELPHIA THAT ENROLLS PREDOMINATELY LOW-INCOME AFRICAN-AMERICAN STUDENTS. THE SAYRE HEALTH CENTER, BASED AT THE SCHOOL, IS A FEDERALLY QUALIFIED HEALTH CENTER OFFERING COMPREHENSIVE HEALTH-CARE SERVICES TO THE COMMUNITY. PENN MEDICAL STUDENTS ROTATE AT THE CENTER FOR THEIR FAMILY MEDICINE AND COMMUNITY HEALTH ROTATION AND PENN PHYSICIANS AND RESIDENTS PROVIDE PATIENT CARE. OUR RESIDENTS AND MEDICAL STUDENTS TEACH SAYRE STUDENTS SCIENCE AND HEALTH TOPICS, WITH A GOAL OF RECRUITING MORE MINORITIES TO THE MEDICAL FIELD. SAYRE ALSO OFFERS AFTER-SCHOOL PROGRAMS, AN ANTI-BULLYING PROJECT, TOBACCO PREVENTION AND NUTRITION CLASSES, FAMILY FITNESS NIGHTS, AND PEER HEALTH EDUCATION -- ALL STAFFED OR SUPPORTED BY PENN MEDICINE (INCLUDES THE HOSPITAL OF THE UNIVERSITY OF PENNSYLVANIA AND THE PERELMAN SCHOOL OF MEDICINE). THE AGATSTON URBAN NUTRITION INITIATIVE (AUNI) WORKS TO IMPROVE COMMUNITY NUTRITION AND HEALTH, PARTICULARLY IN THE AREAS OF OBESITY, POOR NUTRITION, AND RELATED DISEASES SUCH AS DIABETES, BY DEVELOPING AND IMPLEMENTING A COMPREHENSIVE SET OF ACTIVITIES IN TARGETED NEIGHBORHOODS. THE PENN MEDICINE CARES PROGRAM AWARDS GRANTS UP TO $2,000 PER PROJECT TO COMMUNITY- AND PENN-BASED PROGRAMS ON BEHALF OF EMPLOYEES AND STUDENTS WHO VOLUNTEER THEIR TIME AND EFFORT AT THE INITIATIVES. BY FUNDING THESE PROGRAMS OUR EMPLOYEES AND STUDENTS CARE ABOUT DEEPLY, PENN MEDICINE CARES DOLLARS HELPED SUPPLY HEALTH SERVICES, FOOD, MEDICINE, CLOTHING, EMPLOYMENT SERVICES, AND PLACES TO LIVE FOR THOUSANDS OF UNDERSERVED PHILADELPHIANS EVERY YEAR. SINCE THE FIRST ROUND OF RECIPIENTS WAS ANNOUNCED IN JANUARY 2012, PENN MEDICINE PROVIDED OVER $200,000 THROUGH PENN MEDICINE CARES TO SUPPORT 173 WORTHY ORGANIZATIONS. THE EASTERN SIDE OF UNIVERSITY CITY, ONCE DOMINATED BY THE SOUTHEASTERN PENNSYLVANIA HEADQUARTERS FOR THE UNITED STATES POST OFFICE-A 24-ACRE MIX OF MAIL PROCESSING AND TRANSPORTATION FACILITIES-HAS BEEN REVITALIZED BY PENN'S STRATEGIC APPLICATION OF PUBLIC PRIVATE PARTNERSHIPS. MODERNIZING THIS LAND USE UNLOCKS ITS POTENTIAL FOR GENERATING ECONOMIC DEVELOPMENT; WHILE CONNECTING UNIVERSITY CITY TO PHILADELPHIA'S CENTER CITY (CENTRAL BUSINESS DISTRICT) AND AROUND ITS TRANSPORTATION HUB AT 30TH AND MARKET STREETS (AMTRAK'S STATION, SEPTA'S COMBINATION OF PUBLIC RAIL AND BUS TRANSIT, AND INTERSTATE 76). THE ELEMENTS INCLUDE REPLACING THE POST OFFICE'S SURFACE PARKING LOT AND TRUCK DEPOT WITH THE UNIVERSITY'S PENN PARK, A 14-ACRE OPEN SPACE AND MIX OF ATHLETIC FACILITIES THAT INTRODUCED BOTH A NEW GATEWAY TO UNIVERSITY CITY AND A NEW GREENWAY WITH ENVIRONMENTAL BENEFITS SUCH AS ADDING MORE THAN 500 NEW INDIGENOUS TREES AND PLANT LIFE AND CAPTURING AND REUSING STORM WATER TO MITIGATE RUNOFF INTO THE SCHUYLKILL RIVER. NORTH OF PENN PARK, IS CIRA CENTRE SOUTH. ONCE THE POST OFFICE'S TRUCK TERMINAL ANNEX, THE UNIVERSITY LEASED THE LAND TO BRANDYWINE REALTY TRUST WHO PRIVATELY DEVELOPED IT INTO A THREE STRUCTURE COMPLEX INCLUDING: EVO, A 850 BED GRADUATE STUDENT AND YOUNG PROFESSIONAL APARTMENT BUILDING; CIRA SOUTH GREEN, A MIXED USE BUILDING INCLUDING A 1,662 SPACE PARKING GARAGE, 9,000 SQUARE FEET OF STREET LEVEL RETAIL BUSINESSES, AND A ONE ACRE ROOFTOP GREEN AND OPEN SPACE; AND FMC TOWER, A 49-STORY, 730-FOOT SKYSCRAPER, AND GLOBAL HEADQUARTERS OF THE SPECIALTY CHEMICAL COMPANY, FMC CORPORATION. THE UNIVERSITY IS LEASING 100,000 SQUARE FEET FOR ADMINISTRATIVE OFFICES, AND THE TOWER'S UPPER MOST FLOORS WILL CONTAIN 260 APARTMENTS AND A CONFERENCE CENTER TARGETED TO PROFESSIONALS AND OPERATED BY A THIRD PARTY HOUSING SPECIALIST. THE STREET LEVEL LOBBY WILL HOST A RESTAURANT. HTTP://WWW.PENNCONNECTS.UPENN.EDU/ THROUGH ITS CULTURAL INSTITUTIONS, THE UNIVERSITY OF PENNSYLVANIA MUSEUM OF ARCHAEOLOGY AND ANTHROPOLOGY, THE INSTITUTE OF CONTEMPORARY ART, AND THE ANNENBERG CENTER FOR THE PERFORMING ARTS, PENN OFFERS CULTURAL ENRICHMENT AND EDUCATION TO THE ENTIRE REGION, WITH EXHIBITS, PROGRAMS, AND EVENTS THAT

4b	(Code: ) (Expenses $ 2,092,506,345 including grants of $ 0 ) (Revenue $ 2,491,974,000 )
	IV. PATIENT CARE THE HOSPITAL OF THE UNIVERSITY OF PENNSYLVANIA ("HUP"), THE FLAGSHIP OF THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM'S FOUR HOSPITALS, WAS ESTABLISHED IN 1874 AS A TEACHING HOSPITAL TO COMPLEMENT THE MEDICAL EDUCATION RECEIVED BY STUDENTS AT THE UNIVERSITY OF PENNSYLVANIA'S MEDICAL SCHOOL, THE PERELMAN SCHOOL OF MEDICINE. IT HAS 18 CLINICAL DEPARTMENTS AND PROVIDES TRAINING IN MORE THAN 40 CLINICAL SPECIALTIES. MAJOR AREAS OF INVESTIGATION INCLUDE HEART DISEASE, CANCER, AND DISEASES OF AGING INCLUDING ALZHEIMER'S DISEASE, WOMEN'S HEALTH, DIABETES AND OBESITY. THE HEALTH SYSTEM, WITH 1,893 LICENSED HOSPITAL BEDS, IS A VALUED HEALTH-CARE RESOURCE, ESPECIALLY TO PEOPLE RESIDING IN THE GREATER PHILADELPHIA AREA. DURING THE COURSE OF A YEAR, IT ADMITS 84,000 PATIENTS AND ACCOUNTS FOR OVER 2.8 MILLION OUTPATIENT VISITS, MORE THAN 179,000 EMERGENCY ROOM VISITS AND MORE THAN 9,000 BIRTHS. HUP IS THE ONLY HOSPITAL IN THIS AREA THAT PERFORMS TRANSPLANTS OF ALL MAJOR ORGANS. PENN MEDICINE'S LEVEL 1 TRAUMA CENTER, WHICH OPERATES AROUND THE CLOCK TO CARE FOR PATIENTS WHO'VE BEEN CRITICALLY INJURED IN CAR ACCIDENTS, FALLS, AND THROUGH BLUNT AND PENETRATING TRAUMAS, IS NOW LOCATED AT PENN PRESBYTERIAN MEDICAL CENTER. THE CENTER CARES FOR MORE THAN 2,100 PATIENTS ANNUALLY, SEVERAL HUNDRED OF WHOM ARE TRANSFERRED FROM OTHER HOSPITALS VIA THE FLEET OF PENNSTAR MEDICAL HELICOPTERS AND GROUND AMBULANCES. BOTH HUP AND PENN PRESBYTERIAN MEDICAL CENTER ALSO CARE FOR A LARGE NUMBER OF PATIENTS WHO ARE TRANSFERRED HERE WITH TIME-SENSITIVE CARDIAC AND SURGICAL EMERGENCIES. IN KEEPING WITH ITS CHARITABLE PURPOSE, THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM (UPHS) (WHICH INCLUDES THE HUP AND CLINICAL PRACTICES OF THE UNIVERSITY OF PENNSYLVANIA (CPUP) DIVISIONS OF THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA), AS WELL AS CERTAIN AFFILIATES, ACCEPTS PATIENTS IN SERIOUS NEED OF MEDICAL CARE REGARDLESS OF THEIR FINANCIAL STATUS. THIS DEFINITION INCLUDES THOSE PATIENTS SUFFERING FROM A MEDICAL CONDITION MANIFESTING ITSELF BY ACUTE SYMPTOMS OF SUFFICIENT SEVERITY (INCLUDING SEVERE PAIN) SUCH THAT THE ABSENCE OF IMMEDIATE MEDICAL ATTENTION COULD REASONABLY BE EXPECTED TO RESULT IN (1) PLACING THE HEALTH OF THE INDIVIDUAL (OR, WITH RESPECT TO A PREGNANT WOMAN, THE HEALTH OF THE WOMAN OR HER UNBORN CHILD) IN SERIOUS JEOPARDY, OR (2) SERIOUS IMPAIRMENT TO BODILY FUNCTIONS. UPHS ALSO PROVIDES CARE TO PATIENTS WHO DO NOT HAVE HEALTH INSURANCE OR MEET THE CRITERIA TO QUALIFY FOR ITS CHARITY CARE POLICY, AND CERTAIN AMOUNTS CHARGED FOR SUCH SERVICES ARE DEEMED TO BE UNCOLLECTIBLE. UPHS MAINTAINS RECORDS TO IDENTIFY AND MONITOR THE LEVEL OF CHARITY CARE THEY PROVIDE. THESE RECORDS INCLUDE THE AMOUNT OF PAYMENT FORGONE, BASED ON ESTABLISHED RATES, FOR SERVICES AND SUPPLIES FURNISHED UNDER ITS CHARITY CARE POLICY. UPHS ESTIMATED PROVIDING CARE TO CHARITY PATIENTS TOTALING $7,077,000 AND $10,680,000 DURING FISCAL YEAR 2015 AND FISCAL YEAR 2014, RESPECTIVELY, FROM PROVIDING SERVICES TO CHARITY PATIENTS. THE ESTIMATED COSTS OF PROVIDING CHARITY SERVICES ARE BASED ON DATA DERIVED FROM A COMBINATION OF THE UPHS' COST ACCOUNTING SYSTEM AND THE RATIO OF COSTS TO CHARGES. UPHS ALSO PROVIDES CARE TO PATIENTS WHO DO NOT HAVE HEALTH INSURANCE OR MEET THE CRITERIA TO QUALIFY FOR ITS CHARITY CARE POLICY. ADDITIONALLY, THE COSTS OF PROVIDING SERVICES TO ELIGIBLE WELFARE RECIPIENTS, WHO PARTICIPATE IN THE PENNSYLVANIA MEDICAL ASSISTANCE AND LOCAL MANAGED MEDICAID PROGRAMS EXCEEDED REIMBURSEMENT BY $128,846,000 AND $120,414,000 IN FISCAL YEARS 2015 AND 2014, RESPECTIVELY. IN ADDITION TO PROVIDING DIRECT PATIENT CHARITY CARE, IN FURTHERANCE OF ITS EXEMPT PURPOSE TO BENEFIT THE COMMUNITY, THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM RECENTLY COMPLETED A COMMUNITY HEALTH NEEDS ASSESSMENT TO IDENTIFY THE MOST PRESSING HEALTH NEEDS IN THE SERVICE AREA AND DETERMINE HOW BEST TO ADDRESS THOSE NEEDS. THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM OPERATES EMERGENCY ROOMS OPEN TO THE PUBLIC 24 HOURS A DAY, 7 DAYS A WEEK; MAINTAINS RESEARCH FACILITIES FOR THE STUDY OF DISEASE AND INJURIES; PROVIDES FACILITIES FOR TEACHING AND TRAINING VARIOUS STUDENTS AND MEDICAL PERSONNEL; FACILITATES THE ADVANCEMENT OF MEDICAL AND SURGICAL EDUCATION; AND PROVIDES VARIOUS COMMUNITY SERVICES SUCH AS PROVIDING BASIC MEDICAL CARE FOR THE HOMELESS, TREATING OF CHRONIC DISEASE FOR LOW-INCOME RESIDENTS, AND PROVIDING WOMEN'S HEALTH SERVICES TO UNINSURED AND LOW-INCOME WOMEN OF ALL AGES; SCREENINGS FOR THE DETECTION OF BREAST, COLORECTAL, AND SKIN CANCER, CANCER SUPPORT GROUPS, A TOLL FREE NUMBER FOR CANCER INFORMATION, FREE IMMUNIZATION SHOTS, TRAINING PROGRAMS FOR THE CITY FIRE AND POLICE DEPARTMENTS, HEALTH EDUCATION CLASSES AND SPEECHES. BELOW ARE SOME EXPANDED PROGRAM DESCRIPTIONS FOR JUST A SMALL NUMBER OF THE MANY COMMUNITY CARE INITIATIVES UNDERWAY AT PENN MEDICINE: -COMMUNITY MEDICINE ROTATION: PENN FAMILY MEDICINE RESIDENTS PARTICIPATE IN A COMMUNITY MEDICINE ROTATION IN FOUR-WEEK BLOCKS IN THEIR SECOND AND THIRD YEARS. COMPONENTS INCLUDE SERVICE AT UNITED COMMUNITY CLINICS, WHICH SERVES LOW-INCOME PATIENTS FROM OUR WEST PHILADELPHIA COMMUNITY; UNITY CLINIC, WHICH PROVIDES SERVICE TO A SOUTHEAST ASIAN IMMIGRANT POPULATION; PREVENTION POINT PHILADELPHIA STREETSIDE HEALTH PROJECT, WHICH PROVIDES CARE TO PATIENTS STRUGGLING WITH HOMELESSNESS AND SUBSTANCE ABUSE; TWO FEDERALLY QUALIFIED HEALTH CENTERS (HADDINGTON HEALTH SERVICES AND FAMILY PRACTICE AND COUNSELING NETWORK), WHICH PROVIDE CARE WITHIN THE PHILADELPHIA HEALTH CARE SAFETY NET; MAZZONI CENTER, WHICH TARGETS THE LESBIAN, GAY, BISEXUAL, AND TRANSGENDER COMMUNITIES; HEALTH PROMOTION SESSIONS IN LOCAL NURSING HOMES AND ADULT DAY-CARE FACILITIES; A HOME VISITATION PROGRAM; AND SESSIONS WITH THE PHILADELPHIA DEPARTMENT OF PUBLIC HEALTH'S FOOD SAFETY INSPECTION SERVICES. -PENNSYLVANIA HOSPITAL'S WOMEN & CHILDREN'S HEALTH SERVICES (WCHS) AND LATINA COMMUNITY HEALTH SERVICES (LCHS): WCHS IS A NON-PROFIT AMBULATORY HEALTHCARE FACILITY SPECIALIZING IN THE PROVISION OF OBSTETRICAL, GYNECOLOGIC AND FAMILY PLANNING SERVICES. SINCE ITS INCEPTION 30 YEARS AGO, WCHS HAS PROVIDED QUALITY MEDICAL CARE TO ALL PATIENTS, REGARDLESS OF THEIR ABILITY TO PAY. LATINA COMMUNITY HEALTH SERVICES WAS DEVELOPED IN 2008 AND SERVES HISPANIC, UNDOCUMENTED WOMEN THROUGH ONGOING AND HIGH-RISK OBSTETRIC AND GYNECOLOGIC CARE, PRENATAL DIAGNOSTIC TESTING (ULTRASOUND, BIOPHYSICAL PROFILES, NON-STRESS TESTS), LABORATORY TESTING, CONTRACEPTIVES, CERVICAL CANCER SCREENING, AND MEDICATIONS TO TREAT STDS. NEIGHBORHOOD-BASED BILINGUAL LAY HEALTH PROMOTERS TRAINED BY PENN NURSE COORDINATORS ALSO TEACH COMMUNITY MEMBERS ABOUT CERVICAL CANCER PREVENTION AND SCHEDULE PARTICIPANTS FOR PAP SCREENINGS. -PUENTES DE SALUD/BRIDGES OF HEALTH, A NONPROFIT ORGANIZATION VOLUNTARILY STAFFED BY PENN MEDICINE DOCTORS, NURSES, AND MEDICAL STUDENTS, PROVIDES LOW-COST PRIMARY CARE TO UNDOCUMENTED AND UNINSURED LATINO IMMIGRANTS. IT WAS ESTABLISHED IN 2002 BY A PENN EMERGENCY MEDICINE PHYSICIAN WHO OVERSEES THE PROGRAM ON A VOLUNTEER BASIS. PUENTES HAS GROWN TO INCLUDE SERVICES BY STUDENTS FROM PENN'S SCHOOLS OF SOCIAL POLICY & PRACTICE, LAW, AND DENTAL MEDICINE - AS WELL AS STUDENTS FROM OTHER AREA UNIVERSITIES AND HOSPITALS. TRAINED PROMOTORAS DE SALUD/HEALTH PROMOTERS FROM THE COMMUNITY ESCORT PATIENTS TO THEIR VISITS AND ENSURE COMPLIANCE WITH THEIR HEALTH CARE MANAGEMENT PLANS. MORE RECENTLY, THE ORGANIZATION EXPANDED TO INCLUDE PUENTES HACIA EL FUTURO, AN AFTER-SCHOOL PROGRAM FOR ELEMENTARY SCHOOL STUDENTS, WHICH NOW INCLUDES MORE THAN 100 VOLUNTEER TUTORS FROM PENN AND AREA COLLEGES. -THE PENN ASIAN HEALTH INITIATIVES (PAHI) IS STAFFED BY PENN MEDICINE FACULTY, FAMILY MEDICINE RESIDENTS, AND MEDICAL STUDENTS FROM THE ASIAN AND PACIFIC AMERICAN MEDICAL STUDENT ASSOCIATION. PAHI IS BASED IN THE DEPARTMENT OF FAMILY MEDICINE AND COMMUNITY HEALTH. IT PROVIDES PRIMARY HEALTH CARE SERVICES, INCLUDING TESTING, TREATMENT, AND EDUCATION, TO LOW-INCOME ASIAN IMMIGRANTS, MOSTLY NON-ENGLISH SPEAKING INDONESIAN AND VIETNAMESE PATIENTS. THE PROGRAM'S ASIAN PHYSICIANS ALSO MENTOR PENN'S ASIAN MEDICAL STUDENTS, UNDERGRADUATES, AND PUBLIC-HEALTH GRADUATE STUDENTS. -IMPACT IS A PEER-SUPPORT PROGRAM THAT TRAINS AREA RESIDENTS TO BECOME COMMUNITY HEALTH WORKERS, WHO IN TURN HELP LOW-INCOME PATIENTS MAINTAIN THEIR HEALTH AND STAY OUT OF THE HOSPITAL. THE WORKERS HELP PATIENTS SCHEDULE DOCTORS' APPOINTMENTS AND TESTS, OBTAIN MEDICATIONS AND ADHERE TO TAKING THEM, AND FIND CHILD CARE, TRANSPORTATION, AND SHELTER. IMPACT'S PHILOSOPHY IS THAT COMMUNITY HEALTH WORKERS, THROUGH COMMON LANGUAGE, ETHNIC, AND GEOGRAPHIC BACKGROUNDS, CAN HELP KEEP PATIENTS HEALTHY BY REDUCING OPPORTUNITIES FOR BREAKDOWNS IN COMMUNICATION BETWEEN PATIENTS AND CARE PROVIDERS. THE PROGRAM HAS TWO COMPONENTS, ONE FOR DISCHARGED INPATIENTS AND ONE FOR OUTPATIENTS. -CUT HYPERTENSION IS A PROGRAM FOUNDED IN 2010 AND OPERATED BY PENN MEDICAL STUDENTS

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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses4,784,485,611

Form 990 (2014)

Page 3

Part IV

Checklist of Required Schedules

Yes

Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A Click to see attachment

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

Yes

Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? Click to see attachment

...

Yes

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 I Click to see attachment

..........

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 II Click to see attachment

........

Yes

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 III Click to see attachment

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

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 I Click to see attachment

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

Yes

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 II Click to see attachment

...

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

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

Yes

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 IV Click to see attachment

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

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 V Click to see attachment

......

Yes

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.

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

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 VII Click to see attachment

.......

11b

Yes

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 VIII Click to see attachment

.......

11c

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 IX Click to see attachment

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

11d

Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part X Click to see attachment

11e

Yes

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 X Click 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

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

Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E Click to see attachment

....

Yes

14a

Did the organization maintain an office, employees, or agents outside of the United States?.....

14a

Yes

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......... Click to see attachment

14b

Yes

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 Click to see attachment

Yes

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... Click to see attachment

Yes

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) .... Click to see attachment

Yes

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............ Click to see attachment

Yes

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................... Click to see attachment

20a

Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H.... Click to see attachment

20a

Yes

If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return? Click to see list of attachments

20b

Yes

Form 990 (2014)

Page 4

Part IV

Checklist of Required Schedules (continued)

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

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

Yes

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

Yes

24a

Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a................ Click to see list of attachments

24a

Yes

Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...

24b

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

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.... Click to see attachment

25a

Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I................... Click to see attachment

25b

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................ Click to see attachment

Yes

Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III......... Click to see attachment

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 current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV .......................... Click to see attachment

28a

A family member of a current or former officer, director, trustee, or key employee? If "Yes,"
complete Schedule L, Part IV..................... Click to see attachment

28b

An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV... Click to see attachment

28c

Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M.. Click to see attachment

Yes

Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M............. Click to see attachment

Yes

Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N,
Part I...........................

Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II......................

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

Yes

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

Yes

35a

Did the organization have a controlled entity within the meaning of section 512(b)(13)?

35a

Yes

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

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

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 VI Click to see attachment

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

Yes

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

Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..

6,100

Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .

Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................

Yes

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

49,219

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)

Yes

Did the organization have unrelated business gross income of $1,000 or more during the year?...

Yes

If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...

Yes

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

Yes

If "Yes," enter the name of the foreign country: MediumBullet

BD , BC , CH , FR , HK , EI , JA , SP , AE , UK
See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).

Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..

Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?

If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............

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?...

If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................

Organizations that may receive deductible contributions under section 170(c).

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

Yes

If "Yes," did the organization notify the donor of the value of the goods or services provided?.....

Yes

Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................

If "Yes," indicate the number of Forms 8282 filed during the year ....

Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?............................

Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..

If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?............................

If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?..........................

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

Did the sponsoring organization make any taxable distributions under section 4966?...

Did the sponsoring organization make a distribution to a donor, donor advisor, or related person?...

Section 501(c)(7) organizations. Enter:

Initiation fees and capital contributions included on Part VIII, line 12 ...

10a

Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities

10b

Section 501(c)(12) organizations. Enter:

Gross income from members or shareholders .........

11a

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

If "Yes," enter the amount of tax-exempt interest received or accrued during the year. ....................

12b

Section 501(c)(29) qualified nonprofit health insurance issuers.

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

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

Enter the amount of reserves on hand ............

13c

14a

Did the organization receive any payments for indoor tanning services during the tax year?.....

14a

If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..

14b

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

Enter the number of voting members of the governing body at the end of the tax year .....................

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.

Enter the number of voting members included in line 1a, above, who are independent ...................

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

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? .

Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................

Did the organization become aware during the year of a significant diversion of the organization’s assets? .

Did the organization have members or stockholders? ................

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

Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................

Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:

The governing body? .........................

Yes

Each committee with authority to act on behalf of the governing body? ............

Yes

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.......

Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)

Yes

10a

Did the organization have local chapters, branches, or affiliates? ............

10a

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

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

Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................

12b

Yes

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

Did the organization have a written whistleblower policy? ...............

Yes

Did the organization have a written document retention and destruction policy? .........

Yes

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?

The organization’s CEO, Executive Director, or top management official ...........

15a

Yes

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

Yes

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

Yes

Section C. Disclosure

List the States with which a copy of this Form 990 is required to be filed MediumBullet

AL , AK , AR , CA , CO , CT , DC , FL , GA , HI , KS , KY , LA , MA , MI , MN , MS , NH , ND , OH , OK , OR , PA , RI , SC , UT , WA , WV , WI

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.

Own website Another's website Upon request Other (explain in Schedule O)

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.

State the name, address, and telephone number of the person who possesses the organization's books and records:
MediumBullet

LESLIE KRUHLY SECRETARY
211 COLLEGE HALL
PHILADELPHIA,PA191046303 (215) 898-7005

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.

List all of the organization’s current key employees, if any. See instructions for definition of "key employee."

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.

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.

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
(A) Name and Title
(1) BONNIE MIAO BANDEEN........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(2) ALLAN C BELL ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(3) SCOTT L BOK ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(4) JUDITH L BOLLINGER........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(5) DAVID M BRUSH........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(6) GILBERT F CASELLAS ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(7) ALBERTO J CHAMORRO........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(8) DR WILLIAM W M CHEUNG DMD........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(9) DR RAYMOND K F CH'IEN........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(10) DAVID L COHEN ESQ........................................................................ CHAIRPERSON	3.0 .......................0.0	X	X	0	0	0
(11) SUSAN FRIER DANILOW ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(12) JAMES G DINAN........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(13) LEE SPELMAN DOTY........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(14) CONNIE K DUCKWORTH........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(15) DAVID ERTEL........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(16) JAY S FISHMAN........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0
(17) CHRISTOPHER H FRANKLIN........................................................................ TRUSTEE	3.0 .......................0.0	X		0	0	0

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
(A) Name and Title
(18) SARAH WILDER FULLER........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(19) MICHAEL F GERBER........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(20) PERRY GOLKIN ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(21) JOEL M GREENBLATT........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(22) JAMES H GREENE JR........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(23) VAHAN H GUREGHIAN........................................................................ TRUSTEE- THRU 3/9/15	3.0 .......................0.0	X					0	0	0
(24) JANET F HAAS MD........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(25) ANDREW R HEYER........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(26) HON JON M HUNTSMAN JR........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(27) OSAGIE O IMASOGIE ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(28) JAMES C JOHNSON ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(29) ROBERT S KAPITO........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(30) MICHAEL J KOWALSKI........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(31) SUSANNA E LACHS ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(32) ANDREA BERRY LAPORTE........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(33) WILLIAM P LAUDER........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(34) CHARLES B LEITNER III........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(35) ROBERT M LEVY........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(36) CLAIRE LOMAX ESQ........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(37) HOWARD S MARKS........................................................................ TRUSTEE- EMERITUS AS OF 1/1/15	3.0 .......................0.0	X					0	0	0
(38) DR DEBORAH MARROW........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(39) MARC F MCMORRIS........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(40) ANDREA MITCHELL........................................................................ VICE CHAIRPERSON	3.0 .......................0.0	X	X				0	0	0
(41) KENNETH D MOELIS........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(42) OFER NEMIROVSKY........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(43) DANIEL S OCH........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(44) SIMON D PALLEY........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(45) EGBERT L J PERRY........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(46) RICHARD C PERRY........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(47) JULIE BEREN PLATT........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(48) ANDREW S RACHLEFF........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(49) RAMANAN RAGHAVENDRAN........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(50) ANN REESE........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(51) MARIE A SAVARD MD........................................................................ TRUSTEE- THRU 12/31/14	3.0 .......................0.0	X					0	0	0
(52) JULIE BREIER SEAMAN........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(53) JOHN P SHOEMAKER........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(54) DAVID M SILFEN........................................................................ VICE CHAIRPERSON	3.0 .......................0.0	X	X				0	0	0
(55) AMB MARTIN J SILVERSTEIN........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(56) DR KRISHNA P SINGH........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(57) CAROL ELIZABETH WARE........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(58) MARK B WERNER........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(59) MARK O WINKLEMAN........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(60) EHSAN EL-TAHRY ZAYAN........................................................................ TRUSTEE	3.0 .......................0.0	X					0	0	0
(61) HON THOMAS CORBETT........................................................................ EX-OFFICIO TRUSTEE- THRU 1/15	3.0 .......................0.0	X					0	0	0
(62) HON THOMAS W WOLF........................................................................ EX-OFFICIO TRUSTEE- START 1/15	3.0 .......................0.0	X					0	0	0
(63) DR AMY GUTMANN........................................................................ PRESIDENT, EX-OFFICIO TRUSTEE	40.0 .......................0.0	X	X				2,923,307	0	410,571
(64) CRAIG CARNAROLI........................................................................ EXECUTIVE VICE PRESIDENT	40.0 .......................1.0		X				1,080,092	0	315,017
(65) JEFFREY COOPER........................................................................ VP GOVT & COMMUNITY RELATIONS	40.0 .......................0.0		X				383,578	0	49,969
(66) BONNIE GIBSON........................................................................ VP BUDGET AND MGMT ANALYSIS	40.0 .......................0.0		X				380,240	0	55,487
(67) STEPHEN GOLDING........................................................................ VP FINANCE AND TREASURER	40.0 .......................3.0		X				485,101	0	58,697
(68) JOHN HEUER........................................................................ VP HUMAN RESOURCES	40.0 .......................0.0		X				403,540	0	46,806
(69) JOHN HORN........................................................................ COMPTROLLER	40.0 .......................0.0		X				293,804	0	28,824
(70) LARRY JAMESON........................................................................ EXEC. VP UPHS & DEAN OF PSOM	40.0 .......................0.0		X				2,295,714	0	370,007
(71) LESLIE KRUHLY........................................................................ VP AND SECRETARY	40.0 .......................0.0		X				328,674	0	41,367
(72) STEPHEN J MACCARTHY........................................................................ VP COMMUNICATIONS	40.0 .......................0.0		X				437,970	0	62,410
(73) JOANN MITCHELL........................................................................ VP INSTITUTIONAL AFFAIRS	40.0 .......................0.0		X				380,636	0	44,075
(74) THOMAS MURPHY........................................................................ VP INFO SYSTEMS AND COMPUTING	40.0 .......................0.0		X				474,908	0	55,803
(75) ANNE PAPAGEORGE........................................................................ VP FACILITIES AND REAL ESTATE	40.0 .......................4.0		X				448,005	0	48,202
(76) VINCENT PRICE........................................................................ PROVOST	40.0 .......................1.0		X				848,825	0	199,954
(77) GREGORY ROST........................................................................ VP AND CHIEF OF STAFF	40.0 .......................1.0		X				491,254	0	62,319
(78) MAUREEN RUSH........................................................................ VP PUBLIC SAFETY	40.0 .......................2.0		X				326,123	0	58,499
(79) WENDY WHITE........................................................................ SR VP AND GENERAL COUNSEL	40.0 .......................1.0		X				714,037	0	75,054
(80) MARIE WITT........................................................................ VP BUSINESS SERVICES	40.0 .......................0.0		X				335,965	0	51,534
(81) JOHN ZELLER........................................................................ VP DEVELOPMENT & ALUMNI RELTNS	40.0 .......................0.0		X				656,569	0	79,607
(82) PETER AMMON........................................................................ CHIEF INVESTMENT OFFICER	40.0 .......................0.0			X			1,200,798	0	67,789
(83) ANDREW BINNS........................................................................ ASSOCIATE PROVOST	40.0 .......................0.0			X			325,787	0	43,852
(84) DAWN BONNELL........................................................................ VICE PROVOST FOR RESEARCH	40.0 .......................0.0			X			386,411	0	33,315
(85) PATRICK BRENNAN MD........................................................................ SR VP & CHIEF MEDICAL OFFICER	40.0 .......................1.0			X			737,766	0	45,729
(86) REBECCA COOKE........................................................................ V. DEAN, ADMIN PSOM	40.0 .......................0.0			X			508,308	0	47,904
(87) GLEN N GAULTON........................................................................ VICE DEAN, PSOM	40.0 .......................0.0			X			774,221	0	39,966
(88) ELIZABETH B JOHNSTON........................................................................ EXECUTIVE DIRECTOR CPUP	40.0 .......................2.0			X			971,896	0	120,501
(89) KEITH KASPER........................................................................ CFO, UPHS	25.0 .......................24.0			X			1,128,150	0	140,977
(90) KEVIN MAHONEY........................................................................ SVP UPHS, CHIEF ADMIN OFFICER	40.0 .......................7.0			X			1,217,169	0	142,410
(91) GAIL MORRISON........................................................................ VICE DEAN, EDUCATION PSOM	40.0 .......................0.0			X			675,811	0	43,794
(92) RALPH MULLER........................................................................ CEO, UPHS	40.0 .......................8.0			X			2,525,282	0	12,376
(93) PHILLIP OKALA........................................................................ SR VP UPHS BUS. DEVELOPMENT	40.0 .......................1.0			X			936,998	0	97,502
(94) PETER D QUINN MD DMD........................................................................ SR VP, UPHS VICE DEAN, PSOM	40.0 .......................2.0			X			2,017,541	0	39,629
(95) GARRY L SCHEIB........................................................................ COO, UPHS	40.0 .......................6.0			X			1,576,397	0	195,544
(96) THOMAS L SPRAY MD........................................................................ CHOP - SURGERY	40.0 .......................0.0				X		8,341,335	0	35,095
(97) N SCOTT ADZICK MD........................................................................ CHOP - SURGERY	40.0 .......................0.0				X		2,130,046	0	40,700
(98) MICHAEL SEAN GRADY MD........................................................................ SURGEON - OTORHINOLARYNGOLOGY	40.0 .......................0.0				X		1,854,305	0	52,977
(99) WILLIAM C WELCH MD........................................................................ NEUROSURGERY	40.0 .......................0.0				X		1,710,380	0	44,755
(100) PAUL MARCOTTE MD........................................................................ NEUROSURGERY	40.0 .......................0.0				X		1,667,017	0	40,054
(101) ARTHUR RUBENSTEIN........................................................................ FORMER EXEC. VP, DEAN, PSOM	40.0 .......................0.0					X	456,091	0	46,493

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	44,830,051	0	3,445,564

Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet

5,798

Yes

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

Yes

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

Yes

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 ........

Section B. Independent Contractors

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
LF DRISCOLL CO, 9 PRESIDENTIAL BLVD BALA CYNWYD,PA19107	CONSTRUCTION MGMT	87,416,695
ALLIED BARTON SECURITY SERVICES, EIGHT TOWER BRIDGE CONSHOHOCKEN,PA19428	SECURITY SERVICES	21,757,433
TRISTATE BENEFIT SOLUTIONS, 619 OAK STREET 1ST FLOOR CINCINNATI,OH45206	BILLING SERVICES	21,397,307
COMPASS GROUP USA, 2400 YOURKMONT ROAD CHARLOTTE,NC28127	DINING SERVICES	14,046,622
UNIQUE ADVANTAGE, 3624 MARKET STREET SUITE 1SD PHILADELPHIA,PA19104	REHAB & MGMT SRVCS	7,637,942
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 485

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
1a	Federated campaigns..1a
b	Membership dues....1b
c	Fundraising events....1c		371,746
d	Related organizations...1d
e	Government grants (contributions)1e		737,955,000

f	All other contributions, gifts, grants, and similar amounts not included above1f		508,261,254

g	Noncash contributions included in lines 1a-1f:$		70,240,918
h	Total. Add lines 1a-1f.......			1,246,588,000
			Business Code
2a	TUITION & FEES		900099	1,152,144,000	1,152,144,000
b	NET PATIENT SERVICE HEALTHCARE REVENUES		621110	2,491,974,000	2,491,974,000
c	AUXILIARY ENTERPRISES		611710	419,763,000	419,763,000
d	OTHER PROGRAM SERVICE REVENUES		611710	119,923,165	101,691,896	18,231,269
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			4,183,804,165
3	Investment income (including dividends, interest, and other similar amounts).......			111,338,000		6,791,410	104,546,590
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties...........			31,990,000			31,990,000
		(i) Real	(ii) Personal
6a	Gross rents	3,208,000
b	Less: rental expenses
c	Rental income or (loss)	3,208,000	0
d	Net rental income or (loss).......			3,208,000			3,208,000
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	10,293,702,000	0
b	Less: cost or other basis and sales expenses	9,575,807,000	2,176,000
c	Gain or (loss)	717,895,000	-2,176,000
d	Net gain or (loss)..........			715,719,000			715,719,000
8a	Gross income from fundraising events (not including $ 371,746 of contributions reported on line 1c). See Part IV, line 18 ..
	a		44,476
b	Less: direct expenses ...b		184,641
c	Net income or (loss) from fundraising events..			-140,165			-140,165
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...			0
10a	Gross sales of inventory, less returns and allowances .
	a		5,625,000
b	Less: cost of goods sold ..b		4,089,000
c	Net income or (loss) from sales of inventory..			1,536,000	1,536,000
Miscellaneous Revenue			Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			0
12	Total revenue. See Instructions......			6,294,043,000	4,167,108,896	25,022,679	855,323,425

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 ....	0	0
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ....	390,979,000	390,979,000
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16 ............	709,858	709,858
4	Benefits paid to or for members ....	0
5	Compensation of current officers, directors, trustees, and key employees ....	36,874,586	35,030,857	1,843,729	0
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	6,689,419	6,354,948	334,471	0
7	Other salaries and wages ....	2,309,207,995	2,015,023,116	254,012,879	40,172,000
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	164,997,000	140,247,000	18,150,000	6,600,000
9	Other employee benefits .......	316,394,000	268,014,000	34,803,000	13,577,000
10	Payroll taxes ...........	151,928,000	132,573,000	16,712,000	2,643,000
11	Fees for services (non-employees):
a	Management ......	8,423,000	6,991,000	458,000	974,000
b	Legal .........	21,468,000	17,818,000	3,617,000	33,000
c	Accounting ...........	2,092,000	1,820,000	268,000	4,000
d	Lobbying ...........	81,000	67,000	14,000	0
e	Professional fundraising services. See Part IV, line 17	633,044			633,044
f	Investment management fees ......	19,288,000	16,009,000	3,279,000	0
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ....	341,949,000	288,731,000	47,873,000	5,345,000
12	Advertising and promotion ....	18,225,000	14,996,000	2,916,000	313,000
13	Office expenses .......	178,540,000	157,729,000	12,498,000	8,313,000
14	Information technology ......	1,715,000	1,075,000	274,000	366,000
15	Royalties ..	55,000	55,000	0	0
16	Occupancy ...........	250,066,000	225,059,000	23,668,000	1,339,000
17	Travel ............	73,918,000	64,103,000	5,913,000	3,902,000
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	34,059,000	24,748,000	2,725,000	6,586,000
20	Interest ...........	59,379,000	53,438,000	5,938,000	3,000
21	Payments to affiliates .......	162,000	162,000	0	0
22	Depreciation, depletion, and amortization .....	300,451,000	270,406,000	30,045,000	0
23	Insurance ..............	82,458,000	71,738,000	10,720,000	0
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	MEDICAL SUPPLIES	426,218,000	426,218,000	0	0
b	OTHER TAXES	77,216,000	74,900,000	2,274,000	42,000
c	G&C OVERHEAD EXPENSES	47,483,000	41,310,000	6,173,000	0
d	MISCELLANEOUS EXPENSES	29,565,098	26,608,832	659,002	2,297,264
e	All other expenses	13,832,000	11,572,000	1,505,000	755,000
25	Total functional expenses. Add lines 1 through 24e	5,365,056,000	4,784,485,611	486,673,081	93,897,308
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

Form 990 (2014)

Page 11


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			0	1	0
2	Savings and temporary cash investments .........			1,067,877,000	2	873,301,000
3	Pledges and grants receivable, net ...........			322,892,000	3	267,531,000
4	Accounts receivable, net .............			418,609,000	4	487,937,000
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				0	5	1,250,000
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
				0	6	148,214
7	Notes and loans receivable, net .............			93,726,000	7	95,283,786
8	Inventories for sale or use ..............			16,180,183	8	17,427,000
9	Prepaid expenses and deferred charges ..........			52,000,694	9	43,880,000
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	7,783,617,000
b	Less: accumulated depreciation .....	10b	3,489,874,000	4,034,865,000	10c	4,293,743,000
11	Investments—publicly traded securities ..........			6,167,905,260	11	2,080,887,900
12	Investments—other securities. See Part IV, line 11 .....			4,076,194,740	12	8,925,109,100
13	Investments—program-related. See Part IV, line 11 .....			0	13	0
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			147,998,123	15	144,357,000
16	Total assets. Add lines 1 through 15 (must equal line 34)......			16,398,248,000	16	17,230,855,000
17	Accounts payable and accrued expenses .........			1,362,690,000	17	1,416,399,000
18	Grants payable .................			0	18	0
19	Deferred revenue ................			111,432,000	19	114,469,000
20	Tax-exempt bond liabilities .............			1,348,402,000	20	1,417,302,000
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			812,000	23	775,000
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................			1,557,927,000	25	1,779,836,000
26	Total liabilities. Add lines 17 through 25.........			4,381,263,000	26	4,728,781,000
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			6,326,161,000	27	6,580,028,000
28	Temporarily restricted net assets ...........			2,676,799,000	28	2,740,156,000
29	Permanently restricted net assets ...........			3,014,025,000	29	3,181,890,000
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds				32
33	Total net assets or fund balances ...........			12,016,985,000	33	12,502,074,000
34	Total liabilities and net assets/fund balances ........			16,398,248,000	34	17,230,855,000

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

Total revenue (must equal Part VIII, column (A), line 12) ............

6,294,043,000

Total expenses (must equal Part IX, column (A), line 25) ............

5,365,056,000

Revenue less expenses. Subtract line 2 from line 1 ..............

928,987,000

Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..

12,016,985,000

Net unrealized gains (losses) on investments ...............

-106,852,000

Donated services and use of facilities .................

Investment expenses .....................

Prior period adjustments .....................

Other changes in net assets or fund balances (explain in Schedule O) ........

-337,046,000

Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))

12,502,074,000

Part XII

Financial Statements and Reporting

Check if Schedule O contains a response or note to any line in this Part XII .............

Yes

Accounting method used to prepare the Form 990: Cash Accrual Other
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.

Were the organization’s financial statements compiled or reviewed by an independent accountant?

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:

Separate basis Consolidated basis Both consolidated and separate basis

Were the organization’s financial statements audited by an independent accountant?

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:

Separate basis Consolidated basis Both consolidated and separate basis

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?

Yes

If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.

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

Yes

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.

Yes

Form 990 (2014)

Page 13

Form 990, Special Condition Description:

Special Condition Description

Form 990 (2014)

Page 14

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

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

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2014

Page 2

Part II

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

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....	1,451,557,000	1,314,155,000	1,383,430,000	1,311,611,000	1,246,588,000	6,707,341,000
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......						0
3	The value of services or facilities furnished by a governmental unit to the organization without charge..						0
4	Total. Add lines 1 through 3	1,451,557,000	1,314,155,000	1,383,430,000	1,311,611,000	1,246,588,000	6,707,341,000
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)..						0
6	Public support. Subtract line 5 from line 4.						6,707,341,000

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
7	Amounts from line 4..	1,451,557,000	1,314,155,000	1,383,430,000	1,311,611,000	1,246,588,000	6,707,341,000
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	114,057,436	139,371,259	190,848,313	133,084,947	139,689,590	717,051,545
9	Net income from unrelated business activities, whether or not the business is regularly carried on..	0	0	0	0	0	0
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..	1,862,000	1,726,000	1,449,000	1,613,000	1,536,000	8,186,000
11	Total support Add lines 7 through 10.						7,432,578,545

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

19,198,210,163

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

Section C. Computation of Public Support Percentage

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

90.243 %

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

90.639 %

16a

33 1/3% support test—2014. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2013. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2014. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2013. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

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

Schedule A (Form 990 or 990-EZ) 2014

Page 3

Part III

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

Section A. Public Support

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

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

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

Section C. Computation of Public Support Percentage

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

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

Section D. Computation of Investment Income Percentage

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

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

19a

33 1/3% support tests—2014. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2013. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

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

Schedule A (Form 990 or 990-EZ) 2014

Page 4

Part IV

Supporting Organizations

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

Section A. All Supporting Organizations

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

10a

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

10a

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

10b

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

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

11a

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

11b

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

11c

Schedule A (Form 990 or 990-EZ) 2014

Page 5

Part IV

Supporting Organizations (continued)

Section B. Type I Supporting Organizations

Yes

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

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

Section C. Type II Supporting Organizations

Yes

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

Section D. All Type III Supporting Organizations

Yes

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

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

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

Section E. Type III Functionally-Integrated Supporting Organizations

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

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

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

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

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

Yes

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

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

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 6

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

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

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 7

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

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

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

Schedule A (Form 990 or 990-EZ) 2014

Page 8

Part VI

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

Facts And Circumstances Test

Return Reference	Explanation

Schedule A (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

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

OMB No. 1545-0047

2014

Name of the organization

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

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

General Rule

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

Special Rules

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

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

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

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

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

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

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

Page 2

Name of organization TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

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

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

Page 3

Name of organization TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

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

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

Page 4

Name of organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part III

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

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

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

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

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

Complete if the organization is described below. SchCMd Bullet

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

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

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I-A

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

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

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

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

Part I-B

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

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

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

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

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

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

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

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

Yes No

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

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

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2014

Page 2

Part II-A

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

A Check SchCMd Bullet

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

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

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

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

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

2a	Lobbying nontaxable amount

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

c	Total lobbying expenditures

d	Grassroots nontaxable amount

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

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2014

Page 3

Part II-B

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

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

(a)

Yes

(b)

Amount

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

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

Yes

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

Yes

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

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

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

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

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

Yes

1,063,766

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

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

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

1,063,766

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

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

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

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

Part III-A

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

Yes

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

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

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

Part III-B

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

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

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

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

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

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

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

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

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

Part IV

Supplemental Information

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

Return Reference	Explanation
SCHEDULE C, PART II-B, LINE 1(G)	DETAIL OF LOBBYING ACTIVITIES THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") ALUMNI AND TRUSTEES OCCASIONALLY ENGAGE IN ADVOCACY RELATED TO FEDERAL AND STATE APPROPRIATIONS FOR PROGRAMS OF IMPORTANCE TO THE UNIVERSITY. THE UNIVERSITY MAINTAINS AN OFFICE OF FEDERAL RELATIONS, WHOSE MAIN FUNCTION IS TO KEEP THE UNIVERSITY COMMUNITY APPRISED OF FEDERAL DEVELOPMENTS WHICH MAY HAVE AN IMPACT ON THE UNIVERSITY INCLUDING, AMONG OTHERS, PENDING CHANGES TO THE INTERNAL REVENUE CODE, RESEARCH FUNDING AND ISSUES OF STUDENT AID. THE UNIVERSITY, A PRIVATE NON-PROFIT EDUCATIONAL INSTITUTION, RECEIVES DIRECT ANNUAL NON-PREFERRED APPROPRIATIONS FROM THE COMMONWEALTH OF PENNSYLVANIA. THE AMOUNT AND CONTINUATION OF THESE APPROPRIATIONS ARE NOT GUARANTEED. THEREFORE, THE UNIVERSITY MAINTAINS AN OFFICE OF COMMONWEALTH RELATIONS IN ORDER TO SUPPORT, JUSTIFY, AND COORDINATE THESE APPROPRIATION REQUESTS BEFORE THE STATE DEPARTMENT OF AGRICULTURE, OTHER APPROPRIATE AGENCIES OF THE EXECUTIVE BRANCH, AND THE GENERAL ASSEMBLY. THE MAJORITY OF THIS OFFICE'S EFFORTS ARE RELATED TO ACTIVITIES SUPPORTING THESE APPROPRIATION REQUESTS. ADDITIONALLY, THIS OFFICE MAY ALSO CONDUCT MINIMAL LOBBYING ACTIVITIES RELATED TO OTHER ISSUES, SUCH AS STUDENT AID AND OTHER PROGRAMS RELATED TO HIGHER EDUCATION. IN CONJUNCTION WITH THESE TYPES OF LOBBYING ACTIVITIES, THE UNIVERSITY HAS CONTRACTED WITH PROFESSIONAL LOBBYISTS TO CONTACT LEGISLATORS IN CONNECTION WITH THE UNIVERSITY'S ANNUAL APPROPRIATIONS. THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM, THROUGH ITS OFFICE OF GOVERNMENTAL AFFAIRS, CONDUCTED LOBBYING ACTIVITIES WITH RESPECT TO HEALTH CARE RELATED ISSUES AND LEGISLATION. THESE ACTIVITIES INCLUDED MEETING WITH LEGISLATORS, THEIR STAFF, AND GOVERNMENTAL OFFICIALS, AS WELL AS CONDUCTING SEMINARS.

Return Reference

Explanation

SCHEDULE C, PART II-B, LINE 1(G)

DETAIL OF LOBBYING ACTIVITIES THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") ALUMNI AND TRUSTEES OCCASIONALLY ENGAGE IN ADVOCACY RELATED TO FEDERAL AND STATE APPROPRIATIONS FOR PROGRAMS OF IMPORTANCE TO THE UNIVERSITY. THE UNIVERSITY MAINTAINS AN OFFICE OF FEDERAL RELATIONS, WHOSE MAIN FUNCTION IS TO KEEP THE UNIVERSITY COMMUNITY APPRISED OF FEDERAL DEVELOPMENTS WHICH MAY HAVE AN IMPACT ON THE UNIVERSITY INCLUDING, AMONG OTHERS, PENDING CHANGES TO THE INTERNAL REVENUE CODE, RESEARCH FUNDING AND ISSUES OF STUDENT AID. THE UNIVERSITY, A PRIVATE NON-PROFIT EDUCATIONAL INSTITUTION, RECEIVES DIRECT ANNUAL NON-PREFERRED APPROPRIATIONS FROM THE COMMONWEALTH OF PENNSYLVANIA. THE AMOUNT AND CONTINUATION OF THESE APPROPRIATIONS ARE NOT GUARANTEED. THEREFORE, THE UNIVERSITY MAINTAINS AN OFFICE OF COMMONWEALTH RELATIONS IN ORDER TO SUPPORT, JUSTIFY, AND COORDINATE THESE APPROPRIATION REQUESTS BEFORE THE STATE DEPARTMENT OF AGRICULTURE, OTHER APPROPRIATE AGENCIES OF THE EXECUTIVE BRANCH, AND THE GENERAL ASSEMBLY. THE MAJORITY OF THIS OFFICE'S EFFORTS ARE RELATED TO ACTIVITIES SUPPORTING THESE APPROPRIATION REQUESTS. ADDITIONALLY, THIS OFFICE MAY ALSO CONDUCT MINIMAL LOBBYING ACTIVITIES RELATED TO OTHER ISSUES, SUCH AS STUDENT AID AND OTHER PROGRAMS RELATED TO HIGHER EDUCATION. IN CONJUNCTION WITH THESE TYPES OF LOBBYING ACTIVITIES, THE UNIVERSITY HAS CONTRACTED WITH PROFESSIONAL LOBBYISTS TO CONTACT LEGISLATORS IN CONNECTION WITH THE UNIVERSITY'S ANNUAL APPROPRIATIONS. THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM, THROUGH ITS OFFICE OF GOVERNMENTAL AFFAIRS, CONDUCTED LOBBYING ACTIVITIES WITH RESPECT TO HEALTH CARE RELATED ISSUES AND LEGISLATION. THESE ACTIVITIES INCLUDED MEETING WITH LEGISLATORS, THEIR STAFF, AND GOVERNMENTAL OFFICIALS, AS WELL AS CONDUCTING SEMINARS.

Schedule C (Form 990 or 990EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

Attach to Form 990.
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

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

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
1	Total number at end of year .........	3
2	Aggregate value of contributions to (during year)
3	Aggregate value of grants from (during year)	133,180
4	Aggregate value at end of year ........	1,776,822

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

Yes No

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

Yes No

Part II

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

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

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

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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


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

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

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

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

Yes No

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

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

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

Yes No

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

Part III

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

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

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

(i)

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

(ii)

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

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

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

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

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

Cat. No. 52283D

Schedule D (Form 990) 2014

Page 2

Part III

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

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

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

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

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

Yes No

Part IV

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

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

Yes No

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


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

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability?

Yes No

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

Part V

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

		(a)Current year	(b)Prior year	b (c)Two years back	(d)Three years back	(e)Four years back
1a	Beginning of year balance ....	9,168,772,072	7,827,594,279	6,816,978,627	6,254,552,023	5,385,975,350
b	Contributions ........	230,022,469	294,067,010	327,276,890	339,992,512	126,576,673
c	Net investment earnings, gains, and losses	638,749,658	1,323,529,783	941,202,272	454,967,092	949,861,000
d	Grants or scholarships .....	0	0	0	0	0
e	Other expenditures for facilities and programs ........	329,439,057	277,022,000	257,261,000	232,533,000	207,861,000
f	Administrative expenses ....	0	0	0	0	0
g	End of year balance ......	9,708,105,142	9,168,169,072	7,828,196,789	6,816,978,627	6,254,552,023

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

Board designated or quasi-endowment SchDMd Bullet

44.940 %

Permanent endowment SchDMd Bullet

32.450 %

Temporarily restricted endowment SchDMd Bullet

22.610 %

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

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

Yes

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

3a(i)

Yes

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

3a(ii)

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

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

Part VI

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

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	270,751,000		270,751,000
b	Buildings ................	5,965,413,000	2,523,292,000	3,442,121,000
c	Leasehold improvements ............
d	Equipment ................	1,150,172,000	966,582,000	183,590,000
e	Other .................	397,281,000		397,281,000
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				4,293,743,000

Schedule D (Form 990) 2014

Page 3

Part VII

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

(a) Description of security or category (including name of security)	(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
(3)Other (A) VENTURE CAPITAL & OTHER INVEST	8,381,458,039	F
(B) REAL ESTATE	506,612,061	F
(C) INVESTMENT IN SUBSIDIARIES	37,039,000	F






Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	8,925,109,100

Part VIII

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

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









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

Part IX

Other Assets. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value









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

Part X

Other Liabilities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability		(b) Book value
Federal income taxes		0
LIABILITIES ASSOCIATED W/ INV.		207,158,000
DEPOSITS		114,989,000
FEDERAL STUDENT LOAN ADVANCES		80,349,000
ACCRUED RETIREMENT BENEFITS		1,119,202,000
INTERCO DUE TO/(FROM) AFFILIATES		-49,882,000
TAXABLE BOND LIABILITY		308,020,000



Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		1,779,836,000
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII

Schedule D (Form 990) 2014

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......		1
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b.......................		4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

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

Part XIII

Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference	Explanation
SCHEDULE D, PART III, LINE 1A	ACCOUNTING FOR COLLECTIONS DURING FISCAL YEAR 2015, THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") ELECTED TO REVISE ITS POLICY TO NO LONGER CAPITALIZE RARE BOOKS AND OTHER COLLECTIBLES AND TO WRITE-OFF SUCH ASSETS PREVIOUSLY CAPITALIZED. AS A RESULT, RARE BOOKS AND OTHER COLLECTIBLES AGGREGATED $0 AT JUNE 30, 2015 AND $50,530,000 AT JUNE 30, 2014, RESPECTIVELY. THE FOLLOWING IS THE TEXT OF THE FOOTNOTE TO THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS REGARDING THESE ITEMS: RARE BOOKS AND OTHER COLLECTIBLES ARE NOT CAPITALIZED. CONTRIBUTIONS OF RARE BOOKS AND OTHER COLLECTIBLES ARE NOT RECORDED FOR FINANCIAL STATEMENT PRESENTATION, WHILE PURCHASES ARE RECORDED AS OTHER OPERATING EXPENSES ON THE CONSOLIDATED STATEMENT OF ACTIVITIES IN THE PERIOD ACQUIRED. --------------- SCHEDULE D, PART III, LINE 4 DESCRIPTION OF COLLECTIONS THE UNIVERSITY CURRENTLY MAINTAINS 14 LIBRARIES. THE COLLECTIONS, AS A WHOLE, INCLUDE INFORMATION FROM NUMEROUS FIELDS OF STUDY. THE UNIVERSITY'S DEPARTMENTAL LIBRARIES ARE GENERALLY SUBJECT SPECIFIC (MATH/PHYSICS/ASTRONOMY, FINE ARTS, BUSINESS, MUSIC, BIOMEDICAL, DENTAL MEDICINE, VETERINARY MEDICINE, ETC.) AND THE VAN PELT-DIETRICH LIBRARY CENTER HOUSES INFORMATION FROM ALL OF THESE AREAS, AS WELL AS THE RARE BOOK COLLECTION AND ALL OF THE HUMANITIES. SUBJECT HOLDINGS INCLUDE PHILOSOPHY, PSYCHOLOGY, RELIGION, HISTORY, GEOGRAPHY, ANTHROPOLOGY, RECREATION, SOCIAL SCIENCE, ECONOMICS, SOCIOLOGY, POLITICAL SCIENCE, LAW, EDUCATION, LITERATURE, SCIENCE, AGRICULTURE, TECHNOLOGY, MILITARY SCIENCE, AND GENERAL BIBLIOGRAPHY. THE LIBRARIES' COLLECTIONS, BOTH PRINT AND ELECTRONIC, DIRECTLY SUPPORT THE RESEARCH AND INSTRUCTION MISSION OF THE UNIVERSITY BY ENSURING ACCESS TO CURRENT AND HISTORICAL INFORMATION. THE UNIVERSITY DOES NOT SOLICIT OR RECEIVE DONATIONS OF ART, HISTORICAL TREASURES OR OTHER SIMILAR ASSETS TO BE SOLD IN ORDER TO RAISE FUNDS RATHER THAN TO BE MAINTAINED AS PART OF THE ORGANIZATION'S COLLECTION. ANY PROSPECTIVE ACCESSIONING OR DEACCESSIONING OF MATERIALS IS REVIEWED BY THE UNIVERSITY OF PENNSYLVANIA MUSEUM OF ARCHAEOLOGY AND ANTHROPOLOGY'S ("MUSEUM") ACQUISITIONS COMMITTEE IN ACCORDANCE WITH THE MUSEUM'S ACQUISITIONS POLICY AND PROCEDURES. ALL OBJECTS CONSIDERED FOR ACQUISITION ARE REVIEWED IN LIGHT OF THE 1970 UNITED NATIONS EDUCATIONAL, SCIENTIFIC, AND CULTURAL ORGANIZATION ("UNESCO") CONVENTION. OBJECTS OFFERED TO THE MUSEUM AND IMPORTED INTO THE UNITED STATES PRIOR TO THE ADOPTION OF THE UNESCO CONVENTION OF 1970 ARE CONSIDERED IN LIGHT OF THE LAWS IN PLACE IN THEIR COUNTRIES OF ORIGIN AT THE TIME OF THEIR DOCUMENTED APPEARANCE IN THE UNITED STATES. ACCESSIONED COLLECTIONS, WHICH ARE DOCUMENTED ARCHAEOLOGICAL AND ETHNOGRAPHIC MATERIAL, ARE ACQUIRED PRIMARILY FOR RESEARCH, EXHIBITION, AND PRESERVATION PURPOSES. THEY ARE ACCESSIONED UNDER THE CARE OF THE CURATORIAL SECTIONS. ARCHIVAL COLLECTIONS, WHICH ARE RECORDS OF EXPEDITIONS, RESEARCH, EXHIBITIONS, OR MUSEUM ADMINISTRATIVE RECORDS IN THE FORM OF EITHER DOCUMENTS OR VISUAL IMAGES (E.G. PHOTOGRAPHS) ARE ACCESSIONED UNDER THE CARE OF THE MUSEUM ARCHIVES. EDUCATIONAL MATERIALS, WHICH ARE OBJECTS WHOSE SOLE USE IS TO FACILITATE VARIOUS EDUCATIONAL PROGRAMS (E.G. OUTREACH PRESENTATIONS, TEACHERS' PACKAGES, OR CHILDREN'S WORKSHOPS) ARE DESIGNATED FOR TOUCHING AND HANDLING, ARE NOT ACCESSIONED AND ARE MANAGED BY THE LEARNING PROGRAMS DEPARTMENT. --------------------
SCHEDULE D, PART V, LINE 4	USE OF ENDOWMENT FUNDS DURING THE YEAR ENDED JUNE 30, 2015, THE UNIVERSITY'S ENDOWMENT CONSISTED OF 5,718 DONOR-RESTRICTED PERMANENT OR TERM ENDOWMENT FUNDS AND 863 UNRESTRICTED ENDOWMENT FUNDS ESTABLISHED BY THE UNIVERSITY'S BOARD OF TRUSTEES TO BE USED IN FURTHERANCE OF THE ORGANIZATION'S TAX-EXEMPT PURPOSES. --------------------
SCHEDULE D, PART X, LINE 1	OTHER LIABILITIES DETAIL THE INTERCOMPANY DUE TO/(FROM) AFFILIATES BALANCE INCLUDES AMOUNTS OWED TO/(DUE FROM) AFFILIATES BASED UPON THE UNIVERSITY'S CENTRAL MANAGEMENT OF THE CASH HELD BY CERTAIN UNIVERSITY AFFILIATES. --------------------
SCHEDULE D, PART X, LINE 2	TEXT OF FIN 48 (ASC 740) FOOTNOTE THE UNIVERSITY EVALUATES ITS TAX POSITION BASED ON THE FASB STANDARD ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, WHICH REQUIRES THE USE OF A TWO-STEP APPROACH FOR RECOGNIZING AND MEASURING TAX BENEFITS TAKEN OR EXPECTED TO BE TAKEN IN AN UNRELATED BUSINESS ACTIVITY TAX RETURN AND DISCLOSURES REGARDING UNCERTAINTIES IN TAX POSITIONS. THE FIRST STEP IS RECOGNITION: THE UNIVERSITY DETERMINES WHETHER IT IS MORE LIKELY THAN NOT THAT A TAX POSITION WILL BE SUSTAINED UPON EXAMINATION, INCLUDING RESOLUTION OF ANY RELATED APPEALS OR LITIGATION PROCESSES, BASED ON THE TECHNICAL MERITS OF THE POSITION. IN EVALUATING WHETHER A TAX POSITION HAS MET THE MORE-LIKELY-THAN-NOT RECOGNITION THRESHOLD, THE UNIVERSITY PRESUMES THAT THE POSITION WILL BE EXAMINED BY THE APPROPRIATE TAXING AUTHORITY THAT HAS FULL KNOWLEDGE OF ALL RELEVANT INFORMATION. THE SECOND STEP IS MEASUREMENT: A TAX POSITION THAT MEETS THE MORE-LIKELY-THAN-NOT THRESHOLD IS MEASURED TO DETERMINE THE AMOUNT OF BENEFIT TO RECOGNIZE IN THE FINANCIAL STATEMENTS. THE TAX POSITION IS MEASURED AT THE LARGEST AMOUNT OF BENEFIT THAT IS GREATER THAN 50 PERCENT LIKELY OF BEING REALIZED UPON ULTIMATE SETTLEMENT. DIFFERENCE BETWEEN TAX POSITIONS TAKEN IN A TAX RETURN AND AMOUNTS RECOGNIZED IN THE FINANCIAL STATEMENTS WILL GENERALLY RESULT IN AN INCREASE IN A LIABILITY FOR INCOME TAXES PAYABLE OR A REDUCTION OF AN INCOME TAX REFUND RECEIVABLE.

Schedule D (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE E(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Schools

Complete if the organization answered "Yes" to Form 990,
Part IV, line 13, or Form 990-EZ, Part VI, line 48.
Right pointing arrow large image

Attach to Form 990 or Form 990-EZ.
Right pointing arrow large image

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

OMB No. 1545-0047 2014Open to Public Inspection

Name of the organization

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

YES

Does the organization have a racially nondiscriminatory policy toward students by statement in its charter, bylaws,

other governing instrument, or in a resolution of its governing body? ......................

Yes

Does the organization include a statement of its racially nondiscriminatory policy toward students in all its

brochures, catalogues, and other written communications with the public dealing with student admissions,

programs, and scholarships? ......................................

Yes

Has the organization publicized its racially nondiscriminatory policy through newspaper or broadcast media during

the period of solicitation for students, or during the registration period if it has no solicitation program, in a way

that makes the policy known to all parts of the general community it serves? If "Yes," please describe. If "No,"

please explain. If you need more space use Part II. .............................

Yes

Does the organization maintain the following?

Records indicating the racial composition of the student body, faculty, and administrative staff? ..........

Yes

Records documenting that scholarships and other financial assistance are awarded on a racially nondiscriminatory

basis? ...............................................

Yes

Copies of all catalogues, brochures, announcements, and other written communications to the public dealing

with student admissions, programs, and scholarships? ...........................

Yes

Copies of all material used by the organization or on its behalf to solicit contributions? ..............

Yes

If you answered "No" to any of the above, please explain. If you need more space, use Part II.

Does the organization discriminate by race in any way with respect to:

Students' rights or privileges? .....................................

Admissions policies? .........................................

Employment of faculty or administrative staff? ..............................

Scholarships or other financial assistance? ................................

Educational policies? .........................................

Use of facilities? ...........................................

Athletic programs? ..........................................

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

If you answered "Yes" to any of the above, please explain. If you need more space, use Part II.

Does the organization receive any financial aid or assistance from a governmental agency? ...........

Yes

Has the organization's right to such aid ever been revoked or suspended? ...................

If you answered "Yes" to either line 6a or line 6b, explain on Part II.

Does the organization certify that it has complied with the applicable requirements of sections 4.01 through 4.05

of Rev. Proc. 75-50, 1975-2 C.B. 587, covering racial nondiscrimination? If "No," explain on Part II.

Yes

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

Cat. No. 50085D

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

Schedule E (Form 990 or 990EZ) (2014)

Page 2

Part II

Supplemental Information. Provide the explanations required by Part I, lines 3, 4d, 5h, 6b, and 7, as applicable. Also provide any other additional information (see instructions).

Return Reference	Explanation
SCHEDULE E, LINE 3	PUBLICATION OF RACIALLY NONDISCRIMINATORY POLICY THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") PUBLISHES ITS RACIALLY NON-DISCRIMINATORY POLICY IN THE STUDENT CATALOGUE, ON ITS FINANCIAL AID APPLICATIONS AND IN OTHER BROCHURES WHICH DESCRIBE THE UNIVERSITY OF PENNSYLVANIA, ITS SCHOOLS, CENTERS, AND INSTITUTES. --------------------
SCHEDULE E, LINE 6A	DESCRIPTION OF FINANCIAL AID/ASSISTANCE FROM GOV'T AGENCY THE UNIVERSITY IS A PRIVATE NON-PROFIT INSTITUTION THAT RECEIVES DIRECT ANNUAL NON-PREFERRED APPROPRIATIONS FROM THE COMMONWEALTH OF PENNSYLVANIA. THE UNIVERSITY AlSO RECEIVES VARIOUS GOVERNMENTAL FUNDING WHICH SUPPORTS ITS EDUCATIONAL, PATIENT CARE, AND RESEARCH MISSIONS.

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

Additional Data

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SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

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

Attach to Form 990. Right pointing arrow large image

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

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

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

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

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

Yes

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

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

(a) Region		(b) Number of offices in the region	(c) Number of employees, agents, and independent contractors in region	(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in region	(f) Total expenditures for and investments in region
	Central America and the Caribbean		1	Send agents to seminar		25,284
	Central America and the Caribbean		1	Conduct board meetings		2,538
	Central America and the Caribbean		5	Fundraising		34,773
	Central America and the Caribbean		18	Program Services	EDUCATION & TRAINING	83,661
	Central America and the Caribbean		9	Program Services	FIELD RESEARCH	101,682
	Central America and the Caribbean			Program Services	RESEARCH	40,004
	Central America and the Caribbean		17	Program Services	STUDY ABROAD/EDUCATION	489,452
	Central America and the Caribbean		1	Program Services	STUDY ABROAD/RESEARCH	8,551
	Central America and the Caribbean			Program Services	RECRUITING	3,153
	Central America and the Caribbean			Investments		2,178,803,308
	East Asia and the Pacific			Grantmaking		14,532
	East Asia and the Pacific		88	Send agents to seminar		578,417
	East Asia and the Pacific			Conduct board meetings		24,577
	East Asia and the Pacific		174	Fundraising		1,395,847
	East Asia and the Pacific		10	Program Services	CLINICAL TRIALS	5,000
	East Asia and the Pacific			Program Services	ROYALTIES	4,301
	East Asia and the Pacific	1	51	Program Services	EDUCATION & TRAINING	2,294,839
	East Asia and the Pacific		44	Program Services	FIELD RESEARCH	572,186
	East Asia and the Pacific			Program Services	RESEARCH	1,281,505
	East Asia and the Pacific		1	Program Services	SOCIAL RESEARCH	37,520
	East Asia and the Pacific		5	Program Services	STUDY ABROAD/EDUCATION	1,420,940
	East Asia and the Pacific	2	22	Program Services	STUDY ABROAD/RESEARCH	1,311,935
	East Asia and the Pacific		17	Program Services	RECRUITING	238,618
	East Asia and the Pacific			Investments		220,562,756
	Europe (Including Iceland and Greenland)		206	Send agents to seminar		1,592,668
	Europe (Including Iceland and Greenland)		2	Conduct board meetings		23,659
	Europe (Including Iceland and Greenland)		54	Fundraising		1,487,570
	Europe (Including Iceland and Greenland)			Grantmaking		495,951
	Europe (Including Iceland and Greenland)		32	Program Services	CLINICAL TRIALS	34,165
	Europe (Including Iceland and Greenland)			Program Services	ROYALTIES	6,168
	Europe (Including Iceland and Greenland)		270	Program Services	EDUCATION & TRAINING	2,158,270
	Europe (Including Iceland and Greenland)	2	122	Program Services	FIELD RESEARCH	2,948,384
	Europe (Including Iceland and Greenland)			Program Services	RESEARCH	609,114
	Europe (Including Iceland and Greenland)			Program Services	SOCIAL RESEARCH	678,717
	Europe (Including Iceland and Greenland)	1	6	Program Services	STUDY ABROAD/EDUCATION	4,764,669
	Europe (Including Iceland and Greenland)		17	Program Services	STUDY ABROAD/RESEARCH	260,568
	Europe (Including Iceland and Greenland)		5	Program Services	RECRUITING	94,158
	Europe (Including Iceland and Greenland)			Investments		176,000,468
	Middle East and North Africa		8	Send agents to seminar		96,167
	Middle East and North Africa		1	Fundraising		42,336
	Middle East and North Africa			Grantmaking		144,375
	Middle East and North Africa			Program Services	CLINICAL TRIALS	43,126
	Middle East and North Africa		54	Program Services	EDUCATION & TRAINING	524,771
	Middle East and North Africa	1	136	Program Services	FIELD RESEARCH	187,375
	Middle East and North Africa			Program Services	RESEARCH	145,207
	Middle East and North Africa			Program Services	SOCIAL RESEARCH	13,674
	Middle East and North Africa		2	Program Services	STUDY ABROAD/EDUCATION	325,592
	Middle East and North Africa		2	Program Services	STUDY ABROAD/RESEARCH	89,606
	Middle East and North Africa			Program Services	RECRUITING	46,902
	Middle East and North Africa			Investments		117,650
	North America		87	Send agents to seminar		357,360
	North America		1	Conduct board meetings		822
	North America			Fundraising		44,023
	North America			Grantmaking		33,000
	North America			Program Services	ROYALTIES	2,267
	North America		69	Program Services	EDUCATION & TRAINING	415,825
	North America		35	Program Services	FIELD RESEARCH	322,782
	North America			Program Services	RESEARCH	343,045
	North America		1	Program Services	SOCIAL RESEARCH	5,946
	North America			Program Services	STUDY ABROAD/EDUCATION	38,170
	North America		6	Program Services	STUDY ABROAD/RESEARCH	39,854
	North America			Program Services	RECRUITING	26,923
	North America			Investments		231,069,807
	Russia and the Newly Independent States		6	Send agents to seminar		16,269
	Russia and the Newly Independent States			Grantmaking		12,000
	Russia and the Newly Independent States		17	Program Services	CLINICAL TRIALS	155,975
	Russia and the Newly Independent States		5	Program Services	EDUCATION & TRAINING	82,244
	Russia and the Newly Independent States	1	32	Program Services	FIELD RESEARCH	68,445
	Russia and the Newly Independent States			Program Services	RESEARCH	40,080
	Russia and the Newly Independent States			Program Services	STUDY ABROAD/EDUCATION	196,298
	Russia and the Newly Independent States			Program Services	STUDY ABROAD/RESEARCH	16,581
	Russia and the Newly Independent States			Program Services	RECRUITING	3,634
	South America		23	Send agents to seminar		134,789
	South America			Conduct board meetings		2,912
	South America		11	Fundraising		80,298
	South America		10	Program Services	EDUCATION & TRAINING	812,668
	South America		14	Program Services	FIELD RESEARCH	271,573
	South America			Program Services	RESEARCH	567,938
	South America			Program Services	SOCIAL RESEARCH	62,482
	South America		5	Program Services	STUDY ABROAD/EDUCATION	1,244,167
	South America		7	Program Services	STUDY ABROAD/RESEARCH	82,286
	South America		43	Program Services	RECRUITING	42,079
	South Asia		17	Send agents to seminar		41,685
	South Asia		35	Conduct board meetings		8,440
	South Asia		2	Fundraising		135,542
	South Asia			Grantmaking		10,000
	South Asia		20	Program Services	EDUCATION & TRAINING	644,139
	South Asia		3	Program Services	FIELD RESEARCH	42,945
	South Asia			Program Services	RESEARCH	134,723
	South Asia		2	Program Services	SOCIAL RESEARCH	102,210
	South Asia		8	Program Services	STUDY ABROAD/EDUCATION	369,558
	South Asia			Program Services	STUDY ABROAD/RESEARCH	20,504
	South Asia			Program Services	RECRUITING	38,120
	Sub-Saharan Africa		4	Send agents to seminar		80,884
	Sub-Saharan Africa			Fundraising		1,292
	Sub-Saharan Africa		15	Program Services	EDUCATION & TRAINING	219,427
	Sub-Saharan Africa	6	34	Program Services	FIELD RESEARCH	3,213,531
	Sub-Saharan Africa			Program Services	RESEARCH	12,585
	Sub-Saharan Africa			Program Services	SOCIAL RESEARCH	11,634
	Sub-Saharan Africa		15	Program Services	STUDY ABROAD/EDUCATION	702,206
	Sub-Saharan Africa		24	Program Services	STUDY ABROAD/RESEARCH	34,300
	Sub-Saharan Africa			Program Services	RECRUITING	20,191
	Sub-Saharan Africa			Investments		28,502,513
3a	Sub-total .....	1	375			2,183,909,919
b	Total from continuation sheets to Part I ...	13	1,557			689,295,741
c	Totals (add lines 3a and 3b)	14	1,932			2,873,205,660

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

Schedule F (Form 990) 2014

Page 2

Part II

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

(a)(c) Region	(b)(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(h) Description of non-cash assistance	(i) Method of valuation (book, FMV, appraisal, other)
Europe (Including Iceland and Greenland)	ARCHITECTURAL DESIGN STUDIO AT ARCHITECTURAL ASSOCIATION'S SCHOOL OF ARCHITECTURE IN LONDON	84,196	WIRE	N/A	N/A
Europe (Including Iceland and Greenland)	CITY PLANNING 701 TRAVELING STUDIO SPRING 2014	12,661	CREDIT CARD	N/A	N/A
Europe (Including Iceland and Greenland)	SUB-AWARD FOR UR PROJECT	277,565	WIRE	N/A	N/A
Europe (Including Iceland and Greenland)	SUMMER PROGRAM	34,456	WIRE	N/A	N/A

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

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

Schedule F (Form 990) 2014

Schedule F (Form 990) 2014Page 3

Part III

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

Part III can be duplicated if additional space is needed.

	(b) Region	(c) Number of recipients	(d) Amount of cash grant	(e) Manner of cash disbursement	(g) Description of non-cash assistance	(h) Method of valuation (book, FMV, appraisal, other)
AWARD	East Asia and the Pacific	2	14,532	CHECK	N/A	N/A
AWARD	Europe (Including Iceland and Greenland)	2	80,742	WIRE	N/A	N/A
PRIZE	Europe (Including Iceland and Greenland)	1	6,331	CHECK	N/A	N/A
AWARD	Middle East and North Africa	1	118,000	WIRE	N/A	N/A
LOAN FORGIVENESS	Middle East and North Africa	1	5,000	WIRE	N/A	N/A
PRIZE	Middle East and North Africa	1	21,375	OTHER	N/A	N/A
AWARD	North America	4	33,000	CHECK	N/A	N/A
AWARD	Russia and the Newly Independent States	2	12,000	CHECK	N/A	N/A
AWARD	South Asia	1	10,000	CHECK	N/A	N/A

Schedule F (Form 990) 2014

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2014

Page 5

Part V

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

ReturnReference	Explanation
SCHEDULE F, PART I, LINE 2	PROCEDURE FOR MONITORING THE USE OF GRANT FUNDS OUTSIDE THE U.S. THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA OFFICE OF RESEARCH SERVICES IS RESPONSIBLE FOR MONITORING THE USE OF GRANT FUNDS PURSUANT TO ESTABLISHED POLICES AND PROTOCOL. THESE POLICIES COVER GRANTS MADE BOTH WITHIN AND OUTSIDE THE U.S. --------------------
SCHEDULE F, PART II	DETAIL OF SUB-CONTRACTS IN FURTHERANCE OF ITS RESEARCH ACTIVITIES, THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA MAKES SUB-CONTRACTS TO FOREIGN INSTITUTIONS THAT PERFORM RESEARCH IN CONNECTION WITH RESEARCH GRANTS AWARDED TO THE UNIVERSITY. THE UNIVERSITY DOES NOT CATEGORIZE THESE SUB-CONTRACTS AS GRANTS FOR FORM 990, SCHEDULE F, PARTS II AND III.

Schedule F (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE G (Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information Regarding
Fundraising or Gaming Activities

Complete if the organization answered "Yes" to Form 990, Part IV, lines 17, 18, or 19, or if the organization entered more than $15,000 on Form 990-EZ, line 6a. right arrow

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

Information about Schedule G (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
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

Fundraising Activities. Complete if the organization answered "Yes" to Form 990, Part IV, line 17. Form 990-EZ

filers are not required to complete this part.

Indicate whether the organization raised funds through any of the following activities. Check all that apply.

a	Mail solicitations	e	Solicitation of non-government grants
b	Internet and email solicitations	f	Solicitation of government grants
c	Phone solicitations	g	Special fundraising events
d	In-person solicitations

Did the organization have a written or oral agreement with any individual (including officers, directors, trustees

or key employees listed in Form 990, Part VII) or entity in connection with professional fundraising services?

Yes

If "Yes," list the ten highest paid individuals or entities (fundraisers) pursuant to agreements under which the fundraiser is
to be compensated at least $5,000 by the organization.

(i) Name and address of individual or entity (fundraiser)		(ii) Activity	(iii) Did fundraiser have custody or control of contributions?		(iv) Gross receipts from activity	(v) Amount paid to (or retained by) fundraiser listed in col. (i)	(vi) Amount paid to (or retained by) organization
			Yes	No
	RUFFALO NOEL LEVITZ 65 KIRKWOOD NORTH ROAD SW CEDAR RAPIDS, IA52404	MANAGE CALL CENTERS		No	2,868,094	633,044	2,235,050









Total .................					2,868,094	633,044	2,235,050

List all states in which the organization is registered or licensed to solicit contributions or has been notified it is exempt from registration or licensing.

All States

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

Cat. No. 50083H

Schedule G (Form 990 or 990-EZ) 2014

Page 2

Part II

Fundraising Events. Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 of fundraising event contributions and gross income on Form 990-EZ, lines 1 and 6b. List events with gross receipts greater than $5,000.

		(a) Event #1 MOONLIGHT&ROSES (event type)	(b) Event #2 BIG NIGHT OUT (event type)	(c) Other events 2 (total number)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	260,948	82,143	73,131	416,222
2	Less: Contributions . .	222,753	82,143	66,850	371,746
3	Gross income (line 1 minus line 2) . . .	38,195		6,281	44,476
4	Cash prizes . . .	0	0	0	0
5	Noncash prizes . .	0	0	0	0
6	Rent/facility costs . .	0	0	0	0
7	Food and beverages .	0	0	0	0
8	Entertainment . . .	0	0	0	0
9	Other direct expenses .	130,104	14,430	40,107	184,641
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........				184,641
11	Net income summary. Subtract line 10 from line 3, column (d)...........				-140,165

Part III

Gaming. Complete if the organization answered "Yes" to Form 990, Part IV, line 19, or reported more than $15,000 on Form 990-EZ, line 6a.

(a) Bingo

(b) Pull tabs/Instant
bingo/progressive bingo

(c) Other gaming

(d) Total gaming (add col.(a) through col.(c))

Gross revenue . . . .

Cash prizes . . . .

Non-cash prizes . . .

Rent/facility costs . . .

Other direct expenses . .

Volunteer labor . . .

	Yes %
	No

	Yes %
	No

	Yes %
	No

Direct expense summary. Add lines 2 through 5 in column (d) ........... right arrow

Net gaming income summary. Subtract line 7 from line 1, column (d) ......... right arrow

Enter the state(s) in which the organization conducts gaming activities:

Is the organization licensed to conduct gaming activities in each of these states? ............

YesNo

If "No," explain:

10a

Were any of the organization's gaming licenses revoked, suspended or terminated during the tax year? .....

YesNo

If "Yes," explain:

Schedule G (Form 990 or 990-EZ) 2014

Page 3

Does the organization conduct gaming activities with nonmembers? .................

YesNo

Is the organization a grantor, beneficiary or trustee of a trust or a member of a partnership or other entity

formed to administer charitable gaming? ..........................

YesNo

Indicate the percentage of gaming activities conducted in:

The organization's facility ......................

13a

An outside facility ........................

13b

Enter the name and address of the person who prepares the organization's gaming/special events books and records:

Name

Address

15a

Does the organization have a contract with a third party from whom the organization receives gaming

revenue? ......................................

YesNo

If "Yes," enter the amount of gaming revenue received by the organization right arrow

$ and the

amount of gaming revenue retained by the third party right arrow

If "Yes," enter name and address of the third party:

Name

Address

Gaming manager information:

Name

Gaming manager compensation right arrow

Description of services provided right arrow

Director/officer Employee Independent contractor

Mandatory distributions:

Is the organization required under state law to make charitable distributions from the gaming proceeds to

retain the state gaming license? ............................

YesNo

Enter the amount of distributions required under state law distributed to other exempt organizations or spent

in the organization's own exempt activities during the tax year right arrow

Part IV

Supplemental Information. Provide the explanations required by Part I, line 2b, columns (iii) and (v), and Part III, lines 9, 9b, 10b, 15b, 15c, 16, and 17b, as applicable. Also provide any additional information (see instructions).

Return Reference	Explanation

Schedule G (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE H (Form 990)

Department of the TreasuryInternal Revenue Service

Hospitals

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

Attach to Form 990.
MediumBullet

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

Financial Assistance and Certain Other Community Benefits at Cost

Yes

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

Yes

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

Yes

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

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

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

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

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

Yes

100% 150% 200% Other 300 %

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

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

Yes

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

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

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

Yes

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

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

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

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

Yes

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

Yes

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

Financial Assistance and Certain Other Community Benefits at Cost

Financial Assistance and Means-Tested Government Programs		(c) Total community benefit expense	(d) Direct offsetting revenue	(e) Net community benefit expense	(f) Percent of total expense
a	Financial Assistance at cost (from Worksheet 1) ..	2,568,414	0	2,568,414	0.050 %
b	Medicaid (from Worksheet 3, column a) ....	313,453,707	247,703,199	65,750,508	1.230 %
c	Costs of other means-tested government programs (from Worksheet 3, column b) .
d	Total Financial Assistance and Means-Tested Government Programs .	316,022,121	247,703,199	68,318,922	1.280 %
Other Benefits
e	Community health improvement services and community benefit operations (from Worksheet 4) ..
f	Health professions education (from Worksheet 5) ..	110,667,105	47,192,112	63,474,993	1.180 %
g	Subsidized health services (from Worksheet 6) ..
h	Research (from Worksheet 7)	648,696,073	523,881,201	124,814,872	2.330 %
i	Cash and in-kind contributions for community benefit (from Worksheet 8)
j	Total. Other Benefits ..	759,363,178	571,073,313	188,289,865	3.510 %
k	Total. Add lines 7d and 7j .	1,075,385,299	818,776,512	256,608,787	4.790 %

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

Schedule H (Form 990) 2014

Page

Part II

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

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

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

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

Yes

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

135,749,681

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

100,986,716

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

Section B. Medicare

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

457,096,388

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

453,313,688

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

3,782,700

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

Cost accounting system Cost to charge ratio Other

Section C. Collection Practices

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

Yes

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

Yes

Part IV

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

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

Schedule H (Form 990) 2014

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest—see instructions) How many hospital facilities did the organization operate during the tax year?1 Name, address, primary website address, and state license number (and if a group return, the name and EIN of the subordinate hospital organization that operates the hospital facility)
1	THE HOSPITAL OF THE UNIV OF PENN 3400 SPRUCE STREET PHILADELPHIA,PA19104 WWW.PENNMEDICINE.ORG LICENSE# 341101	X	X	X	X	X	X

Schedule H (Form 990) 2014

Page

Part VFacility Information (continued)

Section B. Facility Policies and Practices

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

	THE HOSPITAL OF THE UNIV OF PENN
Name of hospital facility or letter of facility reporting group

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

Yes

Community Health Needs Assessment

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

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

During the tax year or either of the two immediately preceding tax years, did the hospital facility conduct a community health needs assessment (CHNA)? If "No," skip to line 12....................

Yes

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

A definition of the community served by the hospital facility

Demographics of the community

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

How data was obtained

The significant health needs of the community

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

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

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

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

Other (describe in Section C)

Indicate the tax year the hospital facility last conducted a CHNA: 20 12

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

Yes

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

Yes

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

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

Yes

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

Hospital facility’s website (list url): SEE SCHEDULE H, PART V, SECTION C

Other website (list url):

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

Other (describe in Section C)

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

Yes

Indicate the tax year the hospital facility last adopted an implementation strategy: 20 12

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

Yes

If "Yes" (list url): SEE SCHEDULE H, PART V, SECTION C

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

10b

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

12a

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

12a

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

12b

If "Yes" to line 12b, what is the total amount of section 4959 excise tax the organization reported on Form 4720 for all of its hospital facilities? $

Schedule H (Form 990) 2014

Page

Part VFacility Information (continued)

	THE HOSPITAL OF THE UNIV OF PENN
Name of hospital facility or letter of facility reporting group

Yes

Financial Assistance Policy (FAP)

Did the hospital facility have in place during the tax year a written financial assistance policy that:

Explained eligibility criteria for financial assistance, and whether such assistance included free or discounted care?

Yes

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

Federal poverty guidelines (FPG), with FPG family income limit for eligibility for free care of 300.%
and FPG family income limit for eligibility for discounted care of 300.%

Income level other than FPG (describe in Section C)

Asset level

Medical indigency

Insurance status

Underinsurance discount

Residency

Other (describe in Section C)

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

Yes

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

Yes

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

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

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

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

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

Other (describe in Section C)

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

Yes

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

The FAP was widely available on a website (list url): SEE SCHEDULE H, PART V, SECTION C

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

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

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

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

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

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

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

Other (describe in Section C)

Billing and Collections

Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy (FAP) that explained all of the actions the hospital facility or other authorized party may take upon non-payment?..................................

Yes

Check all of the following actions against an individual that were permitted under the hospital facility's policies during the tax year before making reasonable efforts to determine the individual’s eligibility under the facility’s FAP:

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

None of these actions or other similar actions were permitted

Schedule H (Form 990) 2014

Page

Part VFacility Information (continued)

	THE HOSPITAL OF THE UNIV OF PENN
Name of hospital facility or letter of facility reporting group

Yes

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

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

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

Indicate which efforts the hospital facility or other authorized party made before initiating any of the actions listed (whether or not checked) in line 18. (check all that apply):

Notified individuals of the financial assistance policy on admission

Notified individuals of the financial assistance policy prior to discharge

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

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

Other (describe in Section C)

None of these efforts were made

Policy Relating to Emergency Medical Care

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

Yes

If "No," indicate why:

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

The hospital facility’s policy was not in writing

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

Other (describe in Section C)

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

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

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

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

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

Other (describe in Section C)

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

If "Yes," explain in Section C.

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

If "Yes," explain in Section C.

Schedule H (Form 990) 2014

Page

Part V

Facility Information (continued)

Section C. Supplemental Information for Part V, Section B. Provide descriptions required for Part V, Section B, lines 2, 3j, 5, 6a, 6b, 7d, 11, 13b, 13h, 15e, 16i, 18d, 19d, 20e, 21c, 21d, 22d, 23, and 24. If applicable, provide separate descriptions for each hospital facility in a facility reporting group, designated by facility reporting group letter and hospital facility line number from Part V, Section A (“A, 1,” “A, 4,” “B, 2,” “B, 3,” etc.) and name of hospital facility.
Form and Line Reference	Explanation
PART V, SECTION B, LINES 5, 6A & 6B (INPUT FROM COMMUNITY; JOINT CHNA)	THE UNIVERSITY OF PENNSYLVANIA IS A MEMBER OF THE DELAWARE VALLEY HEALTHCARE COUNCIL OF HOSPITAL & HEALTH SYSTEM ASSOCIATION OF PENNSYLVANIA ("DVHC"), THE MEMBERSHIP ASSOCIATION FOR HOSPITALS IN THE FIVE-COUNTY REGION OF SOUTHEASTERN PENNSYLVANIA. DVHC ESTABLISHED A COMMUNITY HEALTH NEEDS ASSESSMENT ("CHNA") WORKGROUP TO ASSIST HOSPITALS IN: - UNDERSTANDING AFFORDABLE CARE ACT (ACA) REQUIREMENTS AND INTERNAL REVENUE SERVICE GUIDANCE AROUND COMMUNITY HEALTH NEEDS ASSESSMENTS. - IDENTIFYING THE BEST RESOURCES, TOOLS, AND SERVICES FOR CONDUCTING NEEDS ASSESSMENTS. THE WORKGROUP CONSISTED OF REPRESENTATIVES FROM THE FOLLOWING COLLABORATING HOSPITALS, HEALTH SYSTEMS, AND ORGANIZATIONS: -ABINGTON HEALTH -ARIA HEALTH -BUCKS COUNTY HEALTH IMPROVEMENT PARTNERSHIP -THE CHILDREN'S HOSPITAL OF PHILADELPHIA -CROZER-KEYSTONE HEALTH SYSTEM -EINSTEIN HEALTHCARE NETWORK -HOLY REDEEMER -JEFFERSON HEALTH SYSTEM ("JHS") (INCLUDING THOMAS JEFFERSON UNIVERSITY HOSPITALS, INC., MAIN LINE HEALTH, AND MAGEE REHABILITATION HOSPITAL)- JHS DISBANNED AS OF JUNE 30, 2014. -MERCY HEALTH SYSTEM OF SEPA -PENN MEDICINE (THE HOSPITAL OF THE UNIVERSITY OF PENNSYLVANIA, PENN PRESBYTERIAN MEDICAL CENTER, AND PENNSYLVANIA HOSPITAL) -ST. MARY MEDICAL CENTER -TEMPLE UNIVERSITY HEALTH SYSTEM --------------------
PART V, SECTION B, LINE 7 & 10- CHNA & IMP. PLAN PUBLIC AVAILABILITY	A COPY OF THE ORGANIZATION'S CHNA AND IMPLEMENTATION PLAN CAN BE ACCESSED AT: HTTPS://WWW.PENNMEDICINE.ORG/WHY-PENN/SERVING-OUR-COMMUNITY/REPORTS. OUR CHNA AND IMPLEMENTATION/IMPROVEMENT PLAN ARE ALSO AVAILABLE TO THE PUBLIC UPON REQUEST. --------------------
PART V, SECTION B, LINE 11 (ADDRESSING THE NEEDS IDENTIFIED IN THE CHNA)	FOR A COMPLETE DESCRIPTION ON HOW THE ORGANIZATION IS ADDRESSING THE NEEDS IDENTIFIED IN THE MOST RECENTLY COMPLETED CHNA, SEE THE FOLLOWING: HTTPS://WWW.PENNMEDICINE.ORG/WHY-PENN/SERVING-OUR-COMMUNITY/REPORTS --------------------
PART V, SECTION B, LINE 16 (FINANCIAL ASSISTANCE POLICY AVAILABILITY)	A COPY OF THE ORGANIZATION'S FINANCIAL ASSISTANCE POLICY CAN BE ACCESSED AT: HTTPS://WWW.PENNMEDICINE.ORG/FOR-PATIENTS-AND-VISITORS/PATIENT-INFORMATION /PRIVACY-AND-HEALTH-CARE-POLICIES/FINANCIAL-ASSISTANCE. --------------------

Schedule H (Form 990) 2014

Page

Part VFacility Information (continued)

Section D. Other Health Care Facilities That Are Not Licensed, Registered, or Similarly Recognized as a Hospital Facility (list in order of size, from largest to smallest) How many non-hospital health care facilities did the organization operate during the tax year?16
Name and address		Type of Facility (describe)
1	PENN MEDICINE AT RADNOR 250 KING OF PRUSSIA ROAD BALA CYNWYD,PA19004	OUTPATIENT FACILITY
2	PENN MEDICINE AT BUCKS COUNTY 777 TOWNSHIP LINE ROAD YARDLEY,PA19067	OUTPATIENT FACILITY
3	PENN MEDICINE AT VALLEY FORGE 1001 CHESTERBROOK BLVD BERWYN,PA19312	OUTPATIENT FACILITY
4	PENN MEDICINE AT WOODBURY HEIGHTS 1006 MANTUA PIKE WOODBURY HEIGHTS,NJ08097	OUTPATIENT FACILITY
5	PENN MEDICINE AT RITTENHOUSE 1800 LOMBARD STREET PHILADELPHIA,PA19146	INPATIENT REHABILITATION
6	ANATOMY CHEMISTRY 420 GUARDIAN DRIVE PHILADEPHIA,PA19104	RESEARCH FACILITY
7	BIOMEDICAL RESEARCH BUILDING 2 500 OSLER CIRCLE PHILADELPHIA,PA19104	RESEARCH FACILITY
8	BLOCKLEY HALL 423 GUARDIAN DRIVE PHILADELPHIA,PA19104	RESEARCH FACILITY
9	CAROLYN HOFF LYNCH BIOLOGY LAB 435 S UNIVERSITY AVENUE PHILADELPHIA,PA19104	RESEARCH FACILITY
10	CHEMISTRY LABORATORIES - 1958 WING 231 S 34TH STREET PHILADELPHIA,PA19104	RESEARCH FACILITY
11	CHESTNUT HALL 3900 CHESTNUT STREET PHILADELPHIA,PA19104	RESEARCH FACILITY
12	CLINICAL RESEARCH BUILDING 415 CURIE BLVD PHILADELPHIA,PA19104	RESEARCH FACILITY
13	GL LABORATORY BUILDING 500 S RIDGEWAY GLENOLDEN,PA19036	RESEARCH FACILITY
14	GODDARD LABORATORIES 3710 HAMILTON WALK PHILADELPHIA,PA19104	RESEARCH FACILITY
15	HAYDEN HALL 3320 SMITH WALK PHILADELPHIA,PA19104	RESEARCH FACILITY
16	PERELMAN CENTER FOR ADVANCED MEDICINE 3400 CIVIC CENTER BOULEVARD PHILADELPHIA,PA19104	OUTPATIENT FACILITY

Schedule H (Form 990) 2014

Page

Part VI

Supplemental Information

Provide the following information.

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

Form and Line Reference	Explanation
PART I, LINE 7 (BAD DEBT EXPENSE, COSTING METHODOLOGY USED)	THE BAD DEBT EXPENSE AMOUNT INCLUDED ON FORM 990, PART IX, COLUMN 25(A) WAS $5,594,000 RELATED TO ACADEMIC BAD DEBTS FOR THE YEAR ENDED JUNE 30, 2015. CONSISTENT WITH PRIOR YEAR, PATIENT SERVICE BAD DEBTS ARE TREATED AS A CONTRA-REVENUE LINE ITEM ON THE STATEMENT OF REVENUE. THE COSTING METHODOLOGY USED IN CALCULATING THE AMOUNTS REPORTED ON THE LINE 7 TABLE ARE BASED ON A COST TO CHARGE RATIO. THE COST TO CHARGE RATIO WAS DERIVED FROM WORKSHEET 2 OF THE FORM 990, SCHEDULE H INSTRUCTIONS. --------------------
PART II (DETAIL OF COMMUNITY BUILDING ACTIVITIES)	AT THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM ("UPHS"), WORKING FOR THE BENEFIT OF THE COMMUNITY IS NOT ONLY A PRIORITY; IT IS ROOTED DEEP IN OUR CULTURE. ALONG WITH OUR ROLE AS A LEADER IN MEDICAL CARE AND RESEARCH, WE HAVE CULTIVATED A STRONG AFFINITY WITH THE NEIGHBORHOODS WE SERVE - BECOMING INCREASINGLY RESPONSIVE IN IDENTIFYING NEEDS AND BEING PROACTIVE IN FINDING SOLUTIONS. WE ARE SENSITIVE TO THE DISPARITY IN THE QUALITY OF HEALTH AND HEALTH CARE AMONG THE PEOPLE OF THE PHILADELPHIA AREA. IN NEIGHBORHOODS THROUGHOUT THE CITY, MANY RESIDENTS- OFTEN THE VERY YOUNG OR THE VERY OLD- DO NOT HAVE ACCESS TO ADEQUATE CARE. THE QUALITY OF THEIR LIVES IS DIMINISHED BECAUSE THEY ARE UNABLE TO RECEIVE THE SERVICES AND SUPPORT THEY NEED. AWARE OF THESE BARRIERS TO HEALTH CARE FACED BY OUR COMMUNITIES, WE USE OUR RESOURCES TO IMPROVE THE HEALTH AND WELLNESS AMONG THE UNDERSERVED. OUR MORAL IMPERATIVE IS TO LOOK, LISTEN, AND ACT - IN WAYS THAT WILL MAKE A DIFFERENCE. IN COLLABORATION WITH OUR PHYSICIANS, NURSES, STUDENTS AND COMMUNITY PARTNERS, WE TAKE ACTION TO ENHANCE THE WELL-BEING OF THE NEIGHBORHOODS WE ALL SHARE. OUR OUTREACH EXTENDS IN MANY DIRECTIONS AND IS DISPLAYED IN MANY WAYS. A LISTING OF SOME OF THE VARIOUS HEALTHCARE-RELATED COMMUNITY OUTREACH ACTIVITIES CONDUCTED BY UPHS IS INCLUDED IN OUR RESPONSE TO SCHEDULE H, PART VI, LINE 2, AS WELL AS IN OUR FORM 990, PART III STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS. IN ADDITION TO DIRECT HEALTH-CARE RELATED ACTIVITIES, THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") ALSO PROMOTES THE HEALTH OF ITS COMMUNITY BY PROVIDING A DIRECT ECONOMIC IMPACT TO ITS SURROUNDING AREA. UNIVERSITY CITY, THE AREA OF WEST PHILADELPHIA THAT HOSTS THE UNIVERSITY'S CAMPUS, IS A NEIGHBORHOOD OF CHOICE FOR FAMILIES, STUDENTS, FACULTY, STAFF AND VISITORS AND A THRIVING LOCATION FOR RETAILERS, RESTAURATEURS, HOTELS, OFFICE-BASED BUSINESSES AND OTHERS. THE UNIVERSITY'S STRATEGIC NEIGHBORHOOD INVESTMENTS AND COMMUNITY PARTNERSHIPS ARE A RECOGNIZED NATIONAL AND GLOBAL MODEL FOR URBAN CAMPUSES. THE IMPACT OF THE UNIVERSITY'S LOCAL COMMUNITY INITIATIVES INCLUDE: - WITH $1.9 MILLION IN DUES, THE UNIVERSITY IS THE LARGEST CONTRIBUTOR TO THE UNIVERSITY CITY DISTRICT, WHICH PROVIDES SUPPLEMENTAL SAFETY, CLEANING AND STREETSCAPE IMPROVEMENTS TO THE NEIGHBORHOOD. - IN FY 2015 THE UNIVERSITY CONTINUED TO SUBSIDIZE THE PENN ALEXANDER SCHOOL WITH AN OPERATING CONTRIBUTION OF $836,640, ALONG WITH PROVIDING GRADUATE SCHOOL OF EDUCATION STUDENT TEACHER HOURS. THE PENN ALEXANDER SCHOOL IS A TOP-RANKED PUBLIC ELEMENTARY SCHOOL IN UNIVERSITY CITY. - THE UNIVERSITY PROVIDED MILLIONS IN STUDENT AID IN FY 2015 TO PHILADELPHIA RESIDENTS ENROLLED AT THE UNIVERSITY, INCLUDING STUDENTS FROM WEST PHILADELPHIA. - THE UNIVERSITY'S $1 MILLION ANNUAL INVESTMENT IN THE NETTER CENTER FOR COMMUNITY PARTNERSHIPS ENABLES AN ARRAY OF LOCAL INITIATIVES INCLUDING TUTORING PUBLIC SCHOOL STUDENTS AND PROVIDING HEALTH AND NUTRITION PROGRAMS. - THE UNIVERSITY PURCHASED MILLIONS IN PRODUCTS AND SERVICES FROM BUSINESSES IN WEST AND SOUTHWEST PHILADELPHIA IN FY 2015. - HOUSING PRICES IN THE UNIVERSITY CITY AREA CONTINUE TO APPRECIATE BASED IN LARGE PART TO THE CONTINUED INVESTMENTS MADE BY THE UNIVERSITY TO THE SURROUNDING AREA. --------------------
PART III, SECTION A, LINE 2 (BAD DEBT EXPENSE)	THE COSTING METHODOLOGY USED IN DETERMINING THE AMOUNTS REPORTED ON LINES 2 AND 3 ARE BASED ON ACTUAL CHARGES WRITTEN OFF (AMOUNTS THAT ARE DEEMED TO BE UNCOLLECTIBLE). -------------------- PART III, SECTION A, LINE 3 (BAD DEBT EXPENSE ATTRIBUTABLE TO PATIENTS ELIBIBLE UNDER THE ORGANIZATION'S FINANCIAL ASSISTANCE POLICY) UPHS UTILIZES A THIRD-PARTY VENDOR TO POPULATE THE NUMBER OF INDIVIDUALS WITHIN EACH HOUSEHOLD AND THE MEAN HOUSEHOLD INCOME BASED ON THE ACCOUNT ADDRESS. UPHS ESTIMATES THE AMOUNT OF BAD DEBTS ATTRIBUTABLE TO PATIENTS ELIGIBLE UNDER ITS FINANCIAL ASSISTANCE POLICY BASED UPON 300% OF THE FEDERAL POVERTY GUIDELINES. -------------------- PART III, SECTION A, LINE 4 (BAD DEBT EXPENSE FOOTNOTE) THE BAD DEBT EXPENSE FOOTNOTE DISCLOSURE CAN BE FOUND ON PAGE 17 OF THE ATTACHED CONSOLIDATED FINANCIAL STATEMENTS FOR THE UNIVERSITY OF PENNSYLVANIA. --------------------
PART III, SECTION B, LINE 8 (COSTING METHODOLOGY, MEDICARE SHORTFALL)	THE COSTING METHODOLOGY USED IN DETERMINING THE AMOUNT REPORTED ON LINE 6 IS BASED ON A COST TO CHARGE RATIO. CONSISTENT WITH THE CHARTIABLE HEALTHCARE MISSION OF UPHS AND THE COMMUNITY BENEFIT STANDARD SET FORTH IN IRS REVENUE RULING 69-545, UPHS PROVIDES CARE FOR ALL PATIENTS COVERED BY MEDICARE SEEKING MEDICAL CARE AT UPHS. SUCH CARE IS PROVIDED REGARDLESS OF WHETHER THE REIMBURSEMENT PROVIDED FOR SUCH SERVICES MEETS OR EXCEEDS THE COSTS INCURRED BY UPHS TO PROVIDE SUCH SERVICES. --------------------
PART III, LINE 9B (COLLECTION PRACTICES)	THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM PROVIDES URGENT/EMERGENT MEDICAL SERVICES WITHOUT REGARD TO ABILITY TO PAY. WHEN IT HAS BEEN DETERMINED THAT A PATIENT IS NOT ELIGIBLE FOR COVERAGE BY EXTERNAL SOURCES OF FUNDING, FINANCIAL ASSISTANCE MAY BE AVAILABLE FOR BOTH THE UNINSURED AND UNDERINSURED, THE INDIGENT, HARDSHIP AND MEDICALLY INDIGENT AND MAY BE APPROVED AS EITHER FULL OR PARTIAL FREE CARE. PATIENTS WHO DO NOT COOPERATE WITH THE FINANCIAL COUNSELING PROCESS OR WHOSE APPLICATION FOR FINANCIAL ASSISTANCE IS DENIED BY THE HEALTH SYSTEM MAY BE PURSUED BY COLLECTION EFFORTS, INCLUDING REFERRAL TO AN OUTSIDE COLLECTION AGENCY OR ATTORNEY AS DETERMINED BY OUR PATIENT ACCOUNTING DEPARTMENT. --------------------
PART VI, LINE 2 (NEEDS ASSESSMENT)	THE MISSION OF UPHS IS TO PROVIDE THE MOST ADVANCED AND HIGHEST QUALITY PATIENT CARE POSSIBLE; TO PROVIDE A RICH AND DIVERSE EDUCATIONAL ENVIRONMENT FOR STUDENTS AND TRAINEES; AND TO SUPPORT CLINICAL RESEARCH THAT PUSHES THE BOUNDARIES OF CURRENT HUMAN KNOWLEDGE. TO THESE ENDS, UPHS IS AN ACTIVE PARTICIPANT IN THE WEST PHILADELPHIA NEIGHBORHOOD THAT IS OUR HOME. ON ANY GIVEN DAY, UPHS PHYSICIANS, NURSES, MEDICAL STUDENTS AND VOLUNTEERS ARE OUT IN THE COMMUNITY SHARING THEIR SKILLS, THEIR TALENTS AND MOST IMPORTANTLY, THEMSELVES FOR THE BETTERMENT OF THE COMMUNITY. - HOW UPHS IDENTIFIES AND TAKES ACTION TO ADDRESS RACIAL, ETHNIC, AND GENDER DISPARITIES IN MEDICAL CARE EVERY DAY IN OUR NEIGHBORHOOD CLINICS, IN OUR EMERGENCY ROOM AND PHYSICIANS' OFFICES WE SEE THE EFFECTS OF RACIAL, ETHNIC AND GENDER DISPARITIES IN HEALTH CARE. IN KEEPING WITH OUR CHARITABLE PURPOSE, UPHS ACCEPTS PATIENTS IN NEED OF URGENT MEDICAL CARE REGARDLESS OF THEIR FINANCIAL STATUS OR ANY OTHER SOCIO-ECONOMIC FACTORS. AS THE MAIN PROVIDER IN A SERVICE AREA THAT INCLUDES A NUMBER OF ECONOMICALLY-CHALLENGED NEIGHBORHOODS, UPHS PROVIDES CARE TO MANY PATIENTS WHO DO NOT HAVE HEALTH INSURANCE PROVIDING MORE THAN $100 MILLION IN CHARITY AND UNDERFUNDED CARE EACH YEAR. IN PARTNERSHIP WITH COMMUNITY-BASED ORGANIZATIONS AND OTHER AREA INSTITUTIONS, UPHS SEEKS TO IDENTIFY AND ADDRESS RACIAL, ETHNIC AND GENDER DISPARITIES THROUGH SUPPORT FOR PROGRAMS INCLUDING, BUT NOT LIMITED TO: > PUENTES DE SALUD - A WEEKLY FREE CLINIC THAT SEEKS TO ADDRESS THE HEALTH NEEDS OF THE GROWING LATINO POPULATION BY PROVIDING LOW-COST CARE TO MORE THAN 800 PATIENTS ANNUALLY. > THE UNITY CLINIC - A FREE CLINIC THAT PROVIDES PRIMARY CARE SERVICES TO LOW-INCOME ASIAN IMMIGRANTS IN PHILADELPHIA. > WOMEN AND CHILDREN'S HEALTH SERVICES - AN AMBULATORY CARE FACILITY THAT SPECIALIZES IN THE PROVISION OF OBSTETRICAL, FAMILY PLANNING AND SOCIAL SERVICES THROUGH FREE AND LOW COST PROGRAMS THAT EXTEND WELL BEYOND TRADITIONAL MEDICAL CARE. - HOW THE HEALTH SYSTEM ASSESSES COMMUNITY HEALTH STATUS UPHS PROVIDES VARIOUS COMMUNITY SERVICES WHICH, IN CONJUNCTION WITH PROVIDING PATIENT CARE AND EDUCATIONAL INFORMATION, HELP US ASSESS THE HEALTH STATUS OF OUR COMMUNITY. SOME OF OUR MOST SUCCESSFUL INITIATIVES RESULT FROM APPLYING THE COLLECTIVE RESOURCES OF COMMUNITY RESIDENTS AND ORGANIZATIONS, HEALTH CARE PROFESSIONALS, AND PUBLIC HEALTH AGENCIES WITH THE GOAL OF IDENTIFYING AND ADDRESSING A COMMUNITY PROBLEM. THIS IS ACCOMPLISHED IN MANY WAYS, SUCH AS: FORMAL HEALTH ASSESSMENTS THAT INDIVIDUAL PROGRAMS MAY PERFORM, OPEN DIALOGUE WITH COMMUNITY LEADERS THROUGH PARTICIPATION IN COMMUNITY MEETINGS, OR BY ASSESSING COMMUNITY HEALTH STATUS IN THE WORK WE PERFORM OUT IN THE COMMUNITY. - HOW THE HEALTH SYSTEM COLLABORATES WITH COMMUNITY STAKEHOLDERS, INCLUDING OTHER INSTITUTIONAL PROVIDERS, TO IDENTIFY SPECIFIC COMMUNITY HEALTH NEEDS AND TO DEVELOP AND MEASURE EFFECTIVENESS OF PROGRAMS TO HELP MEET THOSE NEEDS COLLABORATION WITH COMMUNITY STAKEHOLDERS AND OTHER INSTITUTIONAL PROVIDERS IS A PARTICULARLY STRONG AREA FOR UPHS. WORKING IN CONJUNCTION WITH COMMUNITY-BASED NON-PROFIT ORGANIZATIONS, CITY AGENCIES AND OTHER COMMUNITY STAKEHOLDERS, UPHS SEEKS TO IDENTIFY AND ADDRESS COMMUNITY HEALTH NEEDS THROUGH PROGRAMS AND SERVICES, SUCH AS: > SAYRE HEALTH CENTER - RECOGNIZING A NEED FOR PRIMARY CARE SERVICES IN THE NEIGHBORHOOD, PENN JOINED FORCES WITH THE SCHOOL DISTRICT OF PHILADELPHIA TO BRING A STATE-OF-THE-ART HEALTH CARE FACILITY TO SAYRE HIGH SCHOOL IN WEST PHILADELPHIA. IN ADDITION TO PROVIDING PRIMARY CARE SERVICES TO THE COMMUNITY, PENN MEDICINE PHYSICIANS WORK IN PARTNERSHIP WITH SAYRE STUDENTS TO TEACH BASIC MEDICAL SERVICES THAT ONE DAY COULD LEAD TO A CAREER IN THE MEDICAL PROFESSION. > BRIDGING THE GAPS - A PARTNERSHIP OF THE AREA'S FIVE ACADEMIC HEALTH CENTERS, BRIDGING THE GAPS (BTG) LINKS THE TRAINING OF HEALTH PROFESSIONALS WITH THE PROVISION OF CARE TO ECONOMICALLY DISADVANTAGED POPULATIONS. LED BY UPHS PHYSICIANS AND STAFF, BTG GIVES MEDICAL STUDENTS THE OPPORTUNITY TO GAIN FIRST-HAND INSIGHT INTO THE COMPLEX ISSUES AFFECTING UNDERSERVED URBAN COMMUNITIES. IN ADDITION TO THE PROGRAMS OUTLINES ABOVE, UPHS PHYSICIANS AND STAFF PROVIDE EDUCATIONAL PROGRAMS IN CONJUNCTION WITH AREA HIGH SCHOOLS AND VOLUNTEER THEIR EXPERTISE TO NUMEROUS PUBLIC HEALTH COMMITTEES AND AGENCIES AT THE COMMUNITY, STATE AND NATIONAL LEVEL. - HOW THE HEALTH SYSTEM REGULARLY REPORTS TO THE COMMUNITY ON THE ORGANIZATION'S QUALITY PERFORMANCE FOR THE FULL RANGE OF SERVICES IT PROVIDES SINCE 2007, UPHS HAS PUBLISHED AN ANNUAL COMMUNITY BENEFIT REPORT, "SIMPLY BECAUSE," WHICH HIGHLIGHTS SOME OF THE EXTENSIVE WORK UPHS PERFORMS IN THE COMMUNITY. THIS WIDELY DISTRIBUTED REPORT INCLUDES EXAMPLES OF OUR COMMUNITY EFFORTS AS WELL AS STATISTICS RELATED TO THE COMMUNITY BENEFIT WE PROVIDE. ADDITIONALLY, LAST YEAR UPHS IMPLEMENTED OUR "PENN MEDICINE CARES" (COMMUNITY ACTIVITY REPORTING E-INITIATIVE) PROGRAM. WHILE THE "SIMPLY BECAUSE" REPORT PROVIDES US A BRIEF GLIMPSE INTO ALL THE GOOD WORK UPHS PERSONNEL ARE INVOLVED IN, IT REPRESENTS ONLY A FRACTION OF THE TOTAL COMMUNITY SERVICE WORK THAT OCCURS. WE DEVELOPED THIS REPORTING PROGRAM TO ENCOURAGE OUR EMPLOYEES TO REPORT ALL OF THE COMMUNITY SERVICES THEY PROVIDE SO THAT WE CAN BETTER TRACK COMMUNITY OUTREACH, ENCOURAGE MORE VOLUNTEERISM AND BETTER TARGET OUR EFFORTS TO MEET THE GREATEST COMMUNITY NEEDS. HTTPS://WWW.PENNMEDICINE.ORG/WHY-PENN/SERVING-OUR-COMMUNITY/REPORTS - WHETHER AND HOW UPHS IS ADDRESSING THE PER CAPITA COST OF CARE IN THE COMMUNITY. UPHS SUPPORTS EFFORTS TO PROVIDE FREE AND LOW-COST CARE TO THE COMMUNITY THROUGH PARTNERSHIPS WITH BOTH PENN-RELATED AND NON-RELATED PROGRAMS. UPHS PHYSICIANS AND STAFF WORK IN HEALTH CLINICS THROUGHOUT PHILADELPHIA THAT PROVIDE THESE MUCH-NEEDED SERVICES THAT ALSO ADDRESSES THE PER CAPITA COST OF HEALTH CARE IN THE COMMUNITY. IN ADDITION, UPHS HAS A SPECIALTY CARE CONTRACT WITH THE CITY OF PHILADELPHIA THAT ALLOWS PHYSICIANS FROM THE CITY'S DISTRICT HEALTH CENTERS TO REFER PATIENTS INTO THE SYSTEM FOR APPOINTMENTS IN SPECIALTIES SUCH AS CARDIOLOGY, NEUROLOGY AND DERMATOLOGY. THESE SERVICES ARE PROVIDED TO THE CITY AT A SIGNIFICANTLY REDUCED COST - GIVING UNINSURED AND UNDERINSURED PATIENTS ACCESS TO CARE THEY MIGHT NOT OTHERWISE RECEIVE WHILE KEEPING DOWN THE PER CAPITA COST FOR THE CITY AND RESIDENTS OF THE COMMUNITY. AT UPHS, WORKING FOR THE BENEFIT OF THE COMMUNITY IS NOT ONLY A PRIORITY; IT IS ROOTED DEEP IN OUR CULTURE. ALONG WITH OUR ROLE AS A LEADER IN MEDICAL CARE AND RESEARCH, UPHS HAS CULTIVATED A STRONG AFFINITY WITH THE NEIGHBORHOODS WE SERVE- BECOMING INCREASINGLY RESPONSIVE IN IDENTIFYING NEEDS AND PROACTIVE IN FINDING SOLUTIONS. IN ADDITION TO OUR OWN INTERNAL EFFORTS, UPHS ALSO COLLABORATES WITH VARIOUS PUBLIC AND PRIVATE AGENCIES TO HELP DETERMINE COMMUNITY HEALTH NEEDS AND HOW BEST TO ADDRESS THEM. THE SUCCESS OF COMMUNITY OUTREACH REQUIRES A STRONG FOCUS ON SOLUTIONS. AT UPHS, WE CONTINUALLY FIND WAYS TO EXPAND AND STRENGTHEN THE SAFETY NET THAT HELPS ENSURE THE WELL-BEING OF THE COMMUNITIES WE SERVE. IN THAT REGARD, ONE OF OUR MAJOR RESPONSIBILITIES IS TO SHARE KNOWLEDGE. WORKING TOGETHER WITH COMMUNITY PARTNERS ENABLES US TO ACCOMPLISH MORE THAN ANY ONE PERSON COULD INDIVIDUALLY. --------------------
PART VI, LINE 3 (PATIENT EDUCATION OF ELIGIBILITY FOR ASSISTANCE)	UPHS IS COMMITTED TO CARING FOR ALL PATIENTS EQUITABLY, WITH DIGNITY, RESPECT AND COMPASSION WITHOUT REGARD TO AGE, RACE, COLOR, NATIONAL ORIGIN, RELIGIOUS CREED, SEX, PHYSICAL OR MENTAL DISABILITY, MARITAL STATUS OR SEXUAL PREFERENCE. AS PART OF THIS COMMITMENT, UPHS OFFERS FINANCIAL COUNSELING AND ASSISTANCE PROGRAMS TO UNINSURED AND UNDERINSURED PATIENTS TO ASSIST THOSE WHO CANNOT PAY FOR ALL OR PART OF THEIR CARE. PATIENTS WILL BE CONSIDERED FOR FINANCIAL ASSISTANCE ON AN INDIVIDUAL BASIS, TAKING INTO CONSIDERATION TOTAL HOUSEHOLD INCOME AND OTHER RESOURCES. UPHS WILL ALSO CONSIDER OTHER FACTORS IN THE PATIENT/FAMILY FINANCIAL SITUATION, SHOULD THERE BE OTHER CRITICAL EXPENSES, NOT RELATED TO THE PATIENT'S MEDICAL CARE, THAT MAKE PAYMENT OF THE FINANCIAL OBLIGATION IMPOSSIBLE, SUCH AS CARING FOR A DISABLED FAMILY MEMBER. UNINSURED OR UNDERINSURED PERSONS MAY APPLY FOR FINANCIAL ASSISTANCE AT ANY TIME DURING TREATMENT OR WHEN REQUEST FOR PAYMENT IS MADE. UPHS INFORMS AND EDUCATES PATIENTS AND PERSONS WHO MAY BE BILLED FOR PATIENT CARE ABOUT THEIR ELIGIBILITY FOR ASSISTANCE UNDER FEDERAL, STATE, OR LOCAL GOVERNMENT PROGRAMS OR UNDER UPHS'S CHARITY CARE POLICY. PATIENTS ARE INFORMED OF THE AVAILABILITY OF CHARITY CARE IN VARIOUS WAYS (E.G. AT POINT OF REGISTRATION, ON POSTERS THROUGHOUT HOSPITAL, IN PRACTICES, FINANCIAL COUNSELOR INTERVIEW AND WEBSITE). --------------------
PART VI, LINE 4 (COMMUNITY INFORMATION)	UPHS IS SENSITIVE TO THE DISPARITY IN THE QUALITY OF HEALTH AND HEALTH CARE AMONG THE PEOPLE OF THE PHILADELPHIA AREA. IN NEIGHBORHOODS THROUGHOUT THE CITY, MANY RESIDENTS, OFTEN THE VERY YOUNG OR THE VERY OLD DO NOT HAVE ACCESS TO ADEQUATE CARE. THE QUALITY OF THEIR LIVES IS DIMINISHED BECAUSE THEY ARE UNABLE TO RECEIVE THE SERVICES AND SUPPORT THEY NEED. AWARE OF THE BARRIERS TO HEALTH CARE FACED BY OUR COMMUNITIES, WE USE OUR RESOURCES TO IMPROVE THE HEALTH AND WELLNESS AMONG THE UNDERSERVED. OUR MORAL IMPERATIVE IS TO LOOK, LISTEN, AND ACT IN WAYS THAT WILL MAKE A DIFFERENCE. IN COLLABORATION WITH OUR PHYSICIANS, NURSES, STUDENTS AND COMMUNITY PARTNERS, WE TAKE ACTION TO ENHANCE THE WELL-BEING OF THE NEIGHBORHOODS WE ALL SHARE. --------------------
PART VI, LINE 5 (INFORMATION REGARDING PROMOTION OF COMMUNITY HEALTH)	THE CORE COMMUNITY BENEFITS PROGRAMS OF UPHS WERE ESTABLISHED AND CONTINUE TO THRIVE WHETHER OPERATED BY OR ENCOURAGING VOLUNTEERS. HERE IS A LIST OF SOME OF THE COMMUNITY BENEFITS UPHS PROVIDES: - UNIVERSITY CITY HOSPITAL COALITION (UCHC) - PROVIDES MEALS TO THE HOMELESS AND HUNGRY. - UNITED COMMUNITY CLINIC (UCC) - A FREE HEALTH CLINIC IN THE BASEMENT OF A CHURCH IN THE EAST PARKSIDE NEIGHBORHOOD. - PROJECT ME (MIND EMPOWERMENT) - A PROGRAM AT JANE ADDAMS PLACE, AN EMERGENCY SHELTER FOR YOUNG HOMELESS MOTHERS, WHERE NURSES FROM VARIOUS DEPARTMENTS OF THE HOSPITAL OF THE UNIVERSITY OF PENNSYLVANIA (HUP) CONDUCT EDUCATIONAL CLASSES ON A VARIETY OF TOPICS INCLUDING CARING FOR BABY, FLU PREVENTION AND MORE. - ADDICTION UNIT AT PENN PRESBYTERIAN MEDICAL CENTER (PMC) - IS AN 18 BED FACILITY THAT PROVIDES REHAB TREATMENT FOR DRUG ADDICTS AND ALCOHOLICS. - DR. BERNETT L. JOHNSON, JR. SAYER HEALTH CENTER - THE LATE DR. SAYER HAD A VISION: TO CREATE A PRIMARY CARE HEALTH CENTER, WHERE PENN MEDICINE WORKS IN COLLABORATION WITH SAYER HIGH SCHOOL TO BRING STATE-OF-THE-ART HEALTH CARE TO THE NEIGHBORHOOD. SAYER IS ONE OF 30 SCHOOLS IN THE CITY PARTICIPATING IN PROJECT BIOEYES, AN INNOVATIVE EDUCATIONAL INITIATIVE SPONSORED BY THE UNIVERSITY OF PENNSYLVANIA'S INSTITUTE FOR REGENERATIVE MEDICINE AND THE NETTER CENTER FOR COMMUNITY PARTNERSHIPS. - PREVENTION POINT CLINIC - A NON-PROFIT GROUP THAT PRIMARILY SERVES THOSE WHO ARE UNINSURED OR LIVING IN SHELTERS. THE PRESENCE OF PENN DOCTORS AT THE CLINIC HAS BEEN GETTING AROUND BY WORD-OF-MOUTH. PREVENTION POINT OFFERS A VARIETY OF HEALTH SERVICES RANGING FROM TREATING INFECTIONS TO PROVIDING VACCINES FOR HEPATITIS AND TETANUS. PATIENTS WITH MORE CHRONIC ISSUES CAN RECEIVE REFERRALS TO PRIMARY CARE ELSEWHERE IN THE CITY. - PUENTES DE SALUD - THE GOAL OF THE ORGANIZATION IS TO BRIDGE THE GAP BRINGING LOW COST, HIGH QUALITY HEALTH CARE AND SOCIAL SERVICES TO SOUTH PHILADELPHIA'S GROWING LATINO POPULATION. VOLUNTEERS CONSISTING OF PENN PHYSICIANS, NURSES, MEDICAL STUDENTS AND UNDERGRADUATES FROM THE UNIVERSITY OF PENNSYLVANIA PROVIDE CARE FOR NEARLY 1,400 PATIENTS PRIMARILY SPANISH SPEAKING IMMIGRANTS. ROUGHLY 10% OF THEM ARE DIABETIC. - LATINA COMMUNITY HEALTH SERVICES (LCHS) IS THE WOMEN'S HEALTH EXTENSION OF PUENTES DE SALUD. THE PROGRAM WAS CREATED TO PROVIDE QUALITY HEALTH CARE TO HISPANIC WOMEN INCLUDING ULTRASOUND SCREENING AND DIABETES EDUCATION. - A GROUP OF CLERGY MEMBERS FROM CHRISTIAN STRONGHOLD BAPTIST CHURCH FREQUENTLY ADVISE PARISHIONERS SUFFERING FROM DEPRESSION, ANXIETY AND OTHER MENTAL HEALTH ISSUES. IN ORDER TO PROVIDE BETTER COUNSEL, THE CLERGY MEMBERS CONTACTED ASSISTANT PROFESSORS FROM PENN. ALONG WITH OTHER PENN PHYSICIANS, THEY OVERSEE A SERIES OF SEMINARS AT THE CHURCH IN CONJUNCTION WITH THE MAINLINE CHAPTER OF THE NATIONAL ALLIANCE ON MENTAL ILLNESS (NAMI) TO EDUCATE THE PASTORS ON MENTAL HEALTH ISSUES. - HALL-MERCER HOMELESS PROGRAM - A PROGRAM THAT PROVIDES CARE AND RESOURCES FOR PEOPLE WHO LIVE ON THE STREETS OR HAVE A HISTORY OF HOMELESSNESS. AS THE BEHAVIORAL WING OF PENNSYLVANIA HOSPITAL, HALL-MERCER OFFERS A FULL RANGE OF SERVICES TO THE CITY'S MENTALLY ILL OR DISPLACED POPULATION. - PENN SIGHT SAVERS PROGRAM - A GROUP OF STUDENTS FROM THE PERELMAN SCHOOL OF MEDICINE CONDUCT HUNDREDS OF FREE GLAUCOMA SCREENINGS AND EDUCATE COMMUNITIES ON THE TOPIC OF OCULAR HEALTH. --------------------
PART VI, LINE 6 (AFFILIATED HEALTHCARE SYSTEM INFORMATION)	THE MISSION OF THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM IS EXCELLENCE IN EDUCATION, RESEARCH, AND CLINICAL CARE. WE STRIVE TO ACHIEVE THESE GOALS BY HAVING THE BEST PEOPLE IN MEDICAL EDUCATION, HEALTH-RELATED RESEARCH, AND PATIENT CARE; MAKING USE OF KNOWLEDGE GAINED FROM NEARLY TWO AND A HALF CENTURIES OF LEARNING AND DISCOVERY AS PART OF A WORLD-CLASS UNIVERSITY; DELIVERING HIGH-QUALITY MEDICINE TO PATIENTS ACROSS A FULLY INTEGRATED ACADEMIC HEALTH SYSTEM; AND FULFILLING A COMMITMENT TO IMPROVE THE HEALTH OF PEOPLE IN THE COMMUNITIES SERVED BY THE HEALTH SYSTEM AND AROUND THE WORLD. AS PART OF AN AFFILIATED HEALTHCARE SYSTEM, THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM CONSISTS OF CERTAIN OPERATING DIVISIONS OF THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") AND AFFILIATED ENTITIES, INCLUDING: - THE CHESTER COUNTY HOSPITAL ("CCH"), INCLUDES A 245 BED COMPLEX IN WEST CHESTER, PENNSYLVANIA AND SATELLITE LOCATIONS IN EXTON, WEST GOSHEN, NEW GARDEN, JENNERSVILLE AND KENNETT SQUARE, PENNSYLVANIA. CCH BECAME PART OF THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM EFFECTIVE SEPTEMBER 1, 2013; - THE HOSPITAL OF THE UNIVERSITY OF PENNSYLVANIA ("HUP"), A 727 LICENSED BED QUATERNARY CARE HOSPITAL AND ACADEMIC MEDICAL CENTER LOCATED ON THE CAMPUS OF THE UNIVERSITY IN THE WEST PHILADELPHIA AREA OF PHILADELPHIA, PENNSYLVANIA; - PENN PRESBYTERIAN MEDICAL CENTER OF THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM ("PRESBYTERIAN"), A 317 LICENSED BED ACUTE CARE HOSPITAL LOCATED ADJACENT TO THE CAMPUS OF THE UNIVERSITY IN THE WEST PHILADELPHIA AREA OF PHILADELPHIA, PENNSYLVANIA; - PENNSYLVANIA HOSPITAL OF THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM ("PENNSYLVANIA HOSPITAL"), A 550 LICENSED BED ACUTE CARE HOSPITAL LOCATED IN THE CENTER CITY AREA OF PHILADELPHIA, PENNSYLVANIA; - THE CLINICAL PRACTICES OF THE UNIVERSITY OF PENNSYLVANIA ("CPUP"), THE APPROVED FACULTY PRACTICE PLAN FOR THE CLINICAL PRACTICES OF 1,355 MEMBERS OF THE MEDICAL FACULTY OF THE UNIVERSITY'S PERELMAN SCHOOL OF MEDICINE; - CLINICAL CARE ASSOCIATES OF THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM ("CCA"), A PRIMARY CARE PHYSICIAN NETWORK CURRENTLY EMPLOYING APPROXIMATELY 170 PHYSICIANS AT 51 OFFICE LOCATIONS IN SOUTHEASTERN PENNSYLVANIA AND THROUGH ITS NEW JERSEY AFFILIATE IN SOUTHERN NEW JERSEY; AND - WISSAHICKON HOSPICE, A HOSPICE CARE FACILITY SERVING THE TERMINALLY ILL, LOCATED IN BALA CYNWYD, PENNSYLVANIA. HUP AND CPUP ARE OPERATING DIVISIONS OF THE UNIVERSITY. PRESBYTERIAN, PENNSYLVANIA HOSPITAL, WISSAHICKON HOSPICE AND CCA ARE SEPARATE NONPROFIT CORPORATIONS AFFILIATED WITH AND CONTROLLED BY THE UNIVERSITY. --------------------
PART VI, LINE 7 (STATE FILING OF COMMUNITY BENEFIT REPORT)	N/A

Schedule H (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

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

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

Attach to Form 990.
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
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number
23-1352685

Part I

General Information on Grants and Assistance

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

Yes No

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

Part II

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

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

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

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

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

Cat. No. 50055P

Schedule I (Form 990) 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	(e)Method of valuation (book, FMV, appraisal, other)	(f)Description of non-cash assistance
(1) FINANCIAL AID TO UNDERGRADUATE STUDENTS	6843	262,103,000	N/A	N/A
(2) FINANCIAL AID TO GRADUATE STUDENTS	7552	125,841,000	N/A	N/A
(3) STUDENT PRIZES AND AWARDS	1370	3,035,000	N/A	N/A

Part IV

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

Return Reference

Explanation

SCHEDULE I, PART I, LINE 2

PROCEDURES FOR MONITORING GRANTS THE UNIVERSITY MAINTAINS A POLICY OF OFFERING QUALIFIED UNDERGRADUATE APPLICANTS ADMISSION TO THE UNIVERSITY WITHOUT REGARD TO FINANCIAL CIRCUMSTANCE. THIS POLICY PROVIDES FINANCIAL AID TO ELIGIBLE STUDENTS IN THE FORM OF DIRECT GRANTS AND EMPLOYMENT DURING THE ACADEMIC YEAR. THE UNIVERSITY MAINTAINS AN ALL-GRANT POLICY WHEREBY ANY QUALIFIED UNDERGRADUATE STUDENT WITH DEMONSTRATED FINANCIAL NEED RECEIVES A LOAN-FREE AID PACKAGE. STUDENTS MAY STILL BORROW AT THEIR DISCRETION TO SUPPLEMENT THEIR AID PACKAGES. AN UNDERGRADUATE STUDENT MAY ALSO BE ELIGIBLE FOR FACULTY/STAFF TUITION REMISSION AS A RESULT OF A PARENT BEING ELIGIBLE TO RECEIVE THIS BENEFIT AS A CONDITION OF THEIR EMPLOYMENT. GRADUATE/PROFESSIONAL FINANCIAL AID CAN BE AWARDED BASED ON FINANCIAL NEED, SERVICE (TEACHING FELLOWSHIPS, RESEARCH ASSISTANTSHIPS AND FELLOWSHIPS) OR OTHER CRITERIA SUCH AS MERIT/ACADEMICS. PHD STUDENTS GENERALLY RECEIVE MULTI-YEAR AWARDS COVERING THEIR FULL EDUCATIONAL COSTS. A GRADUATE/PROFESSIONAL STUDENT MAY ALSO BE ELIGIBLE FOR FACULTY/STAFF BENEFIT AS DESCRIBED ABOVE. --------------------

SCHEDULE I, PART II

DETAIL OF SUB-CONTRACTS IN FURTHERANCE OF ITS RESEARCH ACTIVITIES, THE UNIVERSITY OF PENNSYLVANIA MAKES SUB-CONTRACTS TO OTHER INSTITUTIONS THAT PERFORM RESEARCH IN CONNECTION WITH RESEARCH GRANTS AWARDED TO THE UNIVERSITY. THE UNIVERSITY DOES NOT CATEGORIZE THESE SUB-CONTRACTS AS GRANTS OR ASSISTANCE FOR FORM 990 REPORTING. DURING THE YEAR ENDED JUNE 30, 2015, THE UNIVERSITY OF PENNSYLVANIA MADE SUB-CONTRACT PAYMENTS TO 329 RECIPIENTS TOTALING $88,727,000.

Schedule I (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

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

Complete if the organization answered "Yes" to Form 990, Part IV, 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

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

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

Yes

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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

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

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

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

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

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

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

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

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

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

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

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2014

Page 2

Part II

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

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

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column(B) reported as deferred in prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1CRAIG CARNAROLIEXECUTIVE VICE PRESIDENT	(i) (ii)	819,422 ............................... 0	260,000 ............................... 0	670 ............................... 0	292,655 ............................... 0	22,362 ............................... 0	1,395,109 ............................... 0	0 ............................... 0
2JEFFREY COOPERVP GOVT & COMMUNITY RELATIONS	(i) (ii)	316,657 ............................... 0	48,000 ............................... 0	18,921 ............................... 0	26,775 ............................... 0	23,194 ............................... 0	433,547 ............................... 0	16,941 ............................... 0
3BONNIE GIBSONVP BUDGET AND MGMT ANALYSIS	(i) (ii)	322,510 ............................... 0	50,000 ............................... 0	7,730 ............................... 0	27,044 ............................... 0	28,443 ............................... 0	435,727 ............................... 0	0 ............................... 0
4STEPHEN GOLDINGVP FINANCE AND TREASURER	(i) (ii)	388,626 ............................... 0	57,500 ............................... 0	38,975 ............................... 0	36,663 ............................... 0	22,034 ............................... 0	543,798 ............................... 0	36,895 ............................... 0
5JOHN HEUERVP HUMAN RESOURCES	(i) (ii)	351,750 ............................... 0	51,000 ............................... 0	790 ............................... 0	32,378 ............................... 0	14,428 ............................... 0	450,346 ............................... 0	0 ............................... 0
6JOHN HORNCOMPTROLLER	(i) (ii)	259,651 ............................... 0	33,000 ............................... 0	1,153 ............................... 0	21,448 ............................... 0	7,376 ............................... 0	322,628 ............................... 0	0 ............................... 0
7LARRY JAMESONEXEC. VP UPHS & DEAN OF PSOM	(i) (ii)	1,516,715 ............................... 0	727,125 ............................... 0	51,874 ............................... 0	328,000 ............................... 0	42,007 ............................... 0	2,665,721 ............................... 0	0 ............................... 0
8LESLIE KRUHLYVP AND SECRETARY	(i) (ii)	276,420 ............................... 0	46,000 ............................... 0	6,254 ............................... 0	25,425 ............................... 0	15,942 ............................... 0	370,041 ............................... 0	0 ............................... 0
9STEPHEN J MACCARTHYVP COMMUNICATIONS	(i) (ii)	331,550 ............................... 0	57,000 ............................... 0	49,420 ............................... 0	29,645 ............................... 0	32,765 ............................... 0	500,380 ............................... 0	0 ............................... 0
10JOANN MITCHELLVP INSTITUTIONAL AFFAIRS	(i) (ii)	325,346 ............................... 0	54,000 ............................... 0	1,290 ............................... 0	29,835 ............................... 0	14,240 ............................... 0	424,711 ............................... 0	0 ............................... 0
11THOMAS MURPHYVP INFO SYSTEMS AND COMPUTING	(i) (ii)	401,683 ............................... 0	64,000 ............................... 0	9,225 ............................... 0	30,810 ............................... 0	24,993 ............................... 0	530,711 ............................... 0	0 ............................... 0
12ANNE PAPAGEORGEVP FACILITIES AND REAL ESTATE	(i) (ii)	379,615 ............................... 0	67,700 ............................... 0	690 ............................... 0	34,695 ............................... 0	13,507 ............................... 0	496,207 ............................... 0	0 ............................... 0
13VINCENT PRICEPROVOST	(i) (ii)	652,535 ............................... 0	195,000 ............................... 0	1,290 ............................... 0	172,670 ............................... 0	27,284 ............................... 0	1,048,779 ............................... 0	0 ............................... 0
14GREGORY ROSTVP AND CHIEF OF STAFF	(i) (ii)	419,964 ............................... 0	70,000 ............................... 0	1,290 ............................... 0	37,200 ............................... 0	25,119 ............................... 0	553,573 ............................... 0	0 ............................... 0
15ARTHUR RUBENSTEINFORMER EXEC. VP, DEAN, PSOM	(i) (ii)	449,911 ............................... 0	0 ............................... 0	6,180 ............................... 0	23,400 ............................... 0	23,093 ............................... 0	502,584 ............................... 0	0 ............................... 0
16MAUREEN RUSHVP PUBLIC SAFETY	(i) (ii)	275,080 ............................... 0	49,500 ............................... 0	1,543 ............................... 0	25,230 ............................... 0	33,269 ............................... 0	384,622 ............................... 0	0 ............................... 0
17WENDY WHITESR VP AND GENERAL COUNSEL	(i) (ii)	611,057 ............................... 0	101,000 ............................... 0	1,980 ............................... 0	55,530 ............................... 0	19,524 ............................... 0	789,091 ............................... 0	0 ............................... 0
18MARIE WITTVP BUSINESS SERVICES	(i) (ii)	295,885 ............................... 0	39,300 ............................... 0	780 ............................... 0	27,435 ............................... 0	24,099 ............................... 0	387,499 ............................... 0	0 ............................... 0
19JOHN ZELLERVP DEVELOPMENT & ALUMNI RELTNS	(i) (ii)	558,589 ............................... 0	96,000 ............................... 0	1,980 ............................... 0	51,165 ............................... 0	28,442 ............................... 0	736,176 ............................... 0	0 ............................... 0
20PETER AMMONCHIEF INVESTMENT OFFICER	(i) (ii)	672,727 ............................... 0	527,801 ............................... 0	270 ............................... 0	53,600 ............................... 0	14,189 ............................... 0	1,268,587 ............................... 0	0 ............................... 0
21ANDREW BINNSASSOCIATE PROVOST	(i) (ii)	323,807 ............................... 0	0 ............................... 0	1,980 ............................... 0	23,400 ............................... 0	20,452 ............................... 0	369,639 ............................... 0	0 ............................... 0
22DAWN BONNELLVICE PROVOST FOR RESEARCH	(i) (ii)	385,372 ............................... 0	0 ............................... 0	1,039 ............................... 0	23,400 ............................... 0	9,915 ............................... 0	419,726 ............................... 0	0 ............................... 0
23PATRICK BRENNAN MDSR VP & CHIEF MEDICAL OFFICER	(i) (ii)	443,886 ............................... 0	238,219 ............................... 0	55,661 ............................... 0	23,400 ............................... 0	22,329 ............................... 0	783,495 ............................... 0	0 ............................... 0
24REBECCA COOKEV. DEAN, ADMIN PSOM	(i) (ii)	357,692 ............................... 0	149,826 ............................... 0	790 ............................... 0	23,400 ............................... 0	24,504 ............................... 0	556,212 ............................... 0	0 ............................... 0
25GLEN N GAULTONVICE DEAN, PSOM	(i) (ii)	529,783 ............................... 0	231,007 ............................... 0	13,431 ............................... 0	23,400 ............................... 0	16,566 ............................... 0	814,187 ............................... 0	0 ............................... 0
26ELIZABETH B JOHNSTONEXECUTIVE DIRECTOR CPUP	(i) (ii)	540,993 ............................... 0	271,460 ............................... 0	159,443 ............................... 0	112,000 ............................... 0	8,501 ............................... 0	1,092,397 ............................... 0	131,231 ............................... 0
27KEITH KASPERCFO, UPHS	(i) (ii)	649,801 ............................... 0	312,813 ............................... 0	165,536 ............................... 0	116,000 ............................... 0	24,977 ............................... 0	1,269,127 ............................... 0	108,716 ............................... 0
28KEVIN MAHONEYSVP UPHS, CHIEF ADMIN OFFICER	(i) (ii)	699,205 ............................... 0	351,575 ............................... 0	166,389 ............................... 0	118,000 ............................... 0	24,410 ............................... 0	1,359,579 ............................... 0	139,704 ............................... 0
29GAIL MORRISONVICE DEAN, EDUCATION PSOM	(i) (ii)	460,810 ............................... 0	197,454 ............................... 0	17,547 ............................... 0	23,400 ............................... 0	20,394 ............................... 0	719,605 ............................... 0	0 ............................... 0
30RALPH MULLERCEO, UPHS	(i) (ii)	1,482,718 ............................... 0	710,362 ............................... 0	332,202 ............................... 0	0 ............................... 0	12,376 ............................... 0	2,537,658 ............................... 0	0 ............................... 0
31PHILLIP OKALASR VP UPHS BUS. DEVELOPMENT	(i) (ii)	682,490 ............................... 0	180,469 ............................... 0	74,039 ............................... 0	75,001 ............................... 0	22,501 ............................... 0	1,034,500 ............................... 0	54,461 ............................... 0
32PETER D QUINN MD DMDSR VP, UPHS VICE DEAN, PSOM	(i) (ii)	837,888 ............................... 0	402,343 ............................... 0	777,310 ............................... 0	23,400 ............................... 0	16,229 ............................... 0	2,057,170 ............................... 0	607,394 ............................... 0
33GARRY L SCHEIBCOO, UPHS	(i) (ii)	896,796 ............................... 0	428,313 ............................... 0	251,288 ............................... 0	178,000 ............................... 0	17,544 ............................... 0	1,771,941 ............................... 0	218,713 ............................... 0
34THOMAS L SPRAY MDCHOP - SURGERY	(i) (ii)	1,445,697 ............................... 0	0 ............................... 0	6,895,638 ............................... 0	23,400 ............................... 0	11,695 ............................... 0	8,376,430 ............................... 0	0 ............................... 0
35N SCOTT ADZICK MDCHOP - SURGERY	(i) (ii)	770,749 ............................... 0	0 ............................... 0	1,359,297 ............................... 0	23,400 ............................... 0	17,300 ............................... 0	2,170,746 ............................... 0	0 ............................... 0
36MICHAEL SEAN GRADY MDSURGEON - OTORHINOLARYNGOLOGY	(i) (ii)	1,310,202 ............................... 0	540,150 ............................... 0	3,953 ............................... 0	33,236 ............................... 0	19,741 ............................... 0	1,907,282 ............................... 0	0 ............................... 0
37WILLIAM C WELCH MDNEUROSURGERY	(i) (ii)	1,347,691 ............................... 0	0 ............................... 0	362,689 ............................... 0	23,400 ............................... 0	21,355 ............................... 0	1,755,135 ............................... 0	0 ............................... 0
38PAUL MARCOTTE MDNEUROSURGERY	(i) (ii)	1,297,915 ............................... 0	0 ............................... 0	369,102 ............................... 0	33,236 ............................... 0	6,818 ............................... 0	1,707,071 ............................... 0	0 ............................... 0
39DR AMY GUTMANNPRESIDENT, EX-OFFICIO TRUSTEE	(i) (ii)	1,216,096 ............................... 0	1,450,000 ............................... 0	257,211 ............................... 0	371,170 ............................... 0	39,401 ............................... 0	3,333,878 ............................... 0	0 ............................... 0

Schedule J (Form 990) 2014

Page 3

Part III

Supplemental Information

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

Return Reference	Explanation
SCHEDULE J, PART I, LINE 1A	DETAIL OF ADDITIONAL BENEFITS PROVIDED FIRST CLASS OR CHARTER TRAVEL THE MODE OF AIR TRAVEL UTILIZED BY UNIVERSITY EMPLOYEES IS EXPECTED TO BE THE LEAST COSTLY OPTION, CONSISTENT WITH THE ITINERARY AND PARTICULAR UNIVERSITY BUSINESS PURPOSE INVOLVED. ON FEDERALLY FUNDED PROJECTS, COMPLIANCE WITH THE FLY AMERICA ACT TAKES PRECEDENCE OVER CHOOSING A LESS EXPENSIVE FOREIGN CARRIER. IN CERTAIN LIMITED CIRCUMSTANCES, CERTAIN INDIVIDUALS MAY TRAVEL FIRST CLASS. ANY FIRST CLASS EXCEPTIONS TO THE UNIVERSITY'S POLICY ARE SUBJECT TO APPROPRIATE REVIEW AND APPROVAL. TRAVEL FOR COMPANIONS TRAVEL EXPENSES OF A SPOUSE (OR DEPENDENT) MAY BE PROVIDED BY THE UNIVERSITY AS A REGULAR BUSINESS EXPENSE ONLY IF THE TRAVEL SERVES A "BONA FIDE BUSINESS PURPOSE" OF THE UNIVERSITY. FURTHER, TRAVEL EXPENSES FOR SPOUSES AND DEPENDENTS ARE ALLOWABLE DURING THE INTERVIEW PROCESS PRIOR TO AN EMPLOYMENT OFFER, SINCE EMPLOYMENT IS CONSIDERED A FAMILY DECISION. TAX INDEMNIFICATION AND GROSS-UP PAYMENTS THE UNIVERSITY MAY PROVIDE TAX GROSS-UP PAYMENTS UNDER CERTAIN CIRCUMSTANCES WITH APPROPRIATE APPROVAL. THE UNIVERSITY DOES NOT GENERALLY PROVIDE TAX INDEMNIFICATIONS. HOUSING ALLOWANCE OR RESIDENCE FOR PERSONAL USE/HEALTH OR SOCIAL CLUB DUES/PERSONAL SERVICES AS A CONDITION OF EMPLOYMENT, THE PRESIDENT IS REQUIRED TO LIVE IN A HOME ON THE UNIVERSITY'S CAMPUS WHICH IS FURNISHED AND MAINTAINED AT THE UNIVERSITY'S EXPENSE. THE UNIVERSITY ALSO PROVIDES A HEALTH/SOCIAL CLUB MEMBERSHIP, TO BE USED BY THE PRESIDENT IN CONNECTION WITH HER DUTIES. THE PRESIDENT IS RESPONSIBLE FOR ANY PERSONAL USE OF THE CLUB MEMBERSHIP, HOUSEHOLD STAFF OR OTHER PERSONAL EXPENSES INCURRED. --------------------
SCHEDULE J, PART I, LINE 4B	SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN PARTICIPATION THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") MAINTAINS A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") DESIGNED FOR SENIOR ADMINISTRATORS AND DEANS OF THE UNIVERSITY AS DESIGNATED BY THE BOARD OF TRUSTEES WHO HAVE MADE THE 5% EMPLOYEE CONTRIBUTION TO THE UNIVERSITY'S 403(B) PLAN, HAVE UNIVERSITY COMPENSATION OVER CERTAIN IRS PROSCRIBED THRESHOLDS, AND ARE ACTIVELY EMPLOYED BY THE UNIVERSITY WHEN THE CONTRIBUTION IS MADE. VESTING IN THE SERP OCCURS AFTER EACH THREE YEARS OF PARTICIPATION AND UPON THE OCCURRENCE OF CERTAIN EVENTS (ATTAINMENT OF AGE 65, DEATH, DISABILITY, OR INVOLUNTARY TERMINATION WITHOUT "CAUSE"). CONTRIBUTIONS FOR THOSE WHO HAVE REACHED AGE 65 WILL BE FULLY VESTED WHEN MADE. UPON REACHING A VESTING DATE, PARTICIPANTS WILL AUTOMATICALLY RECEIVE A "PARTIAL" DISTRIBUTION WHICH WILL BE WITHHELD TO SATISFY THE TAX CONSEQUENCES OF VESTING. THE BALANCE OF VESTED SERP ACCOUNT WILL REMAIN IN THE PLAN AND WILL BE DISTRIBUTED (PLUS OR MINUS INVESTMENT EARNINGS/LOSSES) UPON TERMINATION OF EMPLOYMENT. PARTICIPANTS WHO VOLUNTARILY TERMINATE BEFORE VESTING WILL FORFEIT THE BALANCE IN THEIR ACCOUNTS. THE FOLLOWING INDIVIDUALS LISTED ON FORM 990, PART VII, SECTION A, LINE 1A PARTICIPATED IN THE UNIVERSITY SERP PLAN DURING THE YEAR AND/OR RECEIVED EMPLOYER PAID AMOUNTS DURING THE YEAR: AMMON, PETER- NO DISTRIBUTION CARNAROLI, CRAIG- NO DISTRIBUTION COOPER, JEFFREY- $16,941 GIBSON, BONNIE- NO DISTRIBUTION GOLDING, STEPHEN- $36,895 HEUER, JOHN- NO DISTRIBUTION HORN, JOHN- NO DISTRIBUTION KRUHLY, LESLIE- $3,569 MACCARTHY, STEPHEN J.- $17,144 MITCHELL, JOANN- NO DISTRIBUTION MURPHY, THOMAS - NO DISTRIBUTION PAPAGEORGE, ANNE- NO DISTRIBUTION PRICE, VINCENT- NO DISTRIBUTION ROST, GREGORY- NO DISTRIBUTION RUSH, MAUREEN- NO DISTRIBUTION WHITE, WENDY- NO DISTRIBUTION WITT, MARIE- NO DISTRIBUTION ZELLER, JOHN- NO DISTRIBUTION THE UNIVERSITY OF PENNSYLVANIA HEALTH SYSTEM (THE "HEALTH SYSTEM") MAINTAINS A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") DESIGNED FOR SENIOR ADMINISTRATORS OF THE HEALTH SYSTEM, AS DESIGNATED BY THE BOARD OF TRUSTEES, WHO ARE ACTIVELY EMPLOYED BY THE HEALTH SYSTEM WHEN THE CONTRIBUTIONS ARE MADE. VESTING IN THE SERP OCCURS AFTER EACH THREE YEARS OF PARTICIPATION AND UPON THE OCCURRENCE OF CERTAIN EVENTS (ATTAINMENT OF AGE 65, DEATH, DISABILITY, OR INVOLUNTARY TERMINATION WITHOUT "CAUSE"). CONTRIBUTIONS FOR THOSE WHO HAVE REACHED AGE 65 WILL BE FULLY VESTED WHEN MADE. UPON REACHING A VESTING DATE, PARTICIPANTS WILL AUTOMATICALLY RECEIVE A FULL DISTRIBUTION WHICH IS TAXABLE AS EARNED INCOME. PARTICIPANTS WHO VOLUNTARILY TERMINATE BEFORE VESTING WILL FORFEIT THE BALANCE IN THEIR ACCOUNTS. THE FOLLOWING INDIVIDUALS LISTED ON FORM 990, PART VII, SECTION A, LINE 1A PARTICIPATED IN THE HEALTH SYSTEM SERP PLAN DURING THE YEAR AND/OR RECEIVED EMPLOYER PAID AMOUNTS DURING THE YEAR: JOHNSTON, ELIZABETH- $131,231 KASPER, KEITH- $108,716 MAHONEY, KEVIN- $139,704 MULLER, RALPH- $293,084 OKALA, PHILIP- $54,461 QUINN, PETER D.- $773,394 SCHEIB, GARRY- $218,713 --------------------
SCHEDULE J, PART I, LINE 7	PROVISION OF NON-FIXED PAYMENTS THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA PROVIDES DISCRETIONARY BONUS AND/OR INCENTIVE COMPENSATION PAYMENTS TO ELIGIBLE EMPLOYEES. PAYMENTS MADE TO ANY DISQUALIFIED PERSON, AS DESCRIBED IN INTERNAL REVENUE CODE SECTION 4958, ARE APPROVED BY THE COMPENSATION COMMITTEE THROUGH THE PROCESS DESCRIBED IN FORM 990, PART VI, SECTION B, LINE 15. --------------------
SCHEDULE J, PART II, COLUMN (B)(III)	DETAIL OF OTHER REPORTABLE COMPENSATION THOMAS L. SPRAY, MD AND N. SCOTT ADZICK, MD HOLD ACADEMIC APPOINTMENTS AT THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY"). THESE INDIVIDUALS PERFORM THEIR CLINICAL PRACTICE DUTIES AT A NEARBY, UNRELATED, THIRD PARTY CHILDREN'S HOSPITAL (THE "THIRD PARTY HOSPITAL"). FOR ADMINISTRATIVE SIMPLICITY PURPOSES, THE UNIVERSITY PROVIDES THE PAYROLL FUNCTION FOR BOTH PORTION'S OF THE SALARIES OF THESE PHYSICIANS. THE THIRD PARTY HOSPITAL THEN REIMBURSES THE UNIVERSITY FOR THE CLINICAL PORTION OF THE SALARIES OF THESE PHYSICIANS. THE THIRD PARTY HOSPITAL MAINTAINS A SERP PLAN WHICH BOTH PHYSICIANS ARE PARTICIPATES OF. SUCH SERP PLAN IS NOT SPONSORED NOR MAINTAINED BY THE UNIVERSITY. THE AMOUNTS REPORTED ON SCHEDULE J, PART II, COLUMN (B)(III) FOR THESE PHYSICIANS REPRESENTS CALENDAR YEAR 2014 DISTRIBUTIONS RECEIVED BY THESE PHYSICIANS FROM THIS NON-UNIVERSITY SPONSORED SERP PLAN.

Schedule J (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number
23-1352685

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	PA HIGHER ED FACILITIES AUTHORITY- SERIES A&B 2005	22-2243852	70917NR97	01-12-2005	112,618,284	REFUND 1995 BONDS; SPRINKLER SYSTM		X		X		X
B	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2005	22-2243852	70917N7V0	08-18-2005	146,112,644	REDEEM 1998 BONDS; CAP PROJECTS	X			X		X
C	PA HIGHER ED FACILITIES AUTHORITY- SERIES B 2009	22-2243852	70917RUS2	03-16-2009	44,226,561	REFUND 2008A (REFUNDING 2002B)	X			X		X
D	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2009	22-2243852	70917RUS2	03-16-2009	31,057,669	PARTIAL REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2010	22-2243852	70917RP33	10-13-2010	77,125,325	COMPLETE REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011	22-2243852	70917RS30	03-02-2011	150,994,928	CONSTRUCTION/RENOVATION PROJECTS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2015	22-2243852	70917SPV9	04-16-2015	423,474,654	REFUND2005A,C;2009A,B,C;2010;2011A		X		X		X
	WASHINGTON COUNTY AUTHORITY- SERIES OF 2004	22-2243852	938591BF0	05-27-2004	62,500,000	REDEEM 1985 BONDS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2005	22-2243852	70917NX41	02-16-2005	295,526,878	REFUND SERIES A 1996	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2005	22-2243852	70917NX41	02-16-2005	89,118,513	CTR FOR ADV MED FACILITY	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2008	22-2243852	70917RPY5	04-16-2008	105,805,000	REFUND PHX 2002; CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2008	22-2243852	70917RTN5	11-05-2008	198,316,551	REFUND UPHS SERIES C&D 2005	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2011	22-2243852	70917RT47	03-02-2011	148,861,396	CONSTRUCTION/RENOVATION PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2012	22-2243852	70917R5B7	05-02-2012	149,995,567	EXPANSION/FACILITY ENHANCEMENT		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2014	22-2243852		06-12-2014	100,000,000	VARIOUS CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY-UPHS SERIES OF 2015	22-2243852	70917SSJ3	05-19-2015	398,010,258	ADV. REFUND; VARIOUS CAPITAL PROJE		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	100,140,284		140,805,644		23,718,561		15,458,669
2 Amount of bonds legally defeased . . . . . . . . . . .	0		111,607,729		16,140,813		15,524,207
3 Total proceeds of issue . . . . . . . . . . . . . .	112,618,284		146,112,644		44,226,561		31,057,669
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0		0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	0		0		0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0		0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	273,585		945,629		327,620		224,995
8 Credit enhancement from proceeds . . . . . . . . . . .	0		0		0		0
9 Working capital expenditures from proceeds . . . . . . . . .	0		0		0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	5,039,284		70,126,989		0		0
11 Other spent proceeds . . . . . . . . . . . . . .	107,305,415		75,040,026		43,898,941		30,832,674
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0		0		0
13 Year of substantial completion . . . . . . . . . . . .	2005		2006		2002		1998
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X			X	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .	X		X			X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X		X		X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 2014

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .		X		X	X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .		X	X		X			X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?	X		X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	0 %		0.314 %		0 %		0 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .	0 %		0.989 %		0 %		0 %
6 Total of lines 4 and 5 . . . . . . . . . . . . .	0 %		1.303 %		0 %		0 %
7 Does the bond issue meet the private security or payment test? . . . . .		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of.	0 %		0 %		0 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .		X		X		X		X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? . . . . . . .	X		X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .		X		X		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .
b Exception to rebate? . . . . . . . .	X		X		X		X
c No rebate due? . . . . . . . .	X				X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed . . . . . .
3 Is the bond issue a variable rate issue? . . . .		X		X		X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was the hedge terminated? . . . . . .

Schedule K (Form 990) 2014

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0		0
c Term of GIC . . . . . . . . . .	1.58		1.58
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .	X		X
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X		X		X

Part V

Procedures To Undertake Corrective Action

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

Part VI

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

Return Reference	Explanation
TAX-EXEMPT BONDS- ADDITIONAL CUSIP # INFORMATION	FORM 990, SCHEDULE K, PART I, ROW A, ITEM C THE FOLLOWING IS AN ADDITIONAL CUSIP # FOR THE PA HIGHER ED FACILITIES AUTHORITY- SERIES A & B OF 2005- 70917NQ72 --------------------
TAX-EXEMPT BONDS- DESCRIPTION OF BOND ISSUES: ALLOCATION OF PROCEEDS	FORM 990, SCHEDULE K, PART I A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2015 BOND ISSUE HAS BEEN ALLOCATED TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2015 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $86,419,621 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2014 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), AND TO CHESTER COUNTY HOSPITAL (EIN 23-0469150), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2014 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $4,000,000 FOR PENNSYLVANIA HOSPITAL, $15,000,000 FOR PRESBYTERIAN MEDICAL CENTER, AND $51,247,239 FOR CHESTER COUNTY HOSPITAL AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA ("UNIVERSITY") REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2012 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $29,568,276 FOR PENNSYLVANIA HOSPITAL AND $25,138,047 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2011 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $14,908,320 FOR PENNSYLVANIA HOSPITAL AND $14,908,320 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2008 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2008 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE FOR PENNSYLVANIA HOSPITAL WAS $16,747,576 AS OF JUNE 30, 2015. --------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PROCEEDS OF ISSUES	FORM 990, SCHEDULE K, PART II, LINE 3 FOR PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $5,086 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES B 2005, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $1,165,427 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $297 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $27,570 IN TOTAL INVESTMENT EARNINGS. ------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PRIVATE BUSINESS USE PERCENTAGES	FORM 990, SCHEDULE K, PART III FOR THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES OF 2015 (NEW-MONEY PORTION ONLY), UPHS SERIES A OF 2014, UPHS SERIES A OF 2012, UPHS SERIES A OF 2011, SERIES A OF 2011, AND UPHS SERIES A OF 2008, THE UNIVERSITY HAS SPECIFICALLY ALLOCATED EQUITY TO ALL SOURCES OF PRIVATE BUSINESS USE, WITH THE EXCEPTION OF ISSUANCE COSTS, WITHIN THE REQUIRED TIME FRAME. AS SUCH, THE UNIVERSITY HAS REPORTED NO PRIVATE BUSINESS USE FOR THESE BOND PROCEEDS ON FORM 990, SCHEDULE K, PART III, LINES 4 AND 5.

Schedule K (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number
23-1352685

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	PA HIGHER ED FACILITIES AUTHORITY- SERIES A&B 2005	22-2243852	70917NR97	01-12-2005	112,618,284	REFUND 1995 BONDS; SPRINKLER SYSTM		X		X		X
B	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2005	22-2243852	70917N7V0	08-18-2005	146,112,644	REDEEM 1998 BONDS; CAP PROJECTS	X			X		X
C	PA HIGHER ED FACILITIES AUTHORITY- SERIES B 2009	22-2243852	70917RUS2	03-16-2009	44,226,561	REFUND 2008A (REFUNDING 2002B)	X			X		X
D	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2009	22-2243852	70917RUS2	03-16-2009	31,057,669	PARTIAL REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2010	22-2243852	70917RP33	10-13-2010	77,125,325	COMPLETE REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011	22-2243852	70917RS30	03-02-2011	150,994,928	CONSTRUCTION/RENOVATION PROJECTS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2015	22-2243852	70917SPV9	04-16-2015	423,474,654	REFUND2005A,C;2009A,B,C;2010;2011A		X		X		X
	WASHINGTON COUNTY AUTHORITY- SERIES OF 2004	22-2243852	938591BF0	05-27-2004	62,500,000	REDEEM 1985 BONDS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2005	22-2243852	70917NX41	02-16-2005	295,526,878	REFUND SERIES A 1996	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2005	22-2243852	70917NX41	02-16-2005	89,118,513	CTR FOR ADV MED FACILITY	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2008	22-2243852	70917RPY5	04-16-2008	105,805,000	REFUND PHX 2002; CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2008	22-2243852	70917RTN5	11-05-2008	198,316,551	REFUND UPHS SERIES C&D 2005	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2011	22-2243852	70917RT47	03-02-2011	148,861,396	CONSTRUCTION/RENOVATION PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2012	22-2243852	70917R5B7	05-02-2012	149,995,567	EXPANSION/FACILITY ENHANCEMENT		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2014	22-2243852		06-12-2014	100,000,000	VARIOUS CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY-UPHS SERIES OF 2015	22-2243852	70917SSJ3	05-19-2015	398,010,258	ADV. REFUND; VARIOUS CAPITAL PROJE		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	100,140,284		140,805,644		23,718,561		15,458,669
2 Amount of bonds legally defeased . . . . . . . . . . .	0		111,607,729		16,140,813		15,524,207
3 Total proceeds of issue . . . . . . . . . . . . . .	112,618,284		146,112,644		44,226,561		31,057,669
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0		0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	0		0		0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0		0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	273,585		945,629		327,620		224,995
8 Credit enhancement from proceeds . . . . . . . . . . .	0		0		0		0
9 Working capital expenditures from proceeds . . . . . . . . .	0		0		0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	5,039,284		70,126,989		0		0
11 Other spent proceeds . . . . . . . . . . . . . .	107,305,415		75,040,026		43,898,941		30,832,674
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0		0		0
13 Year of substantial completion . . . . . . . . . . . .	2005		2006		2002		1998
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X			X	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .	X		X			X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X		X		X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 2014

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .		X		X	X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .		X	X		X			X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?	X		X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	0 %		0.314 %		0 %		0 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .	0 %		0.989 %		0 %		0 %
6 Total of lines 4 and 5 . . . . . . . . . . . . .	0 %		1.303 %		0 %		0 %
7 Does the bond issue meet the private security or payment test? . . . . .		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of.	0 %		0 %		0 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .		X		X		X		X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? . . . . . . .	X		X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .		X		X		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .
b Exception to rebate? . . . . . . . .	X		X		X		X
c No rebate due? . . . . . . . .	X				X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed . . . . . .
3 Is the bond issue a variable rate issue? . . . .		X		X		X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was the hedge terminated? . . . . . .

Schedule K (Form 990) 2014

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0		0
c Term of GIC . . . . . . . . . .	1.58		1.58
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .	X		X
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X		X		X

Part V

Procedures To Undertake Corrective Action

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

Part VI

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

Return Reference	Explanation
TAX-EXEMPT BONDS- ADDITIONAL CUSIP # INFORMATION	FORM 990, SCHEDULE K, PART I, ROW A, ITEM C THE FOLLOWING IS AN ADDITIONAL CUSIP # FOR THE PA HIGHER ED FACILITIES AUTHORITY- SERIES A & B OF 2005- 70917NQ72 --------------------
TAX-EXEMPT BONDS- DESCRIPTION OF BOND ISSUES: ALLOCATION OF PROCEEDS	FORM 990, SCHEDULE K, PART I A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2015 BOND ISSUE HAS BEEN ALLOCATED TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2015 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $86,419,621 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2014 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), AND TO CHESTER COUNTY HOSPITAL (EIN 23-0469150), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2014 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $4,000,000 FOR PENNSYLVANIA HOSPITAL, $15,000,000 FOR PRESBYTERIAN MEDICAL CENTER, AND $51,247,239 FOR CHESTER COUNTY HOSPITAL AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA ("UNIVERSITY") REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2012 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $29,568,276 FOR PENNSYLVANIA HOSPITAL AND $25,138,047 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2011 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $14,908,320 FOR PENNSYLVANIA HOSPITAL AND $14,908,320 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2008 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2008 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE FOR PENNSYLVANIA HOSPITAL WAS $16,747,576 AS OF JUNE 30, 2015. --------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PROCEEDS OF ISSUES	FORM 990, SCHEDULE K, PART II, LINE 3 FOR PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $5,086 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES B 2005, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $1,165,427 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $297 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $27,570 IN TOTAL INVESTMENT EARNINGS. ------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PRIVATE BUSINESS USE PERCENTAGES	FORM 990, SCHEDULE K, PART III FOR THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES OF 2015 (NEW-MONEY PORTION ONLY), UPHS SERIES A OF 2014, UPHS SERIES A OF 2012, UPHS SERIES A OF 2011, SERIES A OF 2011, AND UPHS SERIES A OF 2008, THE UNIVERSITY HAS SPECIFICALLY ALLOCATED EQUITY TO ALL SOURCES OF PRIVATE BUSINESS USE, WITH THE EXCEPTION OF ISSUANCE COSTS, WITHIN THE REQUIRED TIME FRAME. AS SUCH, THE UNIVERSITY HAS REPORTED NO PRIVATE BUSINESS USE FOR THESE BOND PROCEEDS ON FORM 990, SCHEDULE K, PART III, LINES 4 AND 5.

Schedule K (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number
23-1352685

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	PA HIGHER ED FACILITIES AUTHORITY- SERIES A&B 2005	22-2243852	70917NR97	01-12-2005	112,618,284	REFUND 1995 BONDS; SPRINKLER SYSTM		X		X		X
B	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2005	22-2243852	70917N7V0	08-18-2005	146,112,644	REDEEM 1998 BONDS; CAP PROJECTS	X			X		X
C	PA HIGHER ED FACILITIES AUTHORITY- SERIES B 2009	22-2243852	70917RUS2	03-16-2009	44,226,561	REFUND 2008A (REFUNDING 2002B)	X			X		X
D	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2009	22-2243852	70917RUS2	03-16-2009	31,057,669	PARTIAL REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2010	22-2243852	70917RP33	10-13-2010	77,125,325	COMPLETE REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011	22-2243852	70917RS30	03-02-2011	150,994,928	CONSTRUCTION/RENOVATION PROJECTS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2015	22-2243852	70917SPV9	04-16-2015	423,474,654	REFUND2005A,C;2009A,B,C;2010;2011A		X		X		X
	WASHINGTON COUNTY AUTHORITY- SERIES OF 2004	22-2243852	938591BF0	05-27-2004	62,500,000	REDEEM 1985 BONDS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2005	22-2243852	70917NX41	02-16-2005	295,526,878	REFUND SERIES A 1996	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2005	22-2243852	70917NX41	02-16-2005	89,118,513	CTR FOR ADV MED FACILITY	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2008	22-2243852	70917RPY5	04-16-2008	105,805,000	REFUND PHX 2002; CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2008	22-2243852	70917RTN5	11-05-2008	198,316,551	REFUND UPHS SERIES C&D 2005	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2011	22-2243852	70917RT47	03-02-2011	148,861,396	CONSTRUCTION/RENOVATION PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2012	22-2243852	70917R5B7	05-02-2012	149,995,567	EXPANSION/FACILITY ENHANCEMENT		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2014	22-2243852		06-12-2014	100,000,000	VARIOUS CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY-UPHS SERIES OF 2015	22-2243852	70917SSJ3	05-19-2015	398,010,258	ADV. REFUND; VARIOUS CAPITAL PROJE		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	100,140,284		140,805,644		23,718,561		15,458,669
2 Amount of bonds legally defeased . . . . . . . . . . .	0		111,607,729		16,140,813		15,524,207
3 Total proceeds of issue . . . . . . . . . . . . . .	112,618,284		146,112,644		44,226,561		31,057,669
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0		0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	0		0		0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0		0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	273,585		945,629		327,620		224,995
8 Credit enhancement from proceeds . . . . . . . . . . .	0		0		0		0
9 Working capital expenditures from proceeds . . . . . . . . .	0		0		0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	5,039,284		70,126,989		0		0
11 Other spent proceeds . . . . . . . . . . . . . .	107,305,415		75,040,026		43,898,941		30,832,674
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0		0		0
13 Year of substantial completion . . . . . . . . . . . .	2005		2006		2002		1998
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X			X	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .	X		X			X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X		X		X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 2014

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .		X		X	X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .		X	X		X			X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?	X		X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	0 %		0.314 %		0 %		0 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .	0 %		0.989 %		0 %		0 %
6 Total of lines 4 and 5 . . . . . . . . . . . . .	0 %		1.303 %		0 %		0 %
7 Does the bond issue meet the private security or payment test? . . . . .		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of.	0 %		0 %		0 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .		X		X		X		X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? . . . . . . .	X		X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .		X		X		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .
b Exception to rebate? . . . . . . . .	X		X		X		X
c No rebate due? . . . . . . . .	X				X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed . . . . . .
3 Is the bond issue a variable rate issue? . . . .		X		X		X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was the hedge terminated? . . . . . .

Schedule K (Form 990) 2014

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0		0
c Term of GIC . . . . . . . . . .	1.58		1.58
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .	X		X
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X		X		X

Part V

Procedures To Undertake Corrective Action

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

Part VI

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

Return Reference	Explanation
TAX-EXEMPT BONDS- ADDITIONAL CUSIP # INFORMATION	FORM 990, SCHEDULE K, PART I, ROW A, ITEM C THE FOLLOWING IS AN ADDITIONAL CUSIP # FOR THE PA HIGHER ED FACILITIES AUTHORITY- SERIES A & B OF 2005- 70917NQ72 --------------------
TAX-EXEMPT BONDS- DESCRIPTION OF BOND ISSUES: ALLOCATION OF PROCEEDS	FORM 990, SCHEDULE K, PART I A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2015 BOND ISSUE HAS BEEN ALLOCATED TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2015 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $86,419,621 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2014 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), AND TO CHESTER COUNTY HOSPITAL (EIN 23-0469150), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2014 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $4,000,000 FOR PENNSYLVANIA HOSPITAL, $15,000,000 FOR PRESBYTERIAN MEDICAL CENTER, AND $51,247,239 FOR CHESTER COUNTY HOSPITAL AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA ("UNIVERSITY") REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2012 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $29,568,276 FOR PENNSYLVANIA HOSPITAL AND $25,138,047 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2011 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $14,908,320 FOR PENNSYLVANIA HOSPITAL AND $14,908,320 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2008 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2008 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE FOR PENNSYLVANIA HOSPITAL WAS $16,747,576 AS OF JUNE 30, 2015. --------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PROCEEDS OF ISSUES	FORM 990, SCHEDULE K, PART II, LINE 3 FOR PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $5,086 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES B 2005, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $1,165,427 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $297 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $27,570 IN TOTAL INVESTMENT EARNINGS. ------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PRIVATE BUSINESS USE PERCENTAGES	FORM 990, SCHEDULE K, PART III FOR THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES OF 2015 (NEW-MONEY PORTION ONLY), UPHS SERIES A OF 2014, UPHS SERIES A OF 2012, UPHS SERIES A OF 2011, SERIES A OF 2011, AND UPHS SERIES A OF 2008, THE UNIVERSITY HAS SPECIFICALLY ALLOCATED EQUITY TO ALL SOURCES OF PRIVATE BUSINESS USE, WITH THE EXCEPTION OF ISSUANCE COSTS, WITHIN THE REQUIRED TIME FRAME. AS SUCH, THE UNIVERSITY HAS REPORTED NO PRIVATE BUSINESS USE FOR THESE BOND PROCEEDS ON FORM 990, SCHEDULE K, PART III, LINES 4 AND 5.

Schedule K (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number
23-1352685

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	PA HIGHER ED FACILITIES AUTHORITY- SERIES A&B 2005	22-2243852	70917NR97	01-12-2005	112,618,284	REFUND 1995 BONDS; SPRINKLER SYSTM		X		X		X
B	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2005	22-2243852	70917N7V0	08-18-2005	146,112,644	REDEEM 1998 BONDS; CAP PROJECTS	X			X		X
C	PA HIGHER ED FACILITIES AUTHORITY- SERIES B 2009	22-2243852	70917RUS2	03-16-2009	44,226,561	REFUND 2008A (REFUNDING 2002B)	X			X		X
D	PA HIGHER ED FACILITIES AUTHORITY- SERIES C 2009	22-2243852	70917RUS2	03-16-2009	31,057,669	PARTIAL REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2010	22-2243852	70917RP33	10-13-2010	77,125,325	COMPLETE REFUND OF 1998 BONDS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011	22-2243852	70917RS30	03-02-2011	150,994,928	CONSTRUCTION/RENOVATION PROJECTS	X			X		X
	PA HIGHER ED FACILITIES AUTHORITY- SERIES OF 2015	22-2243852	70917SPV9	04-16-2015	423,474,654	REFUND2005A,C;2009A,B,C;2010;2011A		X		X		X
	WASHINGTON COUNTY AUTHORITY- SERIES OF 2004	22-2243852	938591BF0	05-27-2004	62,500,000	REDEEM 1985 BONDS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2005	22-2243852	70917NX41	02-16-2005	295,526,878	REFUND SERIES A 1996	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2005	22-2243852	70917NX41	02-16-2005	89,118,513	CTR FOR ADV MED FACILITY	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2008	22-2243852	70917RPY5	04-16-2008	105,805,000	REFUND PHX 2002; CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES B 2008	22-2243852	70917RTN5	11-05-2008	198,316,551	REFUND UPHS SERIES C&D 2005	X			X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2011	22-2243852	70917RT47	03-02-2011	148,861,396	CONSTRUCTION/RENOVATION PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2012	22-2243852	70917R5B7	05-02-2012	149,995,567	EXPANSION/FACILITY ENHANCEMENT		X		X		X
	PA HIGHER ED FACILITIES ATHRTY- UPHS SERIES A 2014	22-2243852		06-12-2014	100,000,000	VARIOUS CAPITAL PROJECTS		X		X		X
	PA HIGHER ED FACILITIES ATHRTY-UPHS SERIES OF 2015	22-2243852	70917SSJ3	05-19-2015	398,010,258	ADV. REFUND; VARIOUS CAPITAL PROJE		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired . . . . . . . . . . . . . .	100,140,284		140,805,644		23,718,561		15,458,669
2 Amount of bonds legally defeased . . . . . . . . . . .	0		111,607,729		16,140,813		15,524,207
3 Total proceeds of issue . . . . . . . . . . . . . .	112,618,284		146,112,644		44,226,561		31,057,669
4 Gross proceeds in reserve funds . . . . . . . . . . . .	0		0		0		0
5 Capitalized interest from proceeds . . . . . . . . . . .	0		0		0		0
6 Proceeds in refunding escrows . . . . . . . . . . . .	0		0		0		0
7 Issuance costs from proceeds . . . . . . . . . . . .	273,585		945,629		327,620		224,995
8 Credit enhancement from proceeds . . . . . . . . . . .	0		0		0		0
9 Working capital expenditures from proceeds . . . . . . . . .	0		0		0		0
10 Capital expenditures from proceeds . . . . . . . . . . .	5,039,284		70,126,989		0		0
11 Other spent proceeds . . . . . . . . . . . . . .	107,305,415		75,040,026		43,898,941		30,832,674
12 Other unspent proceeds . . . . . . . . . . . . . .	0		0		0		0
13 Year of substantial completion . . . . . . . . . . . .	2005		2006		2002		1998
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? . . . . .	X			X	X		X
15 Were the bonds issued as part of an advance refunding issue? . . . . .	X		X			X		X
16 Has the final allocation of proceeds been made? . . . . . . . .	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? . . . . . . . . . . . . . .	X		X		X		X

Part III

Private Business Use

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

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

Cat. No. 50193E

Schedule K (Form 990) 2014

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? . . . . . . . . . . . .		X		X	X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? . . . . . . . . . . . . . . .		X	X		X			X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?	X		X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government . .	0 %		0.314 %		0 %		0 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government . . . . . . .	0 %		0.989 %		0 %		0 %
6 Total of lines 4 and 5 . . . . . . . . . . . . .	0 %		1.303 %		0 %		0 %
7 Does the bond issue meet the private security or payment test? . . . . .		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?. . . . . . . . . . . . . . . . .		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of.	0 %		0 %		0 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? . . . . . . . . . . . . .		X		X		X		X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? . . . . . . .	X		X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? . .		X		X		X		X
2 If "No" to line 1, did the following apply? . . . .
a Rebate not due yet? . . . . . . . .
b Exception to rebate? . . . . . . . .	X		X		X		X
c No rebate due? . . . . . . . .	X				X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed . . . . . .
3 Is the bond issue a variable rate issue? . . . .		X		X		X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0
c Term of hedge . . . . . . . . . .
d Was the hedge superintegrated? . . . .
e Was the hedge terminated? . . . . . .

Schedule K (Form 990) 2014

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)? . . . . . . . . .		X		X		X		X
b Name of provider . . . . . . . . .	0		0		0		0
c Term of GIC . . . . . . . . . .	1.58		1.58
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? . . . . .	X		X
6 Were any gross proceeds invested beyond an available temporary period? . . . . . . . .		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? . . .	X		X		X		X

Part V

Procedures To Undertake Corrective Action

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

Part VI

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

Return Reference	Explanation
TAX-EXEMPT BONDS- ADDITIONAL CUSIP # INFORMATION	FORM 990, SCHEDULE K, PART I, ROW A, ITEM C THE FOLLOWING IS AN ADDITIONAL CUSIP # FOR THE PA HIGHER ED FACILITIES AUTHORITY- SERIES A & B OF 2005- 70917NQ72 --------------------
TAX-EXEMPT BONDS- DESCRIPTION OF BOND ISSUES: ALLOCATION OF PROCEEDS	FORM 990, SCHEDULE K, PART I A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2015 BOND ISSUE HAS BEEN ALLOCATED TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2015 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $86,419,621 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2014 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), AND TO CHESTER COUNTY HOSPITAL (EIN 23-0469150), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2014 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $4,000,000 FOR PENNSYLVANIA HOSPITAL, $15,000,000 FOR PRESBYTERIAN MEDICAL CENTER, AND $51,247,239 FOR CHESTER COUNTY HOSPITAL AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA ("UNIVERSITY") REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2012 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $29,568,276 FOR PENNSYLVANIA HOSPITAL AND $25,138,047 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725) AND TO PRESBYTERIAN MEDICAL CENTER (EIN 23-2810852), RELATED IRC SECTION 501(C)(3) ORGANIZATIONS. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE UPHS SERIES A 2011 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE WAS $14,908,320 FOR PENNSYLVANIA HOSPITAL AND $14,908,320 FOR PRESBYTERIAN MEDICAL CENTER AS OF JUNE 30, 2015. A PORTION OF THE PA HIGHER ED FACILITIES AUTHORITY-UPHS SERIES A OF 2008 BOND ISSUE HAS BEEN ALLOCATED TO PENNSYLVANIA HOSPITAL OF UPHS (EIN 31-1538725), A RELATED IRC SECTION 501(C)(3) ORGANIZATION. SINCE THE UNIVERSITY REMAINS AS THE PRIMARY OBLIGOR OF THE BOND, ALL INFORMATION REGARDING THE SERIES A OF 2008 BOND ISSUE HAS BEEN REPORTED ON THE FORM 990, SCHEDULE K OF THE UNIVERSITY. THE TOTAL ALLOCATED OUTSTANDING BALANCE FOR PENNSYLVANIA HOSPITAL WAS $16,747,576 AS OF JUNE 30, 2015. --------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PROCEEDS OF ISSUES	FORM 990, SCHEDULE K, PART II, LINE 3 FOR PA HIGHER ED FACILITIES AUTHORITY- SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $5,086 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES B 2005, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $1,165,427 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2011, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $297 IN TOTAL INVESTMENT EARNINGS. FOR PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES A 2012, THE TOTAL PROCEEDS OF ISSUE REPORTED INCLUDES $27,570 IN TOTAL INVESTMENT EARNINGS. ------------------
TAX-EXEMPT BONDS- ADDITIONAL DETAIL FOR PRIVATE BUSINESS USE PERCENTAGES	FORM 990, SCHEDULE K, PART III FOR THE PA HIGHER ED FACILITIES AUTHORITY- UPHS SERIES OF 2015 (NEW-MONEY PORTION ONLY), UPHS SERIES A OF 2014, UPHS SERIES A OF 2012, UPHS SERIES A OF 2011, SERIES A OF 2011, AND UPHS SERIES A OF 2008, THE UNIVERSITY HAS SPECIFICALLY ALLOCATED EQUITY TO ALL SOURCES OF PRIVATE BUSINESS USE, WITH THE EXCEPTION OF ISSUANCE COSTS, WITHIN THE REQUIRED TIME FRAME. AS SUCH, THE UNIVERSITY HAS REPORTED NO PRIVATE BUSINESS USE FOR THESE BOND PROCEEDS ON FORM 990, SCHEDULE K, PART III, LINES 4 AND 5.

Schedule K (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Attach to Form 990 or Form 990-EZ.
MediumBullet

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and 501(c)(29) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.

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

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

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

Part II

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

(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	(d) Loan to or from the organization?		(e)Original principal amount	(f)Balance due	(g) In default?		(h) Approved by board or committee?		(i)Written agreement?
(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	To	From	(e)Original principal amount	(f)Balance due	Yes	No	Yes	No	Yes	No
(1) DR AMY GUTMANN	PRESIDENT	RETENTION/RECRUITMNT		X	1,250,000	1,250,000		No	Yes		Yes
(2) GEOFFREY M GARRETT	DEAN	RETENTION/RECRUITMNT		X	150,000	148,214		No	Yes		Yes




Total ...... $						1,398,214

Part III

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

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

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2014

Page 2

Part IV

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

(a) Name of interested person	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person	(c) Amount of transaction	(d) Description of transaction	Yes	No

Part V

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

Return Reference

Explanation

SCHEDULE L, PART III

GRANTS OR ASSISTANCE BENEFITING INTERESTED PERSONS CERTAIN OFFICERS AND/OR KEY EMPLOYEES OF THE UNIVERSITY MAY RECEIVE TUITION ASSISTANCE FROM THE ORGANIZATION. THE AMOUNT OF SUCH ASSISTANCE HAS BEEN ACCOUNTED FOR AS A COMPONENT OF OVERALL COMPENSATION REPORTED FOR EACH APPLICABLE OFFICER/KEY EMPLOYEE ON FORM 990, PART VII. AS A RESULT, PURSUANT TO THE FORM 990, SCHEDULE L INSTRUCTIONS, SUCH AMOUNTS HAVE NOT BEEN ALSO REPORTED ON SCHEDULE L, PART III. --------------------

SCHEDULE L, PART IV

BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS DURING THE NORMAL COURSE OF ITS OPERATIONS AND AFTER APPROPRIATE REVIEW, THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") MAY OCCASIONALLY TRANSACT BUSINESS WITH PERSONS AND/OR ORGANIZATIONS DESCRIBED ON FORM 990, PART IV, LINE 28. IN THIS REGARD, THE UNIVERSITY ADHERES TO A CONFLICT OF INTEREST POLICY AND ANY SUCH TRANSACTIONS ARE CONDUCTED AT AN ARMS-LENGTH BASIS. FOR THE YEAR ENDED JUNE 30, 2015, NO TRANSACTIONS WERE IDENTIFIED THAT WERE REQUIRED TO BE DISCLOSED ON FORM 990, SCHEDULE L, PART IV. --------------------

Schedule L (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE M
(Form 990)

Department of the Treasury

Internal Revenue Service

Noncash Contributions

Complete if the organizations answered "Yes" on Form 990, Part IV, lines 29 or 30.
Right pointing arrow large image

Attach to Form 990.
Right pointing arrow large image

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Part I

Types of Property

	(a) Check if applicable	(b) Number of contributions or items contributed	(c) Noncash contribution amounts reported on Form 990, Part VIII, line 1g	(d) Method of determining noncash contribution amounts
1 Art—Works of art ....
2 Art—Historical treasures .
3 Art—Fractional interests ..
4 Books and publications ..
5 Clothing and household goods .......
6 Cars and other vehicles ..
7 Boats and planes ....
8 Intellectual property ...
9 Securities—Publicly traded .
10 Securities—Closely held stock .
11 Securities—Partnership, LLC, or trust interests ....
12 Securities—Miscellaneous ..	X	924	66,652,608	FAIR MARKET VALUE
13 Qualified conservation contribution—Historic structures .....
14 Qualified conservation contribution—Other ...
15 Real estate—Residential .
16 Real estate—Commercial ..
17 Real estate—Other ...
18 Collectibles .....
19 Food inventory ...
20 Drugs and medical supplies .
21 Taxidermy ......
22 Historical artifacts ....
23 Scientific specimens ..
24 Archeological artifacts ...
25 Other ( DONATED EQUIPMENT )	X	10	1,284,490	FAIR MARKET VALUE
26 Other ( OTHER GIFTS IN KIND )	X	33	2,303,820	FAIR MARKET VALUE
27 Other ( )
28 Other ( )

Number of Forms 8283 received by the organization during the tax year for contributions
for which the organization completed Form 8283, Part IV, Donee Acknowledgement ...

Yes

30a

During the year, did the organization receive by contribution any property reported in Part I, lines 1 through 28, that

it must hold for at least three years from the date of the initial contribution, and which is not required to be used

for exempt purposes for the entire holding period? ..................

30a

If "Yes," describe the arrangement in Part II.

Does the organization have a gift acceptance policy that requires the review of any non-standard contributions?

Yes

32a

Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash

contributions? ..........................

32a

Yes

If "Yes," describe in Part II.

If the organization did not report an amount in column (c) for a type of property for which column (a) is checked,

describe in Part II.

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

Cat. No. 51227J

Schedule M (Form 990) (2014)

Page 2

Part II

Supplemental Information. Provide the information required by Part I, lines 30b,
32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information.

Return Reference	Explanation
UTILIZATION OF THIRD PARTIES FOR SALES	IN RARE INSTANCES WHERE NON-RARE, DUPLICATE, DONATIONS OF ART, HISTORICAL ASSETS OR OTHER SIMILAR ASSETS ARE RECEIVED, SUCH ITEMS MAY BE SENT TO A NON-PROFIT VENDOR FOR RESALE. THE UNIVERSITY THEN RECEIVES A PORTION OF THE SALES PRICE. THE TOTAL ACTIVITY WITH THIS VENDOR TYPICALLY GENERATES LESS THAN $2,000 PER YEAR.

Schedule M (Form 990) (2014)

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 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

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

Return Reference	Explanation
FORM 990, HEADER	REASON FOR CHECKING THE AMENDED RETURN BOX THE AMENDED RETURN BOX HAS BEEN CHECKED, AS A STUDENT RUN ORGANIZATION ERRONEOUSLY FILED THEIR 2014 IRS FORM 990-N USING THE FEDERAL EIN OF THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA. -------------------- FORM 990, PART IV, LINE 28 & FORM 990, SCHEDULE L, PART IV BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS DURING THE NORMAL COURSE OF ITS OPERATIONS AND AFTER APPROPRIATE REVIEW, THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") MAY OCCASIONALLY TRANSACT BUSINESS WITH PERSONS AND/OR ORGANIZATIONS DESCRIBED ON FORM 990, PART IV, LINE 28. IN THIS REGARD, THE UNIVERSITY ADHERES TO A CONFLICT OF INTEREST POLICY AND ANY SUCH TRANSACTIONS ARE CONDUCTED AT AN ARMS-LENGTH BASIS. FOR THE YEAR ENDED JUNE 30, 2015, NO TRANSACTIONS WERE IDENTIFIED THAT WERE REQUIRED TO BE DISCLOSED ON FORM 990, SCHEDULE L, PART IV. --------------------
FORM 990, PART VI, SECTION B, LINE 11	FORM 990 REVIEW PROCESS THE FIRST DRAFT OF THE FEDERAL FORM 990 IS RECEIVED FROM OUR TAX CONSULTING FIRM, PRICEWATERHOUSECOOPERS LLP ("PWC"), ON OR BEFORE MARCH 15TH OF THE FILING YEAR AND REVIEWED BY THE ASSOCIATE COMPTROLLER. THE FORM 990 IS THEN DISTRIBUTED TO VARIOUS SENIOR FINANCIAL MANAGEMENT OFFICIALS, INCLUDING THE COMPTROLLER, CFO OF THE HEALTH SYSTEM, AND VICE PRESIDENT FOR FINANCE AND TREASURER PRIOR TO MEETING WITH PWC AND THE ASSOCIATE COMPTROLLER TO DISCUSS AND FINALIZE THE FORM. A "FINAL" DRAFT COPY OF THE FEDERAL FORM 990 IS DISTRIBUTED ELECTRONICALLY TO THE AUDIT AND COMPLIANCE COMMITTEE APPROXIMATELY 6 WEEKS PRIOR TO THE FILING DEADLINE. THE FINAL COPY OF THE FEDERAL FORM 990 IS POSTED TO THE TRUSTEES' WEB SITE FOR DISTRIBUTION AND REVIEW BY ALL TRUSTEES PRIOR TO THE ACTUAL FILING DEADLINE. --------------------
FORM 990, PART VI, SECTION B, LINE 12C	CONFLICT OF INTEREST POLICY EACH COVERED PERSON* ANNUALLY SHALL COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE PROVIDED BY THE UNIVERSITY AND SHALL UPDATE SUCH QUESTIONNAIRE PROMPTLY AS NECESSARY TO REFLECT CHANGES DURING THE COURSE OF THE YEAR. FORMER BOARD MEMBERS WHO ARE NOT TRUSTEE EMERITI ARE ENCOURAGED BUT NOT REQUIRED TO COMPLETE THE QUESTIONNAIRE DURING THE FIVE-YEAR PERIOD FOLLOWING COMPLETION OF THEIR TERMS. COMPLETED QUESTIONNAIRES SHALL BE RETURNED TO THE OFFICE OF THE SECRETARY AND SHALL BE SUBJECT TO REVIEW BY SUCH OFFICE AND THE OFFICE OF THE GENERAL COUNSEL, AS WELL AS BY ANY OUTSIDE LEGAL COUNSEL AND/OR AUDITORS WHO MAY BE APPOINTED TO ADVISE THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES APPOINTED TO OVERSEE THIS POLICY. COMPLETED QUESTIONNAIRES ALSO SHALL BE AVAILABLE FOR INSPECTION BY ANY BOARD MEMBER. *COVERED PERSONS INCLUDE: (1) VOTING MEMBERS OF THE BOARD OF TRUSTEES (INCLUDING CHARTER TRUSTEES, TERM TRUSTEES, ALUMNI TRUSTEES, AND COMMONWEALTH TRUSTEES); (2) TRUSTEE EMERITI WHO HAVE SERVED IN THAT CAPACITY FOR FIVE YEARS OR LESS; (3) OTHER FORMER VOTING TRUSTEES FOR A PERIOD OF FIVE YEARS FROM THE END OF THEIR TERM AS SUCH; (4) OFFICERS AS DEFINED IN THE STATUTES; (5) MEMBERS OF THE INVESTMENT BOARD; AND (5) KEY EMPLOYEES. EACH COVERED PERSON (EXCEPT FORMER BOARD MEMBERS WHO ARE NOT TRUSTEE EMERITI) SHALL BE REQUIRED TO ACKNOWLEDGE, NOT LESS THAN ANNUALLY, THAT HE OR SHE HAS READ AND IS IN COMPLIANCE WITH THIS POLICY. --------------------
FORM 990, PART VI, SECTION B, LINE 15	COMPENSATION PROCESS THE MEMBERSHIP OF THE COMPENSATION COMMITTEE CONSISTS OF AT LEAST 5 DISINTERESTED, VOTING MEMBERS OF THE BOARD OF TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA. THE COMMITTEE HAS THE AUTHORITY AND RESPONSIBILITY BOTH FOR PROVIDING OVERSIGHT AND REVIEW OF THE EXECUTIVE COMPENSATION PROCESS, OVERSIGHT AND REVIEW OF THE ACTUAL COMPENSATION DECISIONS, AND FOR REVIEWING ACTUAL AND PERCEIVED CONFLICT OF INTEREST TRANSACTIONS INVOLVING TRUSTEES AND STATUTORY OFFICERS ACCORDING TO GUIDELINES ESTABLISHED BY THE UNIVERSITY'S CONFLICT-OF-INTEREST POLICY AS ADOPTED BY THE BOARD OF TRUSTEES. THE COMMITTEE ADOPTS AND IMPLEMENTS EXECUTIVE COMPENSATION PRINCIPLES, AND IS ACCOUNTABLE FOR THE COMPENSATION AND BENEFITS ARRANGEMENTS OF THE PRESIDENT AND HER DIRECT REPORTS, THE STATUTORY OFFICERS, SENIOR ACADEMIC OFFICIALS, DEANS, OTHER KEY EMPLOYEES, AND ALL THOSE INDIVIDUALS WHO ARE POTENTIALLY DISQUALIFIED PERSONS WITHIN THE MEANING OF THE INTERMEDIATE SANCTIONS LEGISLATION. THE COMMITTEE MAY PERIODICALLY REVIEW THE COMPENSATION AND BENEFITS OF OTHER HIGHLY COMPENSATED INDIVIDUALS, EVEN IF THEY ARE NOT DEEMED TO EXERCISE "SUBSTANTIAL INFLUENCE" OVER THE UNIVERSITY. THE COMPENSATION SUBCOMMITTEE (CREATED TO CONFORM TO CERTAIN PROCEDURES IN DOCUMENTING REASONABLE SALARIES FOR THE OFFICERS OF THE UNIVERSITY), MEETS AT LEAST TWICE A YEAR TO REVIEW APPROPRIATE DATA, INCLUDING COMPARABLE SALARIES, IN ORDER TO REPORT ITS CONCLUSIONS AND RECOMMENDATIONS ON OFFICERS' SALARIES FOR FINAL APPROVAL. THE COMPENSATION SUBCOMMITTEE ENGAGES AN INDEPENDENT THIRD PARTY TO SERVE AS A CONSULTANT. --------------------
FORM 990, PART VI, SECTION C, LINE 19	DOCUMENTS AVAILABILITY TO THE PUBLIC GOVERNING DOCUMENTS - OFFICIAL RECORDS GENERATED OR RECEIVED BY THE ADMINISTRATIVE AND ACADEMIC OFFICES OF THE UNIVERSITY IN THE CONDUCT OF THEIR BUSINESS ARE THE PROPERTY OF THE UNIVERSITY AND MAY BECOME ARCHIVAL MATERIAL. THE ARCHIVED RECORDS ARE AVAILABLE THROUGH THE UNIVERSITY ARCHIVES AND RECORDS CENTER WEB SITE HTTP://WWW.ARCHIVES.UPENN.EDU UNDER PRIMARY SOURCES. FORM 1023 - SINCE THE UNIVERSITY HAS BEEN IN EXISTENCE SINCE 1740, THE ORGANIZATION WAS NOT REQUIRED TO FILE A FORM 1023 APPLICATION. INSTEAD, ITS IRC SECTION 501(C)(3) TAX-EXEMPT STATUS IS GRANDFATHERED BY THE IRS. CONFLICT OF INTEREST POLICES - POLICIES, STATEMENTS, AND GUIDELINES ARE AVAILABLE TO THE PUBLIC ON THE OFFICE OF THE AUDIT, COMPLIANCE, AND PRIVACY WEB SITE AT HTTP://WWW.UPENN.EDU/AUDIT/OACP UNDER PRINCIPLES OF RESPONSIBLE CONDUCT. FINANCIAL STATEMENTS - THE UNIVERSITY'S ANNUAL REPORT IS PRODUCED BY THE OFFICE OF THE VICE PRESIDENT AND TREASURER IN CONJUNCTION WITH THE OFFICE OF THE COMPTROLLER AND INCLUDES THE UNIVERSITY'S AUDITED FINANCIAL STATEMENTS, SUMMARY OF ENDOWMENT PERFORMANCE, AND MESSAGES FROM EXECUTIVE MANAGEMENT. ANNUAL REPORTS ARE PUBLISHED AFTER THE CLOSE OF EACH FISCAL YEAR (JULY 1 TO JUNE 30) AND ARE AVAILABLE ON THE COMPTROLLER WEB SITE AT HTTP://WWW.FINANCE.UPENN.EDU/COMPTROLLER UNDER ANNUAL REPORTS. --------------------
FORM 990, PART XI, LINE 9	DETAIL OF OTHER CHANGES IN NET ASSETS PENSION & OTHER POSTRETIREMENT PLAN ADJ. $(260,098,000) LOSS ON EXTINGUISHMENT OF DEBT (26,418,000) CUMULATIVE EFFECT OF CHANGE IN ACCT PRINCIPLE (50,530,000) ------------ TOTAL $(337,046,000) --------------------

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:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990.
MediumBullet

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Employer identification number

23-1352685

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
(1) RA CITRUS-HEIGHT REMAINDERCO LLC 6162 SAN JUAN AVE CITRUS HEIGHTS,CA95610 13-4018559	REMAINDER	CA	0	0	NA
(2) RA FLINT REMAINDERCO LLC 5014 CLIO ROAD FLINT,MI48501 13-4018594	REMAINDER	MI	0	0	NA
(3) RA GIBBSTOWN REMAINDERCO LLC 380 HARMONY ROAD GIBBSTOWN,NJ08027 23-1352685	REMAINDER	NJ	0	0	NA
(4) RA BLYTHE REMAINDERCO LLC 890 E HOBSON WAY BLYTHE,CA92225 23-1352685	REMAINDER	CA	0	0	NA
(5) RA CLAREMONT REMAINDERCO LLC 45-99 WASHINGTON STREET CLAREMONT,NH03743 23-1352685	REMAINDER	NH	0	0	NA
(6) RA03 NEW OXFORD REMAINDERCO LLC 5675 YORK ROAD NEW OXFORD,PA17350 23-1352685	REMAINDER	PA	0	0	NA
(7) UNIV OF PENN USA FOUNDATION LTD 19 NORCOTT ROAD LONDON,ENGLANDN167EJ UK 98-0387770	CHARITY	UK	-1,356,985	798,865	TRUSTEES
(8) UNIV OF PENN (HK) FND LIMITED ROOM 8 7/F K WAH CENTRE 191 JAVA RD,HONG KONG HK 98-1062727	CHARITY	HK	-6,109	643,682	TRUSTEES
(9) LEARNING ALLIANCE LLC 1398 WLIMINGTON PIKE WEST CHESTER,PA19383 56-2351966	EDUCATIONAL	PA	39,417	2,813,921	TRUSTEES

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) ABRAMSON INSTITUTE 1086 PENLLYN BLUE BELL PIKE BLUE BELL,PA19422 23-2929823	MED RESEARCH	PA	501(C)(3)	4	NA		No
(2) CLINICAL CARE ASSOCIATES OF UPHS 250 KING OF PRUSSIA RD 4TH FL RADNOR,PA19087 23-2729852	HEALTHCARE	PA	501(C)(3)	9	TRUSTEES	Yes
(3) UNIVERSITY CLUB AT PENN INC 3611 WALNUT STREET PHILADELPHIA,PA19104 23-6299508	FAC. CLUB	PA	501(C)(3)	11, A	TRUSTEES	Yes
(4) FRANKLIN SPECIALTY PHYSICIANS 3451 WALNUT STREET PHILADELPHIA,PA19104 23-2992715	SUPPORT ORG	PA	501(C)(3)	11, B	PA HOSPITAL	Yes
(5) OAP INC 3451 WALNUT STREET ROOM 329 PHILADELPHIA,PA19104 23-1986931	SUPPORT ORG	PA	501(C)(3)	11, A	TRUSTEES	Yes
(6) PENN CENTER FOR REHAB AND CARE 3609 CHESTNUT STREET PHILADELPHIA,PA19104 23-2422635	HEALTHCARE	PA	501(C)(3)	3	PMC	Yes
(7) PENN CLUB OF NEW YORK INC 30 WEST 44TH STREET NEW YORK,NY10036 23-2726687	CLUB	NY	501(C)(7)	N/A	NA		No
(8) PENN PRAXIS INC 210 SOUTH 34TH STREET PHILADELPHIA,PA19104 75-2974931	SUPPORT ORG	PA	501(C)(3)	11, A	TRUSTEES	Yes
(9) PENN PRESS INC 3905 SPRUCE STREET PHILADELPHIA,PA19107 23-1876142	PUBLISHING	PA	501(C)(3)	11, A	TRUSTEES	Yes
(10) PENNSYLVANIA HOSPITAL OF UPHS 800 SPRUCE STREET PHILADELPHIA,PA19107 31-1538725	HEALTHCARE	PA	501(C)(3)	3	TRUSTEES	Yes
(11) PGH DEVELOPMENT CORP 426 CURIE BLVD PHILADELPHIA,PA19104 23-2351015	SUPPORT ORG	PA	501(C)(3)	11, A	NA		No
(12) PHOENIXVILLE HOSPITAL OF UPHS 3001 MARKET STREET 3RD FLOOR PHILADELPHIA,PA19104 23-2901089	SUPPORT ORG	PA	501(C)(3)	3	TRUSTEES	Yes
(13) PRESBYTERIAN ANESTHESIOLOGY FOUNDATION 51 NORTH 39TH STREET PHILADELPHIA,PA19104 23-2561573	SUPPORT ORG	PA	501(C)(3)	11, A	PMC	Yes
(14) PRESBYTERIAN MEDICAL CENTER OF UPHS 51 NORTH 39TH STREET PHILADELPHIA,PA19104 23-2810852	HEALTHCARE	PA	501(C)(3)	3	TRUSTEES	Yes
(15) PRESBYTERIAN MULTI-SPECIALTY GROUP 51 NORTH 39TH STREET PHILADELPHIA,PA19104 23-2723154	HEALTHCARE	PA	501(C)(3)	9	PMC	Yes
(16) PRESBYTERIAN PERSONAL CARE RESIDENCE 51 NORTH 39TH STREET PHILADELPHIA,PA19104 23-2294713	HEALTHCARE	PA	501(C)(3)	11, A	PMC	Yes
(17) SS HUEBNER FOUNDATION FOR INSURANCE EDUC 3000 STEINBERG HALL PHILADELPHIA,PA19104 23-6297325	EDU SUPPORT	PA	501(C)(3)	11, A	NA		No
(18) UNIVERSITY CITY ASSOCIATES INC 3451 WALNUT STREET ROOM 329 PHILADELPHIA,PA19104 23-3021159	SUPPORT ORG	PA	501(C)(3)	11, A	TRUSTEES	Yes
(19) UPENN RETIREE BENEFITS TRUST 3451 WALNUT STREET ROOM 329 PHILADELPHIA,PA19104 23-2769744	BENEFITS	PA	501(C)(3)	11, A	TRUSTEES	Yes
(20) WISSAHICKON HOSPICE OF UPHS 150 MONUMENT ROAD SUITE 300 BALA CYNWYD,PA19004 23-2152662	HOSPICE CARE	PA	501(C)(3)	9	TRUSTEES	Yes
(21) WOMEN'S AND CHILDREN'S HEALTH SERVICES 700 SPRUCE STREET PHILADELPHIA,PA19106 23-2248956	HEALTHCARE	PA	501(C)(3)	3	PA HOSPITAL	Yes
(22) THE ASC TRUST OF THE UNIV OF PA 1500 MARKET ST STE 3500E PHILADELPHIA,PA19102 81-0550464	SUPPORT ORG	PA	501(C)(3)	11, D	NA		No
(23) UPENN INTERNATIONAL 3451 WALNUT STREET SUITE 731 PHILADELPHIA,PA19104 45-4985731	SUPPORT ORG	PA	501(C)(3)	11, A	TRUSTEES	Yes
(24) THE CHESTER COUNTY HOSPITAL 701 E MARSHALL STREET WEST CHESTER,PA19380 23-0469150	Hospital	PA	501(C)(3)	3	CCH&HS	Yes
(25) NEIGHBORHOOD HEALTH AGENCIES INC 795 E MARSHALL STREET WEST CHESTER,PA19380 23-2324782	NURSING	PA	501(C)(7)	11, A	CCH&HS	Yes
(26) NEIGHBORHOOD VISITING NURSE ASSOCIATION 795 E MARSHALL STREET WEST CHESTER,PA19380 23-1352243	NURSING	PA	501(C)(3)	7	CCH&HS	Yes
(27) NEIGHBORHOOD LEAGUE HEALTH SERVICES 795 E MARSHALL STREET WEST CHESTER,PA19380 23-2324787	HEALTH SERV.	PA	501(C)(3)	9	CCH&HS	Yes
(28) CHESTER COUNTY HOSPITAL & HEALTH SYSTEM 701 E MARSHALL STREET WEST CHESTER,PA19380 26-4233321	MGMT SERV.	PA	501(C)(3)	11, A	TRUSTEES	Yes
(29) UPENN MASTER RETIREMENT TRUST 3451 WALNUT STREET ROOM 305 PHILADELPHIA,PA19106 04-3574136	RETIRE TRUST	PA	501(A)	N/A	TRUSTEES	Yes
(30) CARL V S PATTERSON 19 UN OF PA C/O PNC BANK 620 LIBERTY AVE PITTSBURGH,PA15222 23-6415355	SUPPORT TRUST	PA	4947(A)(1)	N/A	NA		No
(31) MORRIS EST LYDIA T DECD TW 1525 W WT HARRIS BLVD CHARLOTTE,NC28262 23-6210940	SUPPORT TRUST	PA	501(C)(3)	11, C	NA		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2014

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(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
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) NEIGHBRHD PRES & DEV FUND LP 240 NEW YORK DR STE 1 FORT WASHINGTON,PA19034 23-3037919	RENTAL	PA	UCA								No
(2) SISU CAP PRIV EQUITY FUND B 1 RED PLACE LONDONW1K 6PL UK	INVESTMENT	UK	TRUSTEES	EXCLUDED FROM TAX	-1,100,263	2,584,412		No	0		No	56.980 %
(3) SISU CAP PRIV EQUITY FUND E 1 RED PLACE LONDONW1K 6PL UK	INVESTMENT	UK	TRUSTEES	EXCLUDED FROM TAX	-17,668	2,735,283		No	0		No	74.548 %
(4) DVG 1740 FUND LP ONE FAWCETT PLACE GREENWICH,CT06830 80-0961539	INVESTMENT	CT	TRUSTEES	EXCLUDED FROM TAX	965,774	165,234,028		No	0		No	100.000 %
(5) GALLOPAVO LP 2000 McKINNEY AVE STE 2125 DALLAS,TX75201 46-4621967	INVESTMENT	TX	TRUSTEES	EXCLUDED FROM TAX	-18,675,282	81,819,504		No	0		No	100.000 %
(6) SRP INVESTORS FUND A LP 2001 ROSS AVE SUITE 2800 DALLAS,TX75201 61-1748291	INVESTMENT	TX	TRUSTEES	EXCLUDED FROM TAX	-51,228	1,400,919		No	0		No	94.261 %
(7) FERN HILL LLC 929 SOUTH HIGH STREET WEST CHESTER,PA19382 23-3005147	RENTAL	PA	THHS								No
(8) OAKLANDS WAY MEDICAL BUILDING ASSOCIATES 929 SOUTH HIGH STREET WEST CHESTER,PA19382 83-0490251	RENTAL	PA	THHS								No
(9) FERN HILL PARTNERSHIP III LP 929 SOUTH HIGH STREET WEST CHESTER,PA19382 30-0409614	RENTAL	PA	THHS								No
(10) SPRUCE MRI ASSOCIATES 801 SPRUCE STREET - LOWER LEVEL PHILADELPHIA,PA19107 23-2489398	INVESTMENT	PA	PAH								No

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets		Yes	No
(1) CLINICAL HEALTH CARE ASSOC 250 KING OF PRUSSIA ROAD 4TH FLOOR RADNOR,PA190875220 23-2865181	PHYS MGMT	PA	CCA	CORPORATION				Yes
(2) DELANCEY CORPORATION 510 WALNUT STREET SUITE 420 PHILADELPHIA,PA19106 23-2060159	RENTAL	PA	PA HOSPITAL	CORPORATION				Yes
(3) FRANKLIN CASUALTY INSURANCE CO PO BOX 350 BURLINGTON,VT054020530 04-3378984	INSURANCE	VT	TRUSTEES	CORPORATION	-162,732	30,586,057	100.000 %	Yes
(4) PENN TOWER HOTEL INC 3401 WALNUT STREET SUITE 440A PHILADELPHIA,PA19104 23-2812573	HOTEL/RESTAURANT	PA	TRUSTEES	CORPORATION	726,373	12,418,559	100.000 %	Yes
(5) PRESBYTERIAN MEDICAL SERVICES 39TH AND MARKET STREET PHILADELPHIA,PA19104 23-2307991	HEALTHCARE	PA	PMC	CORPORATION				Yes
(6) QUAKER INSURANCE COMPANY LTD 3451 WALNUT ST ROOM 329 PHILADELPHIA,PA19104 30-0708282	SELF-INSURANCE	BD	TRUSTEES	CORPORATION	7,144,638	181,717,374	100.000 %	Yes
(7) PENN WHARTON CONSULTING (BEIJING) CO LTD CHINA WORLD TOWER 1 14F CHAOYANG DIST.,BEIJING100004 CH	EDUCATION	CH	UPENN INT'L	FOREIGN CORP				Yes
(8) NAYA 1740 FUND LTD PO BOX 309 UGLAND HOUSE GRAND CAYMANKY1-1104 CJ	INVESTMENTS	CJ	TRUSTEES	FOREIGN CORP			100.000 %	Yes
(9) PINE RIVER 1740 FUND LTD PO BOX 309 UGLAND HOUSE GRAND CAYMANKY1-1104 CJ 98-1110661	INVESTMENTS	CJ	TRUSTEES	FOREIGN CORP			100.000 %	Yes
(10) PINE RIVER 1740 TACTICAL FUND LTD PO BOX 309 UGLAND HOUSE GRAND CAYMANKY1-1104 CJ 98-1110518	INVESTMENTS	CJ	TRUSTEES	FOREIGN CORP			100.000 %	Yes
(11) THE PAM 1740 FUND LTD PO BOX 309 UGLAND HOUSE GRAND CAYMANKY1-1104 CJ	INVESTMENTS	CJ	TRUSTEES	FOREIGN CORP			100.000 %	Yes
(12) PROFESSIONAL PROVIDERS INC 701 E MARSHALL STREET WEST CHESTER,PA19380 23-3076589	PHYSICIAN SERV.	PA	CCH&HS	CORPORATION				Yes
(13) CHESTER COUNTY OBGYN ASSOCIATES INC 701 E MARSHALL STREET WEST CHESTER,PA19380 30-0073633	OB/GYN SERV.	PA	CCH&HS	CORPORATION				Yes
(14) TURK'S HEAD HEALTH SERVICES 701 E MARSHALL STREET WEST CHESTER,PA19380 23-2329753	MEDICAL SERV.	PA	CCH&HS	CORPORATION				Yes
(15) CHARITABLE REMAINDER TRUSTS (65)	N/A	PA	NA	REMAINDER TRUST					No

Schedule R (Form 990) 2014

Page 3

Part V

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

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

Yes

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

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

Yes

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

Yes

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

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

Yes

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

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

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

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

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

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

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

Yes

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

Yes

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

Yes

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

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) DVG 1740 FUND LP	B	120,000,000	FMV
(2) FRANKLIN CASUALTY INSURANCE CO	R	43,235,872	FMV
(3) PENN PRAXIS INC	O,R	1,431,506	FMV
(4) PENN TOWER HOTEL INC	A	1,500,000	FMV
(5) PENNSYLVANIA HOSPITAL OF UPHS	K,O,P	40,826,490	FMV
(6) PRESBYTERIAN MEDICAL CENTER OF UPHS	K,O,P	64,869,110	FMV
(7) SRP INVESTORS FUND A LP	B	1,457,854	FMV
(8) THE PAM 1740 FUND LTD	B	93,792,754	FMV
(9) UPENN INTERNATIONAL	B	5,400,000	FMV
(10) UPENN RETIREE BENEFITS TRUST	B	33,504,292	FMV
(11) WISSAHICKON HOSPICE OF UPHS	O,P,R	2,810,780	FMV

Schedule R (Form 990) 2014

Page 4

Part VI

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

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

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

Schedule R (Form 990) 2014

Page 5

Part VII

Supplemental Information

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

Return Reference	Explanation
SCHEDULE R, PART IV, LINE 4	DETAIL OF LEGAL DOMICLES FOR CHARITABLE REMAINDER TRUSTS AS OF JUNE 30, 2015, THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") HELD INTERESTS IN 2 CHARITABLE REMAINDER TRUSTS IN FLORIDA, 1 CHARITABLE REMAINDER TRUST IN NEW YORK AND 62 CHARITABLE REMAINDER TRUSTS IN PENNSYLVANIA WHERE THE UNIVERSITY HAD MORE THAN 50% OF THE BENEFICIAL INTERESTS IN THE TRUSTS.

Schedule R (Form 990) 2014

Additional Data

Software ID:
Software Version:

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