lefile GRAPHIC print - DO NOT PROCESS I As Filed Data - I DLN: 934932720061651

Form990 Return of Organization Exempt From Income Tax

Under section 501 (c), 527, or 4947( a)(1) of the Internal Revenue Code (except privatefoundations)

Department of the Treasury Do not enter social security numbers on this form as it may be made public

Internal Revenue Service 1-Information about Form 990 and its instructions is at www.IRS.gov/form990

For the 2014 calendar year, or tax year beginning 01-01-2014 , and ending 12-31-2014

OMB No 1545-0047

201 4

B Check if applicableC Name of organization D Employer identification number

Winifred Masterson Burke Medical Res Ins IncF Address change 13-3434924

F Name change Doing business as

1 Initial returnE Telephone number

Final Number and street (or P 0 box if mail is not delivered to street address) Room/suite

fl return/terminated 785 Mamaroneck Avenue(914) 597-2240

1 Amended return City or town, state or province, country, and ZIP or foreign postal codeWhite Plains, N

(- Application pendingY 10605 G Gross receipts $ 13,744,363

F Name and address of principal officer H(a) Is this a group return forRajiv Ratan MDPhD subordinates? fl Yes F No785 Mamaroneck AveWhite Plains, NY 10605 H(b) Are all subordinates 1 Yes (- No

included?

I Tax-exempt status F 501(c)(3) 1 501(c) ( ) I (insert no ) (- 4947(a)(1) or F_ 527 If "No," attach a list (see instructions)

J Website : - www burke org H(c) Group exemption number 0-

K Form of organization F Corporation 1 Trust F_ Association (- Other 0- L Year of formation 1988 M State of legal domicile NY

Summary

1 Briefly describe the organization's mission or most significant activitiesTHE BURKE MEDICAL RESEARCH INSTITUTE WORKS IN CONJUNCTION WITH THE BURKE REHAB HOSPITAL AND WEILLCORNELL MC TO DEVELOP NEW

w

2 Check this box if the organization discontinued its operations or disposed of more than 25% of its net assets

3 Number of voting members of the governing body (Part VI, line la) . . . . . . . 3 24of:2 4 N umber of independent voting members of the governing body (Part VI, line 1 b) . . . . 4 21

5 Total number of individuals employed in calendar year 2014 (Part V, line 2a) . 5 100

6 Total number of volunteers (estimate if necessary) 6 20

7a Total unrelated business revenue from Part VIII, column (C), line 12 . 7a 0

b Net unrelated business taxable income from Form 990-T, line 34 . . . . . . . 7b

Prior Year Current Year

8 Contributions and grants (Part VIII, line 1h) . 12,775,478 13,643,645

9 Program service revenue (Part VIII, line 2g) 0

N 10 Investment income (Part VIII, column (A), lines 3, 4, and 7d . 0

11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 115,135 100,718

12 Total revenue-add lines 8 through 11 (must equal Part VIII, column (A), line12) . . . . . . . . . . . . . . . . . . . 12,890,613 13,744,363

13 Grants and similar amounts paid (Part IX, column (A), lines 1-3) . 0

14 Benefits paid to or for members (Part IX, column (A), line 4) . 0

15 Salaries, other compensation, employee benefits (Part IX, column (A), lines6,802,870 7,607,005

5-10)

16a Professional fundraising fees (Part IX, column (A), line 11e) 0

LLJb Total fundraising expenses (Part IX, column (D), line 25) 0-0

17 Other expenses (Part IX, column (A), lines h1a-11d, 11f-24e) . . . . 7,476,550 7,553,525

18 Total expenses Add lines 13-17 (must equal Part IX, column (A), line 25) 14,279,420 15,160,530

19 Revenue less expenses Subtract line 18 from line 12 -1,388,807 -1,416,167

Beginning of CurrentEnd of Year

Year

M20 Total assets (Part X, line 16) 13,830,620 13,571,621

%TS 21 Total liabilities (Part X, line 26) . . . . . . . . . . . . 9,281,510 9,509,075

ZLL 22 Net assets or fund balances Subtract line 21 from line 20 4 549 110 4 062 546

lijaW Signature Block

Under penalties of perjury, I declare that I have examined this return, includinmy knowledge and belief, it is true, correct, and complete Declaration of prepspreparer has any knowledge

SignSignature of officer

Here Rajiv Ratan MD Vice President

Type or print name and title

Print/Type preparer's name Preparers signatureSCOTT EDELMAN SCOTT EDELMAN

PaidFirm's name 1- WINIFRED MASTERSON BURKE FOUNDATION

Pre pare rUse Only Firm's address 0-785 MAMARONECK AVE

WHITE PLAINS, NY 10605

May the IRS discuss this return with the preparer shown above? (see instructs

For Paperwork Reduction Act Notice, see the separate instructions.

Form 990 ( 2014) Page 2

Statement of Program Service AccomplishmentsCheck if Schedule 0 contains a response or note to any line in this Part III .(-

1 Briefly describe the organization 's mission

STROKE, SPINAL CORD INJURY, TRAUMATIC BRAIN INJURY AND ALZHEIMERS DISEASE ARE LEADING CAUSES OF DISABILITY INTHE U S THE BURKE MEDICAL RESEARCH INSTITUTE WORKS IN CONJUNCTION WITH THE BURKE REHABILITATION HOSPITALAND WEILL CORNELL MEDICAL COLLEGE TO DEVELOP NEWTHERAPEUTIC APPROACHES TO THESE IMPAIRMENTS

2 Did the organization undertake any significant program services during the year which were not listed onthe prior Form 990 or 990-EZ7 . . . . . . . . . . . . . . . . . . . . . . fl Yes F No

If "Yes," describe these new services on Schedule 0

3 Did the organization cease conducting , or make significant changes in how it conducts, any programservices? . . . . . . . . . . . . . . . . . . . . . . . . . . . . F Yes F7 No

If "Yes," describe these changes on Schedule 0

4 Describe the organization 's program service accomplishments for each of its three largest program services, as measured byexpenses 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 $ 8,732,845 including grants of $ ) ( Revenue $

MEDICAL RESEARCH INVOLVING NEUROLOGICAL RELATED DISEASES, SUCH AS DEMENTIA, ALZHEIMERS PARKINSONS THE BURKE MEDICAL RESEARCH INSTITUTESEEKS TO HARNESS THE BEST IN CONTEMPORARY NEUROSCIENCE TO ADVANCE INTERVENTIONS TO IMPROVE BRAIN REPAIR AND RECOVERY OF FUNCTION FROMALL NEUROLOGICAL DISEASES THIS ENDEAVOR IS ACTIVELY ADVANCED BY FREQUENT LIVELY INTERCHANGE BETWEEN SCIENTISTS WORKING ON NOVELPHARMACOLOGICAL, BIOLOGICAL AND ROBOTIC APPROACHES TO REPAIR THE DAMAGED BRAIN THE BURKE MEDICAL RESEARCH INSTITUTE AND THE BURKEREHABILITATION HOSPITAL ARE EXPERTS IN THE REHABILITATION OF NEUROLOGICAL DISEASES, WHO ARE COMMITTED TO HELP TRANSLATE THESE APPROACHESTO THE BEDSIDE HOWEVER, WE ARE FAR FROM REACHING OUR CLINICAL GOALS AND POTENTIAL, THE LACK OF BRAIN REPAIR AND CONSEQUENT DISABILITYREMAINS A LARGE AND ALMOST SILENT EPIDEMIC

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

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

4d Other program services ( Describe in Schedule 0

(Expenses $ including grants of $ ) (Revenue $

4e Total program service expenses 0- 8,732,845

Form 990 (2014)

Form 990 (2014) Page 3

Checklist of Required Schedules

Yes No

1 Is the organization described in section 501(c)(3) or4947(a)(1) (other than a private foundation)? If "Yes," Yes

complete Schedule As . . . . . . . . . . . . . . . . . . . . . . . 1

2 Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? 2 Yes

3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to Nocandidates for public office? If "Yes,"complete Schedule C, Part I . . . . . . . . . . 3

4 Section 501 ( c)(3) organizations . Did the organization engage in lobbying activities, or have a section 501(h) Noelection in effect during the tax year? If "Yes,"complete Schedule C, Part II . . . . . . . 4

5 Is the organization a section 501 (c)(4), 501 (c)(5), or 501(c)(6) organization that receives membership dues,assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C,Part III . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 N o

6 Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have theright to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes,"completeSchedule D, Part I . . . . . . . . . . . . . . . . . . . . . . . 6 N o

7 Did the organization receive or hold a conservation easement, including easements to preserve open space,the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part II . . 7 No

8 Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes,"complete Schedule D, Part III . . . . . . . . . . . . . . . . . . . 8 N o

9 Did the organization report an amount in Part X, line 21 for escrow or custodial account liability, serve as acustodian for amounts not listed in Part X, or provide credit counseling, debt management, credit repair, or debtnegotiation services? If "Yes," complete Schedule D, Part IV . . . . . . . . . . . . . . 9 No

10 Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, 10 Nopermanent endowments, or quasi-endowments? If "Yes,"complete Schedule D, Part V . . . . . .

11 If the organization's answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII,VIII, IX, or X as applicable

a Did the organization report an amount for land, buildings, and equipment in Part X, line 10?

If "Yes," complete Schedule D, Part VI. . . . . . . . . . . . . . . . . . . . lla Yes

b Did the organization report an amount for investments-other securities in Part X, line 12 that is 5% or more ofits total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VII . . . . . . lib No

c Did the organization report an amount for investments-program related in Part X, line 13 that is 5% or more ofits total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIII . . . . . . llc No

d Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assetsreported in Part X, line 16? If "Yes," complete Schedule D, Part IX . . . . . . . . . . . lid No

e Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part,lie Yes

f Did the organization's separate or consolidated financial statements for the tax year include a footnote thatllf No

addresses the organization's liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes,"completeSchedule D, Part X . . . . . . . . . . . . . . . . . . . . . . . . .

12a Did the organization obtain separate, independent audited financial statements for the tax year?If "Yes," complete Schedule D, Parts XI and XII . . . . . . . . . . . . . . . . 12a N o

b Was the organization included in consolidated, independent audited financial statements for the tax year? If12b Yes

"Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional S

13 Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," completeScheduleE13 No

14a Did the organization maintain an office, employees, or agents outside of the United States? . 14a No

b Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising,business, investment, and program service activities outside the United States, or aggregate foreign investmentsvalued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV . . . . . . . . 14b No

15 Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to orfor any foreign organization? If "Yes," complete Schedule F, Parts II and IV 15 No

16 Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or otherassistance to or for foreign individuals? If "Yes," complete Schedule F, Parts III and IV . . 16 No

17 Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part 17 NoIX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, PartI (see instructions) . . . .

18 Did the organization report more than $15,000 total of fundraising event gross income and contributions on PartVIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II . . . . . . . . . . . 18 No

19 Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If 19 No"Yes," complete Schedule G, Part III . . . . . . . . . . . . . . . . . . .

20a Did the organization operate one or more hospital facilities? If "Yes,"completeScheduleH . . 20a No

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

Form 990 (2014)

Form 990 (2014) Page 4

Checklist of Required Schedules (continued)

21 Did the organization report more than $5,000 of grants or other assistance to any domestic organization or 21 Nodomestic government on Part IX, column (A), line 1? If "Yes," complete Schedule I, Parts I and II . .

22 Did the organization report more than $5,000 of grants or other assistance to or for domestic individuals on Part 22IX, column (A), line 2? If "Yes," complete Schedule I, Parts I and III .

No

23 Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization'scurrent and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," 23 Yes

complete Schedule J . . . . . . . . . . . . . . . . . . . . . .

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

b Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?24b

c Did the organization maintain an escrow account other than a refunding escrow at any time during the yearto defease any tax-exempt bonds? . 24c

d Did the organization act as an on behalf of issuer for bonds outstanding at any time during the year? . 24d

25a Section 501(c)( 3), 501 ( c)(4), and 501 ( c)(29) organizations . Did the organization engage in an excess benefittransaction with a disqualified person during the year? If "Yes," complete Schedule L, PartI . . . . 25a No

b Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prioryear, and that the transaction has not been reported on any of the organization's prior Forms 990 or 990-EZ? If 25b No

"Yes," complete Schedule L, Part I . . . . . . . . . . . . . . . . . . .

26 Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any currentor former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? 26 NoIf "Yes," complete Schedule L, Part II . . . . . . . . . . . . . . . .

27 Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantialcontributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family 27 No

member of any of these persons? If "Yes," complete Schedule L, Part III . . . . . . . . .

28 Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IVinstructions for applicable filing thresholds, conditions, and exceptions)

a A current or former officer, director, trustee, or key employee? If "Yes,"complete Schedule L, PartIV . . . . . . . . . . . . . . . . . . . . . . . . .

28a No

b A family member of a current or former officer, director, trustee, or key employee? If "Yes,"complete Schedule L, Part IV . . . . . . . . . . . . . . . . . . . . . 28b N o

c A n entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) wasan officer, director, trustee, or direct or indirect owner? If "Yes,"complete Schedule L, Part IV . . 28c No

29 Did the organization receive more than $25,000 in non-cash contributions? If "Yes,"completeScheduleM 29 No

30 Did the organization receive contributions of art, historical treasures, or other similar assets, or qualifiedconservation contributions? If "Yes," complete Schedule M . . . . . . . . . . . . 30 No

31 Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N,Part I . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 N o

32 Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes, " completeSchedule N, Part II . . . . . . . . . . . . . . . . . . . . . 32 N o

33 Did the organization own 100% of an entity disregarded as separate from the organization under Regulationssections 301 7701-2 and 301 7701-3? If "Yes," complete Schedule R, PartI . . . . . . . 33 No

34 Was the organization related to any tax-exempt or taxable entity? If "Yes,"complete Schedule R, Part II, III, orIV,

and Part V, line 1 . . . . . . . . . . . . . . . . . . . . . . . 34 Yes

35a Did the organization have a controlled entity within the meaning of section 512(b)(13)?35a N o

b If'Yes'to line 35a, did the organization receive any payment from or engage in any transaction with a controlledentity within the meaning of section 512 (b)(13 )? If "Yes,"complete Schedule R, Part V, line 2 . . . 35b

36 Section 501(c)( 3) organizations . Did the organization make any transfers to an exempt non-charitable relatedorganization? If "Yes,"complete Schedule R, Part V, line 2 . . . . . . . . . . . . . 36 No

37 Did the organization conduct more than 5% of its activities through an entity that is not a related organizationand that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VI 37 No

38 Did the organization complete Schedule 0 and provide explanations in Schedule 0 for Part VI, lines 1 lb and 19?Note . All Form 990 filers are required to complete Schedule 0 . . . . . . . . . . . 38 Yes

Form 990 (2014)

Form 990 (2014) Page 5

MEW-Statements Regarding Other IRS Filings and Tax Compliance

Check if Schedule 0 contains a response or note to any line in this Part V (-

Yes No

la Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable . la 27

b Enter the number of Forms W-2G included in line la Enter-0- if not applicable lb 0

c Did the organization comply with backup withholding rules for reportable payments to vendors and reportablegaming (gambling) winnings to prize winners? . . . . . . . . . . . . . . . . . 1c Yes

2a Enter the number of employees reported on Form W-3, Transmittal of Wage andTax Statements, filed for the calendar year ending with or within the year coveredby this return . . . . . . . . . . . . . . . . . 2a 100

b If at least one is reported on line 2a, did the organization file all required federal employment tax returns?Note . If the sum of lines la and 2a is greater than 250 you may be required to e-file (see instructions)

2b Yes,

3a Did the organization have unrelated business gross income of $1,000 or more during the year? . . 3a No

b If "Yes," has it filed a Form 990-T for this year? If 'No" to line 3b, provide an explanation in Schedule O . . 3b

4a At any time during the calendar year, did the organization have an interest in, or a signature or other authorityover, a financial account in a foreign country (such as a bank account, securities account, or other financialaccount)? . . . . . . . . . . . . . . . . . . . . . . . . . . No

b If "Yes," enter the name of the foreign country 0-See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts(FBA R)

5a Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? . 5a No

b Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? 5b No

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

6a Does the organization have annual gross receipts that are normally greater than $100,000, and did the 6a Noorganization solicit any contributions that were not tax deductible as charitable contributions? . .

b If "Yes," did the organization include with every solicitation an express statement that such contributions or giftswere not tax deductible? . 6b

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

a Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and 7a Noservices provided to the payor? .

b If "Yes," did the organization notify the donor of the value of the goods or services provided? . 7b

c Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required tofile Form 82827 . . . . . . . . . . . . . . . . . . . . . . . . . . 7c No

d If "Yes," indicate the number of Forms 8282 filed during the year . 7d

e Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefitcontract? . . . . . . . . . . . . . . . . . . . . . . . . . . . 7e N o

f Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? 7f No

g If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 asrequired? . 7g

h If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file aForm 1098-C? . 7h

8 Sponsoring organizations maintaining donor advised funds.Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any timeduring the year? . . . . . . . . . . . . . . . . . . . . . . . . 8

9a Did the sponsoring organization make any taxable distributions under section 4966? . 9a

b Did the sponsoring organization make a distribution to a donor, donor advisor, or related person? . 9b

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

a Initiation fees and capital contributions included on Part VIII, line 12 . 10a

b Gross receipts, included on Form 990, Part VIII, line 12, for public use of club 10bfacilities

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

a Gross income from members or shareholders . . . . . . . . 11a

b Gross income from other sources (Do not net amounts due or paid to other sourcesagainst 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?

b If "Yes," enter the amount of tax-exempt interest received or accrued during theyear . . . . . . . . . . . . . . . . . . . 12b

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

a Is the organization licensed to issue qualified health plans in more than one state?Note . See the instructions for additional information the organization must report on Schedule 0

b Enter the amount of reserves the organization is required to maintain by the statesin which the organization is licensed to issue qualified health plans 13b

c Enter the amount of reserves on hand 13c

12a

13a

14a Did the organization receive any payments for indoor tanning services during the tax year? . . . 14a No

b If "Yes," has it filed a Form 720 to report these payments? If "No,"provide an explanation in Schedule 0 . 14b

Form 990 (2014)

Form 990 ( 2014) Page 6

Lam Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a"No" response to lines 8a, 8b, or 1Ob below, describe the circumstances, processes, or changes in Schedule 0.See instructions.Check if Schedule 0 contains a response or note to any line in this Part VI .F

Section A. Governing Body and Management

la Enter the number of voting members of the governing body at the end of the taxla 24

year

If there are material differences in voting rights among members of the governingbody, or if the governing body delegated broad authority to an executive committeeor similar committee, explain in Schedule 0

b Enter the number of voting members included in line la, above, who areindependent . . . . . . . . . . . . . . . . . lb 21

2 Did any officer, director, trustee, or key employee have a family relationship or a business relationship with anyother officer, director, trustee, or key employee?

3 Did the organization delegate control over management duties customarily performed by or under the directsupervision of officers, directors or trustees, or key employees to a management company or other person?

4 Did the organization make any significant changes to its governing documents since the prior Form 990 wasfiled?

5 Did the organization become aware during the year of a significant diversion of the organization's assets?

6 Did the organization have members or stockholders?

7a Did the organization have members, stockholders, or other persons who had the power to elect or appoint one ormore members of the governing body? . .

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

8 Did the organization contemporaneously document the meetings held or written actions undertaken during theyear by the following

a The governing body?

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

9 Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at theorganization's mailing address? If "Yes,"provide the names and addresses in Schedule 0 . . . . . . .

Yes I No

2 No

3 No

4 No

5 No

6 No

7a N o

7b No

8a Yes

8b Yes

9 1 1 No

Section B. Policies ( This Section B requests information about p olicies not required b y the Internal Revenue Code.)Yes No

10a Did the organization have local chapters, branches, or affiliates? 10a No

b If "Yes," did the organization have written policies and procedures governing the activities of such chapters,affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? 10b

11a Has the organization provided a complete copy of this Form 990 to all members of its governing body before filingthe form? . . . . . . . . . . . . . . . . . . . . . . . . . . . 11a Yes

b Describe in Schedule 0 the process, if any, used by the organization to review this Form 990

12a Did the organization have a written conflict of interest policy? If "No,"go to line 13 . 12a Yes

b Were officers, directors, or trustees, and key employees required to disclose annually interests that could giverise to conflicts? . . . . . . . . . . . . . . . . . . . . . . . . . 12b Yes

c Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describein Schedule 0 how this was done . 12c Yes

13 Did the organization have a written whistleblower policy? 13 Yes

14 Did the organization have a written document retention and destruction policy? . 14 Yes

15 Did the process for determining compensation of the following persons include a review and approval byindependent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?

a The organization's CEO, Executive Director, or top management official 15a Yes

b Other officers or key employees of the organization 15b Yes

If "Yes" to line 15a or 15b, describe the process in Schedule 0 (see instructions)

16a Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with ataxable entity during the year? . . . . . . . . . . . . . . . . . . . . . 16a No

b If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate itsparticipation in joint venture arrangements under applicable federal tax law, and take steps to safeguard theorganization's exempt status with respect to such arrangements? 16b

Section C. Disclosure

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

18 Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3 )s only) available for public inspection Indicate how you made these available Check all that apply

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

19 Describe in Schedule 0 whether (and if so, how) the organization made its governing documents, conflict ofinterest policy, and financial statements available to the public during the tax year

20 State the name, address, and telephone number of the person who possesses the organization's books and records-Controller's Office785 Mamaroneck AveWhite Plains, NY 10605 (914) 597-2240

Form 990 (2014)

Form 990 (2014) Page 7

Compensation of Officers , Directors ,Trustees, Key Employees, Highest CompensatedEmployees , and Independent ContractorsCheck if Schedule 0 contains a response or note to any line in this Part VII .F

Section A. Officers, Directors, Trustees, Kev Employees, and Highest Compensated Employees

la Complete this table for all persons required to be listed Report compensation for the calendar year ending with or within the organization'stax year* 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 theorganization and any related organizations

* List all of the organization's former officers, key employees, or highest compensated employees who received more than $100,000of 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 theorganization, 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, highestcompensated employees, and former such persons

fl Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee

(A) (B) (C) (D) (E) (F)Name and Title Average Position (do not check Reportable Reportable Estimated

hours per more than one box, unless compensation compensation amount of otherweek (list person is both an officer from the from related compensationany hours and a director/trustee) organization (W- organizations (W- from thefor related ;rl 0 = T 2/1099-MISC) 2/1099-MISC) organization andorganizations c 3uo a related

belowm

Q art, organizationsdotted line)

_Q a,

4•4• ^

Form 990 (2014)

Form 990 (2014) Page 8

Section A. Officers, Directors , Trustees , Key Employees, and Highest Compensated Employees (continued)

(A) (B) (C) (D) ( E) (F)Name and Title Average Position (do not check Reportable Reportable Estimated

hours per more than one box, unless compensation compensation amount of otherweek (list person is both an officer from the from related compensationany hours and a director/trustee) organization (W- organizations (W- from thefor related 0- ;rl M= T 2/1099-MISC) 2/1099-MISC) organization andorganizations - boo a related

below 74 m organizationsdotted line) C: 7.

_

SL T! fD

a ;3 ur

c

lb Sub-Total . . . . . . . . . . . . . . . . 0-

c Total from continuation sheets to Part VII, Section A . . . . 0-

d Total ( add lines lb and 1c) . . . . . . . . . . . . 0- 1,353,296 944,956 1,298,883

2 Total number of individuals (including but not limited to those listed above) who received more than$100,000 of reportable compensation from the organization-15

Yes No

3 Did the organization list any former officer, director or trustee, key employee, or highest compensated employee

on line la? If "Yes," complete Schedule] forsuch individual . . . . . . . . . . . . . 3 No

4 For any individual listed on line la, is the sum of reportable compensation and other compensation from theorganization and related organizations greater than $150,000? If "Yes," complete Schedule] forsuch

individual . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Yes

5 Did any person listed on line la receive or accrue compensation from any unrelated organization or individual for

services rendered to the organization? If "Yes," complete Schedule] forsuch person . . . . . . . 5 No

Section B. Independent Contractors

1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of

compensation from the organization Report compensation for the calendar year ending with or within the organization's tax year

(A) (B) (C)Name and business address Description of services Compensation

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 -

Form 990 (2014)

Form 990 (2014) Page 9

Statement of RevenueCheck if Schedule 0 contains a response or note to any line in this Part VIII . F

(A) (B) (C) (D)Total revenue Related or Unrelated Revenue

exempt business excluded fromfunction revenue tax underrevenue sections

512-514

la Federated campaigns . laZ

r = b Membership dues . . . . lb6- 0

0 E c Fundraising events . . . . 1c

d Related organizations . ld 4,264,660

tJ'E e Government grants (contributions) le 6,026,951

V f All other contributions, gifts, grants, and if 3,352,034^ similar amounts not included above

g Noncash contributions included in linesla-If $

h Total . Add lines la-1f . 13,643,645

Business Code

2a

b

c

d

e

f All other program service revenue

g Total . Add lines 2a-2f . . . . . . . . 0-

3 Investment income (including dividends, interest,and other similar amounts) . . . . . . . 0-

4 Income from investment of tax-exempt bond proceeds , . 0-

5 Royalties . . . . . . . . . . . 0-

(i) Real (ii) Personal

6a Gross rents

b Less rentalexpenses

c Rental incomeor (loss)

d Net rental inco me or (loss) . . lim-

(i) Securities (ii) Other

7a Gross amountfrom sales ofassets otherthan inventory

b Less cost orother basis andsales expenses

c Gain or (loss)

d Net gain or (loss) . .

8a Gross income from fundraisingW events (not including

$

of contributions reported on line 1c)See Part IV, line 18

a

s b Less direct expenses . b

c Net income or (loss) from fundraising events . . 0-

9a Gross income from gaming activitiesSee Part IV, line 19 . .

a

b Less direct expenses . b

c Net income or (loss) from gaming acti vities . . .0-

10a Gross sales of inventory, lessreturns and allowances .

a

b Less cost of goods sold . b

c Net income or (loss) from sales of inventory . lim-

Miscellaneous Revenue Business Code

11a Employee Benefit Contribution 900099 100,661 100,661

b Purchase Discounts 900099 57 57

C

d All other revenue . .

e Total .Add lines 11a-11d . 0-100,718

12 Total revenue . See Instructions13,744,363 100,718 ,

Form 990 (2014)

Form 990 (2014) Page 10

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 0 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 andgeneral expenses

(D)Fundraisingexpenses

1 Grants and other assistance to domestic organizations anddomestic governments See Part IV, line 21 . . . . 0

2 Grants and other assistance to domesticindividuals See Part IV, line 22 . 0

3 Grants and other assistance to foreign organizations, foreigngovernments , and foreign individuals See Part IV, lines 15and 16 . 0

4 Benefits paid to or for members . 0

5 Compensation of current officers, directors , trustees, and

key employees 1,048,620 41,634 1,006,986

6 Compensation not included above, to disqualified persons(as defined under section 4958( f)(1)) and personsdescribed in section 4958( c)(3)(B) . 0

7 Other salaries and wages 5,212,338 4,589,373 622,965

8 Pension plan accruals and contributions (include section 401(k)

and 403(b) employer contributions ) 259,627 197,622 62,005

9 Other employee benefits 690 ,866 367,462 323,404

10 Payroll taxes 395,554 305,560 89,994

11 Fees for services ( non-employees)

a Management . 0

b Legal 30,410 30,410

c Accounting 28,813 28,813

d Lobbying . 0

e Professional fundraising services See Part IV, line 17

f Investment management fees . 0

g Other ( If line 11g amount exceeds 10 % of line 25, column (A)amount, list line 11g expenses on Schedule O) 0

12 Advertising and promotion 0

13 Office expenses 1,207,836 765,740 442,096

14 Information technology 200,922 200,922

15 Royalties . 0

16 Occupancy . 0

17 Travel . . . . . . . . . . . 201,949 177,813 24,136

18 Payments of travel or entertainment expenses for any federal,state, or local public officials 0

19 Conferences , conventions , and meetings 62,465 10,002 52,463

20 Interest 110,457 110,457

21 Payments to affiliates 0

22 Depreciation , depletion, and amortization 1,412,688 1,412,688

23 Insurance 62,387 11,521 50,866

24 Other expenses Itemize expenses not covered above (Listmiscellaneous expenses in line 24e If line 24e amount exceeds 10%of line 25, column ( A) amount, list line 24e expenses on Schedule 0

a Books Magazines 31,018 30,521 497

b Professional Fees 1,600 ,219 1,600,219

c Equipt Rental 995,751 677,862 317,889

d Physician Remuneration Consortiums 1,608,610 1,557,735 50,875

e All other expenses 0

25 Total functional expenses. Add lines 1 through 24e 15,160,530 8,732,845 6,427,685 0

26 Joint costs. Complete this line only if the organizationreported in column ( B) joint costs from a combinededucational campaign and fundraising solicitation Checkhere - fl if following SOP 98-2 (ASC 958-720)

Form 990 (2014)

Form 990 (2014) Page 11

Balance SheetCheck if Schedule 0 contains a response or note to any line in this Part X F

(A) (B)Beginning of year End of year

1 Cash-non-interest-bearing 2,180,668 1 1,849,213

2 Savings and temporary cash investments 2

3 Pledges and grants receivable, net 1,425,745 3 2,306,208

4 Accounts receivable, net 4

5 Loans and other receivables from current and former officers, directors, trustees, keyemployees, and highest compensated employees Complete Part II ofSchedule L . .

5

6 Loans and other receivables from other disqualified persons (as defined under section4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employersand sponsoring organizations of section 501(c)(9) voluntary employees' beneficiaryorganizations (see instructions) Complete Part II of Schedule L

6

7 Notes and loans receivable, net 7'cc

8 Inventories for sale or use 8

9 Prepaid expenses and deferred charges . 223,472 9 241,530

10a Land, buildings, and equipment cost or other basis CompletePart VI of Schedule D 10a 25,208,749

b Less accumulated depreciation . 10b 16 ,034,079 9,968,723 10c 9,174,670

11 Investments-publicly traded securities . 11

12 Investments-other securities See Part IV, line 11 12

13 Investments-program-related See Part IV, line 11 13

14 Intangible assets . . . . . . . . . . . . . . 14

15 Other assets See Part IV, line 11 32,012 15

16 Total assets . Add lines 1 through 15 (must equal line 34) . 13,830,620 16 13,571,621

17 Accounts payable and accrued expenses 1,522,985 17 1,267,599

18 Grants payable 18

19 Deferred revenue . . . . . . . . . . . . . . . 1,851,692 19 2,169,915

20 Tax-exempt bond liabilities . . . . . . . . . . . . 20

21 Escrow or custodial account liability Complete Part IV of Schedule D 21

22 Loans and other payables to current and former officers, directors, trustees,key employees, highest compensated employees, and disqualified

persons Complete Part II of Schedule L . 22

23 Secured mortgages and notes payable to unrelated third parties 5,906,833 23 5,559,372

24 Unsecured notes and loans payable to unrelated third parties 24

25 Other liabilities (including federal income tax, payables to related third parties,and other liabilities not included on lines 17-24) Complete Part X of ScheduleD . . . . . . . . . . . . . . . . . . . 25 512,189

26 Total liabilities . Add lines 17 through 25 . 9,281,510 26 9,509,075

Organizations that follow SFAS 117 (ASC 958), check here 1- F and complete

4) lines 27 through 29, and lines 33 and 34.

C5 27 Unrestricted net assets 4,549,110 27 4,062,546

Mca 28 Temporarily restricted net assets 28

r29 Permanently restricted net assets 29

_Organizations that do not follow SFAS 117 (ASC 958), check here 1- fl 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

4T 32 Retained earnings, endowment, accumulated income, or other funds 32

33 Total net assets or fund balances 4,549,110 33 4,062,546

34 Total liabilities and net assets/fund balances 13,830,620 34 13,571,621

Form 990 (2014)

Form 990 (2014) Page 12

« Reconcilliation of Net AssetsCheck if Schedule 0 contains a response or note to any line in this Part XI . F

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

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

3 Revenue less expenses Subtract line 2 from line 1

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

5 Net unrealized gains (losses) on investments

6 Donated services and use of facilities

7 Investment expenses . .

8 Prior period adjustments . .

9 Other changes in net assets or fund balances (explain in Schedule 0)

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

1 13,744,363

2 15,160,530

3 -1,416,167

4 4,549,110

5

6

7

8

9 929,603

10 4,062,546

Financial Statements and Reporting

Check if Schedule 0 contains a response or note to any line in this Part XII (-

Yes No

1 Accounting method used to prepare the Form 990 fl Cash 17 Accrual (OtherIf the organization changed its method of accounting from a prior year or checked " Other," explain inSchedule 0

2a Were the organization 's financial statements compiled or reviewed by an independent accountant? 2a

If'Yes,'check a box below to indicate whether the financial statements for the year were compiled or reviewed ona separate basis, consolidated basis, or both

fl Separate basis fl Consolidated basis fl Both consolidated and separate basis

b Were the organization 's financial statements audited by an independent accountant? 2b Yes

If'Yes,'check a box below to indicate whether the financial statements for the year were audited on a separatebasis, consolidated basis, or both

fl Separate basis F Consolidated basis fl Both consolidated and separate basis

c If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of theaudit, review , or compilation of its financial statements and selection of an independent accountant? 2c Yes

If the organization changed either its oversight process or selection process during the tax year, explain inSchedule 0

3a As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the

No

Single Audit Act and OMB Circular A-133? . . . . . . . . . . . . . . . . 3a Yes

b If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the 3b Yesrequired audit or audits, explain why in Schedule 0 and describe any steps taken to undergo such audits

Form 990 (2014)

Additional Data

Software ID : 14000292

Software Version : 14.4.1.0

EIN: 13-3434924

Name : Winifred Masterson Burke Medical Res Ins Inc

Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, HighestCompensated Employees, and Independent Contractors

(A) (B) (C) (D) (E) (F)Name and Title Average Position (do not check Reportable Reportable Estimated amount

hours per more than one box, unless compensation compensation of otherweek (list person is both an officer from the from related compensationany hours and a director/trustee) organization (W- organizations (W- from thefor related -

'

,^ =-n

2/1099-MISC) 2/1099-MISC) organization andorganizations ID boo LD related

below c m (D 0 r organizationsdotted line) c

_a,

SL 'D 0

(1) Robert J Baldoni 4 00........................................................................ ....................... X X 0 0 0President 2 00

(1) Rajiv Ratan MD PhD 40 00........................................................................ ....................... X X 440,498 0 558,984Vice President 1 00

(2) John J Ryan 1 00........................................................................ ....................... X X 0 444,833 262,522Secret/Treas 40 00

(3) James Ashe MD 1 00........................................................................ ....................... X 0 0 0Trustee

(4) Marcus D Baker 1 00........................................................................ ....................... X 0 0 0Trustee 1 00

(5) M Flint Beal MD 1 00........................................................................ ....................... X 0 0 0Trustee

(6) Alan Leevey MD PhD 1 00........................................................................ ....................... X 0 0 0Trustee

(7) Marie T Filbin PhD 1 00........................................................................ ....................... X 0 0 0Trustee

(8) David Ginty PhD 1 00X 0 0 0

Trustee

(9) Donald Foley 1 00X 0 0 0

Trustee

(10) Mary Beth Walsh MD 1 00........................................................................ ....................... X 0 500,123 252,776Trustee 40 00

(11) Dale E Bredsen MD 1 00........................................................................ ....................... X 0 0 0Trustee

(12) Harel Weinstein DSc 1 00........................................................................ ....................... X 0 0 0Trustee

(13) William Cuddy 1 00........................................................................ ....................... X 0 0 0Trustee

(14) Fred Maxfield MD 1 00................................................................. X 0 0 0Trustee

(15) Beth Ann Mclaughlin PhD 1 00X 0 0 0

Trustee

(16) Christopher] McCarthy 1 00........................................................................ ....................... X 0 0 0Trustee 1 00

(17) Michael LShelanski MD PhD 1 00........................................................................ ....................... X 0 0 0Trustee

(18) Jo- Ann Friedman - Rapaport 1 00........................................................................ ....................... X 0 0 0Trustee

(19) Chris Shoup 1 00........................................................................ ....................... X 0 0 0Trustee

(20) Alfonso Carney Jr 1 00X 0 0 0

Trustee

(21) Pamela Rosenthal MDPhD 1 00X 0 0 0

Trustee

(22) Margaret Keller Sperling 1 00........................................................................ ....................... X 0 0 0Trustee 1 00

(23) Timothy Vartanian MD PhD 1 00........................................................................ ....................... X 0 0 0Trustee

(24) Eric Shipp 35 00........................................................................ ....................... X 141,122 0 37,401Chief Scientific Financial Officer

Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, HighestCompensated Employees, and Independent Contractors

(A) (B) (C) (D) ( E) (F)Name and Title Average Position (do not check Reportable Reportable Estimated amount

hours per more than one box, unless compensation compensation of otherweek (list person is both an officer from the from related compensationany hours and a director/trustee) organization (W- organizations (W- from thefor related 0 ,o =

-n2/1099-MISC) 2/1099-MISC) organization and

organizations _ relatedbelow m 0 organizations

dotted line) i c rt `

D

(26) Botir Sagdullaev 35 00........................................................................ ....................... X 120,813 0 32,019Research Scientist

(1) Glen Prusky 35 00........................................................................ ....................... X 229,743 0 60,888Research Scientist

(2) Dylan Edwards 35 00........................................................................ ....................... X 144,548 0 38,309Research Scientist

(3) Mary Donohoe 35 00........................................................................ ....................... X 129,745 0 34,386Research/ Scientist

(4) Jason Carmel(4) el

35 00.......... ................................................ .... X 146,827 0 21,598

Research/ Scientist

lefile GRAPHIC print - DO NOT PROCESS I As Filed Data - I DLN: 934932720061651

SCHEDULE A Public Charity Status and Public Support(Form 990 or 990EZ) Complete if the organization is a section 501(c)( 3) organization or a section 4947(a)(1)

nonexempt charitable trust.

Department of the Oil Attach to Form 990 or Form 990-EZ.Treasury Oil Information about Schedule A (Form 990 or 990-EZ) and its instructions is atInternal Revenue Service www.irs.gov/form 990.

Name of the organizationWinifred Masterson Burke Medical Res Ins Inc

OMB No 1545-0047

201 4

Employer identification number

13-3434924

Reason for Public Charity Status (All organizations must complete this part.) See Instructions.The organization is not a private foundation because it is (For lines 1 through 11, check only one box )

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

2 1 A school described in section 170(b)(1)(A)(ii). (Attach Schedule E )

3 1 A hospital or a cooperative hospital service organization described in section 170 ( b)(1)(A)(iii).

4 F 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 stateWinifred Masterson Burke Rehabilitation Hospital,

White Plains, NY5 fl 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 )

6 fl

7 n

8 fl

9 fl

10 fl

11 n

a fl

b fl

c fl

d fl

e fl

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 publicdescribed 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 ofone or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2) See section 509(a)(3). Checkthe box in lines 11 a through 11d that describes the type of supporting organization and complete lines Ile, 11f, and 11gType I . A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving thesupported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supportingorganization 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 ormanagement of the supporting organization vested in the same persons that control or manage the supported organization(s) Youmust complete Part IV, Sections A and C.Type III functionally integrated . A supporting organization operated in connection with, and functionally integrated with, itssupported 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 isnot 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 functionallyintegrated, 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 supportedorganization

(ii) EIN (iii) Type oforganization

(described on lines1- 9 above orIRC

section (seeinstructions))

(iv) Is the organizationlisted in your governing

document?

(v) Amount ofmonetary support(see instructions)

(vi) Amount ofother support (see

instructions)

Yes No

Total

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ . Cat No 11285F Schedule A (Form 990 or 990-EZ) 2014

Schedule A (Form 990 or 990-EZ) 2014 Page 2

MU^ 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 underPart III. If the organization fails to qualify under the tests listed below, please complete Part III.)

Section A . Public SupportCalendar year ( or fiscal year beginning (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total

in) 111111 Gifts, grants, contributions, and

membership fees received (Do notinclude any "unusualgrants ")

2 Tax revenues levied for theorganization's benefit and eitherpaid to or expended on itsbehalf

3 The value of services or facilitiesfurnished by a governmental unit tothe organization without charge

4 Total .Add lines 1 through 3

5 The portion of total contributionsby each person (other than agovernmental unit or publiclysupported organization) included online 1 that exceeds 2% of theamount shown on line 11, column(f)

6 Public support . Subtract line 5 fromline 4

Section B. Total SupportCalendar year ( or fiscal year beginning (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total

in) ►7 Amounts from line 4

8 Gross income from interest,dividends, payments received onsecurities loans, rents, royaltiesand income from similarsources

9 Net income from unrelatedbusiness activities, whether or notthe business is regularly carriedon

10 Other income Do not include gainor loss from the sale of capitalassets (Explain in Part VI )

11 Total support Add lines 7 through10

12 Gross receipts from related activities, etc (see instructions) 12

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

Section C. Com p utation of Public Support Percenta g e14 Public support percentage for 2014 (line 6, column (f) divided by line 11, column (f)) 14 0 %

15 Public support percentage for 2013 Schedule A, Part II, line 14 15

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 boxand stop here . The organization qualifies as a publicly supported organization

b 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 thisbox and stop here . The organization qualifies as a publicly supported organization

17a 10%-facts-and -circumstances test-2014. If the organization did not check a box on line 13, 16a, or 16b, and line 14is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here . Explainin Part VI how the organization meets the "facts-and-circumstances" test The organization qualifies as a publicly supportedorganization

b 10%-facts-and-circumstances test - 2013. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line15 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 publiclysupported organization

18 Private foundation . If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and seeinstructions

Schedule A (Form 990 or 990-EZ) 2014

Schedule A (Form 990 or 990-EZ) 2014 Page 3

IMMITM 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 underPart II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A . Public SupportCalendar year ( or fiscal year beginning (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total

in) 111111 Gifts, grants, contributions, and

membership fees received (Do notinclude any "unusual grants ")

2 Gross receipts from admissions,merchandise sold or servicesperformed, or facilities furnished inany activity that is related to theorganization's tax-exemptpurpose

3 Gross receipts from activities thatare not an unrelated trade orbusiness under section 513

4 Tax revenues levied for theorganization's benefit and eitherpaid to or expended on itsbehalf

5 The value of services or facilitiesfurnished by a governmental unit tothe organization without charge

6 Total . Add lines 1 through 5

7a Amounts included on lines 1, 2,and 3 received from disqualifiedpersons

b Amounts included on lines 2 and 3received from other thandisqualified persons that exceedthe greater of$5,000 or 1% of theamount on line 13 for the year

c Add lines 7a and 7b

8 Public support (Subtract line 7cfrom line 6 )

Section B. Total SuuuortCalendar year ( or fiscal year beginning (a) 2010 (b) 2011 (c) 2012 (d) 2013 (e) 2014 (f) Total

in) ►9 Amounts from line 6

10a Gross income from interest,dividends, payments received onsecurities loans, rents, royaltiesand income from similarsources

b Unrelated business taxableincome (less section 511 taxes)from businesses acquired afterJune 30, 1975

c Add lines 10a and 10b

11 Net income from unrelatedbusiness activities not includedin line 10b, whether or not thebusiness is regularly carried on

12 Other income Do not includegain or loss from the sale ofcapital assets (Explain in PartVI )

13 Total support . (Add lines 9, 1Oc,11, and 12 )

14 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

Section C. Computation of Public Support Percentage

15 Public support percentage for 2014 (line 8, column (f) divided by line 13, column (f)) 15 0 %

16 Public support percentage from 2013 Schedule A, Part III, line 15 16

Section D . Com p utation of Investment Income Percenta g e17 Investment income percentage for 2014 (line 10c, column (f) divided by line 13, column (f)) 17 0 %

18 Investment income percentage from 2013 Schedule A, Part III, line 17 18

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 notmore than 33 1/3%, check this box and stop here . The organization qualifies as a publicly supported organization lk'F-

b 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 line18 is not more than 33 1/3%, check this box and stop here . The organization qualifies as a publicly supported organization llik^F_

20 Private foundation . If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions llik^F_

Schedule A (Form 990 or 990-EZ) 2014

Schedule A (Form 990 or 990-EZ) 2014 Page 4

LQ&MSupporting 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 checked11b 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 PartI, complete Sections A and D, and complete Part V

Section A . All Sunnortina Organizations

Yes I No

1 Are all of the organization's supported organizations listed by name in the organization's governing documents?If "No,"describe in Part VI how the supported organizations are designated. If designated by class or purpose,describe the designation. If historic and continuing relationship, explain. 1

2 Did the organization have any supported organization that does not have an IRS determination of status undersection 509(a)(1) or (2)7 If "Yes," explain in Part VI how the organization determined that thesupportedorganization was described in section 509(a)(1) or (2). 2

3a Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer(b) and (c) below. 3a

b Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) andsatisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how theorganization made the determination. 3b

c Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B)purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use. 3c

4a Was any supported organization not organized in the United States ("foreign supported organization")? If "Yes"and if you checked 11a or 11b in Part I, answer (b) and (c) below. 4a

b Did the organization have ultimate control and discretion in deciding whether to make grants to the foreignsupported organization? If "Yes,"describe in Part VI how the organization had such control and discretion despite

4bbeing controlled or supervised by or in connection with its supported organizations. . . .

c Did the organization support any foreign supported organization that does not have an IRS determination undersections 5 0 1 ( c ) ( 3 ) and 509 (a)(1) or (2 )? If "Yes," explain in Part VI what controls the organization used to ensurethat all support to the foreign supported organization was used exclusively for section 170(c)(2)(8) purposes. 4c

5a Did the organization add, substitute, or remove any supported organizations during the tax year? If "Yes,"answer(b) and (c) below Of applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of thesupported organizations added, substituted, or removed, (n) the reasons for each such action, (in) the authority underthe organization's organizing document authorizing such action, and (iv) how the action was accomplished (such as byamendment to the organizing document). 5a

b Type I or Type II only . Was any added or substituted supported organization part of a class already designated inthe organization's organizing document? 5b

c Substitutions only. Was the substitution the result of an event beyond the organization's control? 5c

6 Did the organization provide support (whether in the form of grants or the provision of services or facilities) toanyone other than (a) its supported organizations, (b) individuals that are part of the charitable class benefited bone or more of its supported organizations, or (c) other supporting organizations that also support or benefit oneor more of the filing organization's supported organizations? If "Yes,"provide detail in Part VI.

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

8 Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If"Yes,"complete Part II of Schedule L (Form 990). 8

9a Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualifiedpersons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2 ))7 If "Yes, "provide detail in Part VI. 9a

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

c Did a disqualified person ( as defined in line 9 ( a)) have an ownership interest in , or derive any personal benefitfrom, assets in which the supporting organization also had an interest? If "Yes, "provide detai l in Part VI.

9c

10a Was the organization subject to the excess business holdings rules ofIRC 4943 because ofIRC 4943(f)(regarding certain Type II supporting organizations, and all Type III non-functionally integrated supportingorganizations)? If "Yes,"answerb below. 10a

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

lOb

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

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

lla

b A family member of a person described in (a) above? 11b

c A 35% controlled entity of a person described in (a) or (b) above? If "Yes"to a, b, orc, provide detail in Part VI. 11c

Schedule A (Form 990 or 990-EZ) 2014

Schedule A (Form 990 or 990-EZ) 2014 Page 5

Li^ Supporting Organizations (continued)

Section B. Tvne I Sunnortina Organizations

No

1 Did the directors, trustees, or membership of one or more supported organizations have the power to regularlyappoint 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 theorganization's activities. If the organization had more than one supported organization, describe how the powers toappoint and/or remove directors or trustees were allocated among the supported organizations and what conditions orrestrictions, if any, applied to such powers during the tax year.

2 Did the organization operate for the benefit of any supported organization other than the supported organization(sthat operated, supervised, or controlled the supporting organization? If "Yes,"explain in Part VI how providingsuch benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled thesupporting organization.

Section C. Type II Supporting Organizations

1 Were a majority of the organization's directors or trustees during the tax year also a majority of the directors ortrustees of each of the organization's supported organization(s)? If "No,"describe in Part VI how control ormanagement of the supporting organization was vested in the same persons that controlled or managed the supportedorganization(s).

No

Section D . All Type III Supporting Organizations

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

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

3 By reason of the relationship described in (2), did the organization's supported organizations have a significantvoice in the organization's investment policies and in directing the use of the organization's income or assets atall times during the tax year? If "Yes,"describe in Part VI the role the organization's supported organizations playedin this regard.

No

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)

a fl The organization satisfied the Activities Test Complete line 2 below

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

c fl The organization supported a governmental entity Describe in Part VI how you supported a government entity (seeinstructions)

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

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

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

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

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

b Did the organization exercise a substantial degree of direction over the policies, programs and activities of eachof 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

Schedule A (Form 990 or 990-EZ) 2014 Page 6

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

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

Section A - Adjusted Net Income I (A) Prior Year I (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

6Portion of operating expenses paid or incurred for production or collection ofgross income or for management, conservation, or maintenance of propertyheld 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 I (B) Current Year

(optional)

1 Aggregate fair market value of all non-exempt-use assets (seeinstructions for short tax year or assets held for part of year) 1

a Average monthly value of securities la

b Average monthly cash balances lb

c Fair market value of other non-exempt-use assets 1c

d Total (add lines la, 1b, and 1c) ld

e

2

Discount claimed for blockage or other factors (explain in detail in PartVI)

Acquisition indebtedness applicable to non-exempt use assets 2

3 Subtract line 2 from line ld 3

4 Cash deemed held for exempt use Enter 1-1/2% of line 3 (for greateramount, 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 temporaryreduction (see instructions) 6

7 F- Check here if the current year is the organization's first as a non-functionally-integrated

Type III supporting organization (see instructions)

Schedule A (Form 990 or 990-EZ) 2014

Schedule A (Form 990 or 990-EZ) 2014 Page 7

Section D - Distributions Current Year

1 Amounts paid to supported organizations to accomplish exempt purposes

2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, inexcess 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

7 Total annual distributions . Add lines 1 through 6

8 Distributions to attentive supported organizations to which the organization is responsive (providedetails 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

Underdist r

ibutionsPre-2014

(^^^)Distributable

Amount for 2014

1 Distributable amount for 2014 from Section C, line6

2 U nderdistributions, if any, for years prior to 2014(reasonable cause required--see instructions)

3 Excess distributions carryover, if any, to 2014

a From 2009.

b From 2010.

c From 2011.

d From 2012.

e From 2013.

f Total of lines 3a through e

g Applied to underdistributions of prior years

h Applied to 2014 distributable amount

i Carryover from 2009 not applied (seeinstructions)

j Remainder Subtract lines 3g, 3h, and 3i from 3f

4 Distributions 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 to2014, if any Subtract lines 3g and 4a from line 2(if amount greater than zero, see instructions)

6 Remaining underdistributions for 2014 Subtractlines 3h and 4b from line 1 (if amount greater thanzero, see instructions)

7 Excess distributions carryoverto 2015 . Add lines3j and 4c

8 Breakdown of line 7

a From 2010.

b From 2011.

c From 2012.

d From 2013.

e From 2014.

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

Schedule A (Form 990 or 990-EZ) 2014 Page 8

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, lines1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line le; Part V Section D, lines 5, 6, and 8; and PartV, Section E, lines 2, 5, and 6. Also complete this Dart for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference Explanation

Schedule A (Form 990 or 990-EZ) 2014

lefile GRAPHIC print - DO NOT PROCESS As Filed Data - DLN: 93493272006165

SCHEDULE D Supplemental Financial StatementsOMB No 1545-0047

(Form 990)Complete if the organization answered "Yes," to Form 990,0- 2014

Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f , 12a, or 12b.

Department of the Treasury 0- Attach to Form 990. • . -

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

Name of the organization Employer identification numberWinifred Masterson Burke Medical Res Ins Inc

13-3434924Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts . Complete if theorg anization answered "Yes" to Form 990 , Part IV , line 6.

(a) Donor advised funds (b) Funds and other accounts

1 Total number at end of year

2 Aggregate value of contributions to (during year)

3 Aggregate value of grants from (during year)

4 Aggregate value at end of year

5 Did the organization inform all donors and donor advisors in writing that the assets held in donor advisedfunds are the organization's property, subject to the organization's exclusive legal control? F Yes I No

6 Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can beused only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purposeconferring impermissible private benefit? fl Yes fl No

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

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

1 Preservation of land for public use (e g , recreation or education) 1 Preservation of an historically important land area

1 Protection of natural habitat 1 Preservation of a certified historic structure

fl Preservation of open space

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

a Total number of conservation easements

b Total acreage restricted by conservation easements

c Number of conservation easements on a certified historic structure included in (a)

d Number of conservation easements included in (c) acquired after 8/17/06, and not on ahistoric structure listed in the National Register

Held at the End of the Year

2a

2b

2c

2d

3 N umber of conservation easements modified, transferred , released, extinguished, or terminated by the organization during

the tax year 0-

4 N umber of states where property subject to conservation easement is located 0-

5 Does the organization have a written policy regarding the periodic monitoring , inspection, handling of violations, andenforcement of the conservation easements it holds? fl Yes fl No

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

0-

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

0- $

8 Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i)and section 170(h)(4)(B)(ii)? F Yes 1 No

9 In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, andbalance sheet, and include, if applicable, the text of the footnote to the organization's financial statements that describesthe organization's accounting for conservation easements

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

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

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

(i) Revenue included in Form 990, Part VIII, line 1 $

(ii)Assets included in Form 990, Part X $

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

a Revenue included in Form 990, Part VIII, line 1 $

b Assets included in Form 990, Part X $

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 52283D Schedule D ( Form 990) 2014

Schedule D (Form 990) 2014 Page 2

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

3 Using the organization's acquisition, accession, and other records, check any of the following that are a significant use of itscollection items (check all that apply)

a F_ Public exhibition d fl Loan or exchange programs

b 1 Scholarly research e (- Other

c F Preservation for future generations

4 Provide a description of the organization's collections and explain how they further the organization's exempt purpose inPart XIII

5 During the year, did the organization solicit or receive donations of art, historical treasures or other similarassets to be sold to raise funds rather than to be maintained as part of the organization's collection? 1 Yes 1 No

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.

la Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets notincluded on Form 990, Part X7 1 Yes F No

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

c Beginning balance 1c

d Additions during the year ld

e Distributions during the year le

f Ending balance if

A mount

2a Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? 1 Yes F No

b If "Yes," explain the arrangement in Part XIII Check here if the explanation has been provided in Part XIII . . . . . . . 1

MITIT-Endowment Funds . Com p lete If the org anization answered "Yes" to Form 990, Part IV , line 10.

la Beginning of year balance .

b Contributions

c Net investment earnings, gains, and losses

d Grants or scholarships

e Other expenditures for facilitiesand programs

f Administrative expenses .

g End of year balance

(a)Current year (b)Prior year b (c)Two years back (d)Three years back (e)Four years back

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

a Board designated or quasi-endowment 0-

b Permanent endowment 0-

c Temporarily restricted endowment 0-

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

3a Are there endowment funds not in the possession of the organization that are held and administered for theorganization by Yes No

(i) unrelated organizations . . . . . . . . . . . . . . . . . . . . . . . . 3a(i)

(ii) related organizations . . . . . . . . . . . . . . . . . . . . . . 3a(ii)

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

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

Land , Buildings, and Equipment . Complete if the organization answered 'Yes' to Form 990, Part IV, line1 1 a See Form 990 Part X line 1(l

Description of property (a) Cost or otherbasis ( investment )

(b)Cost or otherbasis (other)

(c) Accumulateddepreciation

( d) Book value

la Land

b Buildings 13 ,142,951 6,264,124 6,878,827

c Leasehold improvements . .

d Equipment 12,065,798 9,769,955 2,295,843

e Other

Total . Add lines la through 1 e (Column (d) must equal Form 990, Part X, column (B), line 10 (c).) . . 0- 9,174,670

Schedule D (Form 990) 2014

Schedule D (Form 990) 2014 Page 3

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

(a) Description of security or category (b)Book value (c) Method of valuation(including name of security) Cost or end-of-year market value

(1 )Financial derivatives

(2)Closely-held equity interests

(3)Other(A) Financial derivatives and other financial Droducts

(B) Closely-held equity interests

Total . (Column (b) must equa l Form 990, Part X, col (B) line 12 ) 11.

Form QQn Part Y lino 7S

Schedule D (Form 990) 2014

Investments-Program Related . Complete if the organization answered 'Yes' to Form 990, Part IV, line 11c.Caa Form QQ(1 Dart X lino 1 -^

2. Liability for uncertain tax positions In Part XIII, provide the text of the footnote to the organization ' s financial statements that reports theorganization ' s liability for uncertain tax positions under FIN 48 (ASC 740 ) Check here if the text of the footnote has been provided in PartXIII F

Schedule D (Form 990) 2014 Page 4

Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete ifthe org anization answered 'Yes' to Form 990 , Part IV line 12a.

1 Total revenue, gains, and other support per audited financial statements . 1 13,744,363

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 13,744,363

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 13,744,363

« Reconciliation of Expenses per Audited Financial Statements With Expenses per Return . Completeif the org anization answered 'Yes' to Form 990 , Part IV line 12a.

1 Total expenses and losses per audited financial statements 1 15,160,530

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 15,160,530

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 15,160,530

UT1174M Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9, Part III, lines la and 4, Part IV, lines lb 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 additionalinformation

Return Reference Explanation

Schedule D (Form 990) 2014

Schedule D (Form 990) 2014

Schedule D (Form 990) 2013 Page 5

l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493272006165

Schedule J Compensation Information OMB No 1545-0047

(Form 990)For certain Officers, Directors, Trustees, Key Employees, and Highest

2014Compensated Employees1- Complete if the organization answered "Yes" to Form 990, Part IV, line 23.

Department of the Treasury 1- Attach to Form 990.Internal Revenue Service 1- Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.

Name of the organization Employer identification numberWinifred Masterson Burke Medical Res Ins Inc

13-3434924

MYRTE Questions Re g arding Com pensation

Yes No

la Check the appropiate box(es ) if the organization provided any of the following to or for a person listed in Form990, Part VII , Section A, line la Complete Part III to provide any relevant information regarding these items

1 First-class or charter travel 1 Housing allowance or residence for personal use

1 Travel for companions 1 Payments for business use of personal residence

1 Tax idemnification and gross - up payments 1 Health or social club dues or initiation fees

1 Discretionary spending account 1 Personal services ( e g , maid, chauffeur, chef)

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

2 Did the organization require substantiation prior to reimbursing or allowing expenses incurred by alldirectors , trustees , officers, including the CEO/Executive Director, regarding the items checked in line la? 2

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

F Compensation committee 1 Written employment contract

1 Independent compensation consultant F Compensation survey or study

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

4 During the year, did any person listed in Form 990, Part VII, Section A, line la with respect to the filing organizationor a related organization

a Receive a severance payment or change-of-control payment? 4a No

b Participate in, or receive payment from, a supplemental nonqualified retirement plan? 4b No

c Participate in, or receive payment from, an equity-based compensation arrangement? 4c No

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

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

5 For persons listed in Form 990, Part VII, Section A, line la, did the organization pay or accrue anycompensation contingent on the revenues of

a The organization? 5a No

b Any related organization? 5b No

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

6 For persons listed in Form 990, Part VII, Section A, line la, did the organization pay or accrue anycompensation contingent on the net earnings of

a The organization? 6a No

b Any related organization? 6b No

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

7 For persons listed in Form 990, Part VII, Section A, line la, did the organization provide any non-fixedpayments not described in lines 5 and 6? If "Yes," describe in Part III 7 No

8 Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that wassubject to the initial contract exception described in Regulations section 53 4958-4(a)(3)? If "Yes," describein Part III 8 No

9 If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulationssection 53 4958-6(c)? 9

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50053T Schedule 3 ( Form 990) 2014

Schedule J (Form 990) 2014 Page 2

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 theinstructions, on row (ii) Do not list any individuals that are not listed on Form 990, Part VIINote . The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line la, 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 (D) Nontaxable (E) Total of columns ( F) Compensation in

(ii) Bonus & (iii) Other other deferred benefits (B)(i)-(D) column(B) reported(i) Base incentive reportable compensation as deferred in prior

compensationcompensation compensation Form 990

1 Rajiv Ratan MD PhD, Vice (^) 440,498 467,000 46,150 45,834 999,482President

(ii) ............................... ............................... ............................... ............................... ............................... ...............................

2 John J Ryan , Secret/Treas 0)...............................

444,833............................... ............................... ...............................

129,324...............................

133,198...............................

707,355...............................

3 Mary Beth Walsh MD, (^)Trustee ............................... ............................... ............................... ............................... ............................... ............................... ...............................

500,123 170,355 82,421 752,899

4 Eric Shipp, Chief Scientific0)

141,122 37,401 178, 523Financial Officer

(ii) ............................... ............................... ............................... ............................... ............................... ...............................

5 Botir Sagdullaev , Research (^) 120,813 32,019 152,832Scientist (^^) ............................... ............................... ............................... ............................... ............................... ...............................

6 Glen Prusky , Research (^) 229,743 60,888 290,631Scientist

(ii) ............................... ............................... ............................... ............................... ............................... ...............................

7 Dylan Edwards , Research (^) 144,548 38,309 182,857Scientist

(ii) ............................... ............................... ............................... ............................... ............................... ...............................

8 Mary Donohoe , Research/ (^) 129,745 34,386 164,131Scientist

(ii) ............................... ............................... ............................... ............................... ............................... ...............................

9 Jason Carmel , Research/ (^) 141,122 21,598 162,720Scientist (^^) ............................... ............................... ...............................

Schedule 3 (Form 990) 2014

Schedule J (Form 990) 2014 Page 3

Supplemental InformationProvide the information, explanation, or descriptions required for Part I, lines la, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part IIAlso complete this part for any additional information

Return Reference I Explanation

Schedule 3 (Form 990) 2014

Additional Data

Software ID : 14000292

Software Version : 14.4.1.0

EIN: 13-3434924

Name : Winifred Masterson Burke Medical Res Ins Inc

Form 990, Schedule J . Part II - Officers , Directors, Trustees , Key Employees , and Highest Compensated Employees

(A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and (D) Nontaxable (E) Total of columns (F) Compensation in

(i) Base (ii) Bonus & (iii) Other other deferred benefits (B)(i)-(D) column (B)reported as deferred in

Compensation incentive reportable compensation prior Form 990compensation compensation

1 Rajiv Ratan MD PhD, (i) 440,498 467,000 46,150 45,834 999,482Vice President (^^)

1 John J Ryan, (^)Secret/Treas (11) 444,833 129,324 133,198 707,355

2 Mary Beth Walsh MD, (^)Trustee (ii) 500,123 170,355 82,421 752,899

3 Eric Shipp, Chief (i) 141,122 37,401 178,523Scientific Financial Officer (^^)

4 BotirSagdullaev, (i) 120,813 32,019 152,832Research Scientist (II)

5 Glen Prusky, Research (1) 229,743 60,888 290,631Scientist (^ ^ )

6 Dylan Edwards, Research (i) 144,548 38,309 182,857Scientist (^ )

7 Mary Donohoe, (i) 129,745 34,386 164,131Research/ Scientist (II)

8 Jason Carmel, Research/ (i) 141,122 21,598 162,720Scientist (^ )

efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493272006165

SCHEDULE 0OMB No 1545 0047

(Form 990 or 990-EZ) Supplemental Information to Form 990 or 990-EZ2014

Department of the Treasury Complete to provide information for responses to specific questions onForm 990 or 990-EZ or to provide any additional information . Open

Internal Revenue Service1- Attach to Form 990 or 990-EZ. Inspection

1- Information about Schedule 0 (Form 990 or 990-EZ) and its instructions is atwww.irs.aov /form990.

Name of the organizationWinifred Masterson Burke Medical Res Ins Inc

Employer identification number

13-3434924

990 Schedule 0, Supplemental Information

Return Reference Explanation

Form 990, Part I, Line 1

Form 990, Part VIII, Line 9 CONTRIBUTIONS 0, CHANGE IN FAIR VALUE OF INTEREST RATE CAP -30,906, NET ASSETS RELEASEDFROM RESTRICTIONS 545,275, TRANSFERS TO AFFILIATES 415,234

Form 990, Part VI, Section A, Line ALL OFFICERS, DIRECTORS AND KEY EMPLOYEES OF THE WINIFRED MASTERSON BURKE12C REHABILITA

TION HOSPITAL AND SUBSIDIARIES ARE REQUIRED TO COMPLETE AN ANNUAL CONFLICT OF INTERESTQUESTIONNAIRE COMPLETED QUESTIONNAIRES ARE REVIEWED BY THE CHAIRMAN OF THE EXECUTIVECOMMITTEE AND ANY CONCERNS PRESENTED BY THE RESPONSES TO THE QUESTIONNAIRE ARE DISCLOSED TOTHE FULL COMMITTEE WITH THE INTERESTED PARTY RECUSED FROM DISCUSSING THE MATTER

Form 990, Part VII, Line B JOHN RYAN AND MARY BETH WALSH PROVIDE SERVICES TO A RELATED PARTY, THE WINIFREDMASTERSON BURKE REHABILITATION HOSPITAL, IN THEIR CAPACITY BOTH INDIVIDUALS WORKAPPROXIMATELY40 HOURS PER WEEK

Form 990, Part VI, Section B, Line COMPENSATION NARRATIVETHE COMPENSATION COMMITTEE IS APPOINTED, ESTABLISHED AND15 MAINTA

INED BY THE EXECUTIVE COMMITTEE TO OVERSEE POLICIES AND MAKE RECOMMENDATIONS WITHRESPECTTO EXECUTIVE COMPENSATION MEMBERS ARE MADE UP ENTIRELY OF INDEPENDENT DIRECTORSCOMMITTEE MEMBERS USE SALARY SURVEYS FROM INDEPENDENT ORGANIZATIONS SUCH AS HEALTHCAREFINANCIAL MANAGEMENT ASSOC, HFMA HEALTHCARE ASSOCIATION OF NEW YORK,HANYS, IN ADDITION TO IRSFORM 990 OF OTHER COMPARABLE INSTITUTIONS

Form 990, Part VI, Line 19 THE INSTITUTE MAKES ITS AUDITED FINANCIAL STATEMENTS, GOVERNING DOCUMENTS AND CONFLICTOFINTEREST POLICY AVAILABLE TO THE PUBLIC VIA WWW BURKEORG THE INSTITUTES 990 IS POSTEDATWWW GUIDESTAR ORG AND UPON REQUEST

Form 990, Part XI, Section A, Line AS PART OF AN ACTIVE AND ENGAGING BOARD,THE BOARD OF DIRECTORS AND SENIOR11 MANAGEMENT

ARE PROVIDED A COPY OF IRS FORM 990 IN EITHER ELECTRONIC OR PAPER FORMAT TO REVIEW ALL INDIVIDUALS ARE GIVEN ONE WEEK TO PROVIDE COMMENTS ON FORM 990 IF CHANGES AREREQUIRED, THEY ARE IMPLEMENTED INTO FORM 990 ONCE ALL COMMENTS ARE INCORPORATED, THE ACCOUNTINGDEPARTMENT ELECTRONICALLY FILES THE FORM 990 WITH THE APPROPRIATE FEDERAL AND STATEAGENCIES GRANT THORNTON, LLP PROVIDES A HIGH LEVEL REVIEW OF FORM 990 AS PART OF AN AGREED UPONPROCEDURE

l efile GRAPHIC p rint - DO NOT PROCESS

SCHEDULE R(Form 990)

Department of the Treasury

Internal Revenue Service

As Filed Data -

Related Organizations and Unrelated Partnerships

1- Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.1- Attach to Form 990.

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

DLN:93493272006165

OMB No 1545-0047

201 4

Name of the organization Employer identification numberWinifred Masterson Burke Medical Res Ins Inc

13-3434924

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 (stateor foreign country)

(d)Total income

(e)End-of-year assets

(f)Direct controlling

entity

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

(a) (b) ( c) (d) (e) (f) (g)Name, address, and EIN of related organization Primary activity Legal domicile (state Exempt Code section Public charity status Direct controlling Section 512(b)

or foreign country) (if section 501(c)(3)) entity (13) controlledentity?

Yes No

(1) W M Burke Rehabilitation Hosp Hospital NY 501c3 3 NOT APPLICABLE No785 Mamaroneck Ave

White Plains, NY 1060513-1739937

(2) WM Burke Foundation Foundation NY 501 c3 11 NOT APPLICABLE No785 Mamaroneck Ave

White Plains, NY 1060513-3434928

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50135Y Schedule R (Form 990) 2014

Schedule R (Form 990) 2014 Page 2

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

(a) (b) (c) (d) (e) (f) (g) (h) (i) U) (k)Name, address, and EIN of Primary activity Legal Direct Predominant Share of Share of Disproprtionate Code V-UBI General or Percentage

related organization domicile controlling income(related, total income end-of-year allocations? amount in box managing ownership(state or entity unrelated, assets 20 of partner?foreign excluded from Schedule K-1country) tax under (Form 1065)

sections 512-514)

Yes No Yes No

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) (b) (c) (d) (e) (f) (g) (h) (i)Name, address, and EIN of Primary activity Legal Direct controlling Type of entity Share of total Share of end- Percentage Section 512

related organization domicile entity (C corp, S income of-year ownership (b)(13)(state or foreign corp, assets controlled

country) or trust) entity?

Yes No

Schedule R (Form 990) 2014

Schedule R (Form 990) 2014

ff^ 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

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

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

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

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

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

e Loans or loan guarantees by related organization(s)

f Dividends from related organization(s)

g Sale of assets to related organization(s)

h Purchase of assets from related organization(s)

i Exchange of assets with related organization(s)

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

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

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

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

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

o Sharing of paid employees with related organization(s)

p Reimbursement paid to related organization(s) for expenses

q Reimbursement paid by related organization(s) for expenses

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

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

Page 3

YesFNo

No

No

Yes

No

No

if No

lg No

lh No

li No

li No

lk No-

ll No

lm No

In Yes

to Yes

I Ilp No

lq Yes

lr No

is Yes

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

(a)Name of related organization

(b)Transactiontype (a-s)

(c)Amount involved

(d)Method of determining amount involved

Schedule R (Form 990) 2014

Schedule R (Form 990) 2014 Page 4

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 grossrevenue) that was not a related organization See instructions regarding exclusion for certain investment partnerships

(a) (b) (c) (d) (e) (f) (g) (h) (i) U) (k)Name, address, and EIN of entity Primary activity Legal Predominant Are all partners Share of Share of Disproprtionate Code V-UBI General or Percentage

domicile income section total end-of-year allocations? amount in managing ownership(state or (related, 501(c)(3) income assets box 20 part ner?foreign unrelated, organizations? of Schedulecountry) excluded from K-1

tax under (Form 1065)sections 512-

514)Yes No Yes No Yes No

Schedule R (Form 990) 2014

Schedule R (Form 990) 2014 Page 5

Supplemental Information

Provide additional information for responses to auestions on Schedule R (see instructions

Return Reference Explanation

Schedule R (Form 990) 2014

Consolidated Financial Statements,Supplementary Information, and

Report of Independent Certified Public Accountants

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIES

December 31, 2014 and 2013

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIES

TABLE OF CONTENTS

Page

Report of Independent Certified Public Accountants 1 -2

Consolidated Financial Statements

Consolidated Statements of Financial Position 3

Consolidated Statements of Operations 4

Consolidated Statements of Changes in Net Assets 5

Consolidated Statements of Cash Flows 6

Notes to Consolidated Financial Statements 7-27

Supplementary Information

Net Patient Service Revenue 29

Other Revenue and Net Assets Released From Restrictions - Operations 30

Changes in Temporarily Restricted Net Assets - Specific Purpose Fund 31

Expenses 32 - 34

Refundable Advances and Grant Revenue 35 - 38

Consolidating Statements of Financial Position 39 - 42

Consolidating Statements of Operations 43 - 44

0 GrantThornton

Grant Thornton LLP

757 Third Avenue, 9th Floor

New York, NY 10017

T 212 599 0100

F 212 370 4520

Ganthornton corn

linkd in/GrantThorntonUStwitter com/GrantThornton US

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Board of DirectorsThe Winifred Masterson Burke Rehabilitation Hospital and Subsidiaries

We have audited the accompanying consolidated financial statements of The Winifred Masterson BurkeRehabilitation Hospital and Subsidiaries (the "Organization"), which comprise the consolidated statements offinancial position as of December 31, 2014 and 2013, and the related consolidated statements of operations, changesin net assets, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

Management ' s responsibility for the financial statements

Management is responsible for the preparation and fair presentation of these consolidated financial statements inaccordance with accounting principles generally accepted in the United States of America; this includes the design,implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidatedfinancial statements that are free from material misstatement, whether due to fraud or error.

Auditor' s responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audits. Weconducted our audits in accordance with auditing standards generally accepted in the United States of America.Those standards require that we plan and perform the audit to obtain reasonable assurance about whether theconsolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in theconsolidated financial statements. The procedures selected depend on the auditor's judgment, including theassessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud orerror. In making those risk assessments, the auditor considers internal control relevant to the Organization'spreparation and fair presentation of the consolidated financial statements in order to design audit procedures thatare appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of theOrganization's internal control. Accordingly, we express no such opinion. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of significant accounting estimates made bymanagement, as well as evaluating the overall presentation of the consolidated financial statements.

Grant Thornton LLP

U S member firm of Grant Thornton International Ltd

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit

opinion.

Opinion

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the

financial position of The Winifred Masterson Burke Rehabilitation Hospital and Subsidiaries as of December 3 1,

2014 and 2013, and the results of its operations and its cash flows for the years then ended in accordance with

accounting principles generally accepted in the United States of America.

Supplementary Information

The accompanying information listed on the table of contents and presented on pages 29 through 44 is presentedfor purposes of additional analysis and is not a required part of the consolidated financial statements. Suchsupplementary information is the responsibility of management and was derived from and relates directly to theunderlying accounting and other records used to prepare the consolidated financial statements. The informationhas been subjected to the auditing procedures applied in the audits of the consolidated financial statements andcertain additional procedures. These additional procedures included comparing and reconciling the informationdirectly to the underlying accounting and other records used to prepare the consolidated financial statements or tothe consolidated financial statements themselves, and other additional procedures in accordance with auditingstandards generally accepted in the United States of America. In our opinion, the supplementary information isfairly stated, in all material respects, in relation to the consolidated financial statements as a whole.

New York, New York

May 19, 2015

-2-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESConsolidated Statements of Financial PositionAs of December 31, 2014 and 2013

ASSETS 2014 2013

CURRENT ASSETS

Cash and cash equivalents $ 18,471, 300 $ 17,528,815

Short-term investments 158,264 760,261

Assets whose use is limited required for current liabilities 808,678 764,775

Accounts receivable for services to patients - less allowance for uncollectible

accounts of $1,165,000 in 2014 and $1,163,000 in 2013 8,662,540 7,725,841

Estimated amounts due from third party payors-net - 2,746,835

Prepaid expenses 1,602,321 1,627,245

Inventory of supplies 543,542 509,062

Other receivables 3,778,917 2,823,747

Total current assets 34,025,562 34,486,581

Assets whose use is limited

Foundation funds 93,854,367 97,005,718

Trusteed funds 26,245,577 25,411,971

Self-insurance trust 2,612,707 2,544,780

Restricted use cash 212,678 217,775

Depreciation fund 31,776 31,776

Donor-restricted long-term investments 2,866,329 2,986,897

125,823,434 128,198,917

Less assets whose use is limited required for current liabilities (808,678 ) (764,775 )

125,014,756 127,434,142

Deferred financings costs, net 89,924 95,514

Interest rate cap 8,249 39,155

Property, plant and equipment, net 31,391,843 33,326,056

Total assets $ 190,530,334 $ 195,381,448

LIABILITIES AND NET ASSETS

CURRENT LIABILITIES

Accounts payable $ 2,113,507 $ 3,494,949

Accrued expenses 3,398,239 3,343,191

Current portion of long-term debt 597,718 583,382

Estimated self-insurance liabilities 596,000 547,000

Estimated amounts due to third-party payors - net 2,174,360 -

Refundable advances 2,169,915 1,851,692

Accrued retirement benefits 2,018,223 1,803,045

Total current liabilities 13,067,962 11,623,259

Long-term debt, net of current portion 5,832,000 6,429,717

Estimated self-insurance liabilities, net of current portion 2,522,640 2,569,456

Accrued retirement benefits 57,378,641 28,828,756

Total liabilities 78,801,243 49,451,188

NET ASSETS

Unrestricted 108,318,545 142,492,002

Temporarily restricted 2,622,961 2,650,673

Permanently restricted 787,585 787,585

Total net assets 111,729,091 145,9 30,260

Total liabilities and net assets $ 190,530,334 $ 195,381,448

The acconlpan17ng notes are an integral part of these consolida ted financial statements

-3-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESConsolidated Statements of OperationsFor the years ended December 31, 2014 and 2013

2014 2013

UNRESTRICTED NET ASSETS

REVENUES

Net patient service revenue $ 61,126,173 $ 63,332,678

Grant revenue 9,378,985 8 ,495,706

Other revenue 5,701,698 5,518,598

Medicare technology stimulus revenue 1,314,327 1,723,232

Net assets released from restrictions - operations 398,042 262,311

Total revenues 77,919,225 79,332,525

EXPENSES

Salaries and wages 47,608,424 45,923,663

Supplies and expenses 18,819,060 19,898,545

Employee benefits 14,050,613 16,547,397

Depreciation and amortization 5,351,832 5,288,659

Provision for bad debts 203,418 268,465

Interest 170,421 192,854

Total expenses 86,203,768 88,119,583

Loss from operations (8,284,543) (8,787,058)

NONOPERATING GAINS AND (LOSSES), NET

Contributions 623,132 838,170

Change in fair value of interest rate cap (30,906) 15,340

Unrestricted income on investments 1,824,559 2,469,820

Realized gains on investments - net 3,863,183 5,829,368

Change in unrealized gains and losses on trading securities (3,143,844 ) 10,731,259

Nonoperating income net 3,136,124 19,883,957

(Deficiency in) excess of revenue and gains over expenses and losses (5,148,419) 11,096,899

OTHER CHANGES IN UNRESTRICTED NET ASSETS

Net assets released from restrictions - capital acquisition 653,050 700,124

Other accrued retirement benefits adjustment (29,678,088 ) 17,456,731

(Decrease) increase in unrestricted net assets $ (34,173,457 ) $ 29,253,754

The acconlpan17ng notes are an integral part of these consolidated financial statements

-4-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESConsolidated Statements of Changes in Net AssetsFor the years ended December 31, 2014 and 2013

2014 2013

UNRESTRICTED NET ASSETS

(Deficiency in) excess of revenue and gains over expenses and losses

OTHER CHANGES IN UNRESTRICTED NET ASSETS

Net assets released from restrictions - capital acquisitions

Other accrued retirement benefits adjustment

(Decrease) increase in unrestricted net assets

TEMPORARILY RESTRICTED NET ASSETS

Restricted grants

Contributions

Investment return

Net assets released from restrictions - operations

Net assets released from restrictions - capital acquisitions

(Decrease) increase in temporarily restricted net assets

(Decrease) increase in net assets

Net assets, beginning of year

Net assets, end of year

$ (5,148,419) $ 11,096,899

653,050 700,124

(29,678,088 ) 17,456,731

(34,173,457 ) 29,253,754

545,274 550,989

356,770 588,057

121,336 440,892

(398,042) (262,311)

(653,050 ) (700,124 )

(27,712 ) 617,503

(34,201,169) 29,871,257

145,930,260 116,059,003

$ 111,729,091 $ 145,930,260

The acconlpan17ng notes are an integral part of these consolida ted financial statements

-5-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESConsolidated Statements of Cash FlowsFor the years ended December 31, 2014 and 2013

2014 2013

CASH FLOWS FROM OPERATING ACTIVITIES

(Decrease ) increase in net assets S (34,201,169) S 29,871,257

Adjustments to reconcile ( decrease ) increase in net assets to net cash

provided by ( used in ) operating activities

Depreciation and amortization 5,351,832 5,288,659

Provision for bad debts 203,418 268,465

Change in fair value of interest rate cap 30,906 (15,340)

Realized gains on investments - net (3,863,183) (5,829,368)

Change in unrealized gains and losses on trading securities 3,143,844 (10,731,259)

Restricted contributions and investment return (478,106) (1,028,949)

Other accrued retirement benefits adjustment 29 ,678,088 (17,456,731)

Changes in assets and liabilities

Accounts receivable for services to patients (1,140,117) 25,361

Prepaid expenses and other assets (964,726) (450,810)

Accounts payable (1,381,442) 6,970

Accrued expenses and other current liabilities 373,271 887,411

Self-insurance liabilities 2,184 248,537

Estimated third-party payor settlements, net 4,921,195 (5,562,685)

Accrued retirement benefits (913,025 ) 193,909

Net cash provided by (used in ) operating activities before

trading securities 762,970 (4,284,573)

Change in investments - trading securities 3,696,819 2,845,527

Net cash provided by (used in) operating activities 4,459,789 (1,439,046 )

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of property, plant, and equipment , net (3,412,029 ) (4,207,328 )

Net cash used in investing activities (3,412,029 ) (4,207,328 )

CASH FLOWS FROM FINANCING ACTIVITIES

Repayment of long-term debt (583,381) (569,869)

Restricted contributions and investment retuni 478,106 1,028,949

Net cash (used in) provided by financing activities (105,275 ) 459,080

Net increase (decrease) in cash and cash equivalents 942,485 (5,187,294)

Cash and cash equivalents - beginning of year 17,528,815 22,716,109

Cash and cash equivalents - end of year S 18,471,300 $ 17,528,815

Supplemental disclosures of cash flow information

Interest paid $ 170,421 $ 192,854

The acconlpan17ng notes are an integral part of these consolida ted financial statements

-6-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated Financial StatementsDecember 31, 2014 and 2013

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

The Winifred Masterson Burke Rehabilitation Hospital (the "Hospital") is located in White Plains,New York, and is a not-for-profit rehabilitation hospital. The Organization provides inpatient andoutpatient services.

The Hospital is the sole corporate member of The Winifred Masterson Burke Foundation, Inc.(the "Foundation") and The Winifred Masterson Burke Medical Research Institute, Inc. (the "Institute")(collectively, the "Organization").

The Foundation is a not-for-profit organization formed to hold and manage cash and investmentstransferred to it by the Hospital. The Institute is a not-for-profit organization that performs medicalresearch activities.

The Hospital, Foundation and Institute are recognized by the Internal Revenue Service as exempt from

income taxes under Section 501(c)(3) of the Internal Revenue Code ("IRC").

Basis of Accounting/Principles of Consolidation

The consolidated financial statements have been prepared on the accrual basis of accounting. Allintercompany transactions and balances have been eliminated in consolidation.

Statements of Operations

The Organization's operating income includes all unrestricted revenues and expenses. Non-operating gains

and losses include contributions, the change in fair value of the Organizations interest rate cap, unrestricted

income on investments, realized gains and losses, the change in unrealized gains and losses on trading

securities, which includes income related to investments in limited partnerships measured using a net asset

value ("NAV"). The consolidated statements of operations also include the caption "(deficiency in) excess

of revenue and gains over expenses and losses," which is the performance indicator. Other changes in

unrestricted net assets which are excluded from the performance indicator, consistent with industry practice,

include contributions of long-lived assets (including assets acquired using contributions which by donor

restriction were to be used for the purposes of acquiring such assets), and other accrued retirement benefits

adjustment.

Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally

accepted in the United States of America requires management to make estimates and assumptions that

affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the

date of the consolidated financial statements and the reported amounts of revenues and expenses during

the reporting period. Net patient service revenue, allowance for uncollectible patient accounts receivable,

amounts due to/from third-party payors, investments without readily determinable fair values, interest rate

cap, estimated self-insurance liabilities, and accrued retirement benefit liabilities represent significant

accounting estimates reflected in the consolidated financial statements. Actual results could differ from

those estimates. The Organization's net patient service revenue for the years ended December 31, 2014

and 2013, increased by $658,000 and decreased by $186,000, respectively, as a result of third-party payor

settlements recognized from prior years.

-7-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Cash and Cash Equivalents

Cash in banks and all highly liquid investments with original maturities of three months or less at the dateof purchase are considered cash and cash equivalents, except for amounts included in assets whose use islimited. The carrying amount approximates fair value. The Organization's cash and cash equivalents areheld in accounts whose balances substantially exceed the amount of related federal insurance.

Short-term Investments

Investments with original maturities of three months or greater at the date of purchase are considered short-term investments, except for amounts included in assets whose use is limited. The carrying amountapproximates fair value.

Assets Whose Use is Limited

Assets whose use is limited include trusteed funds for which the Board of Directors of the Organization isempowered to use for patient care and other related purposes, within certain guidelines. Also included areFoundation investments, donor-restricted long-term investments, self-insurance trust investments, assetswhose use is limited under an indenture agreement (foundation fund), a restricted cash fund and amountsset aside for plant replacement purposes (depreciation fund). Assets whose use is limited classified ascurrent are for the current portion of estimated self-insurance liabilities and restricted cash.

Investments - Classified as Assets Whose Use is Limited

Investments with readily determinable fair values are stated at fair value based upon quoted market prices.The Organization invests in a variety of alternative investments carried at their net asset value per shareas a practical expedient, as provided by the investment managers. Alternative investments are primarily

in private equity funds and privately traded mutual funds, in which the underlying investments are in

marketable securities and commodities. Because alternative investments are not readily marketable, their

estimated value is subject to uncertainty and therefore may differ from the value that would have been

used had a ready market for such investments existed. These instruments may contain elements of both

credit risk and market risk. Such risks included, but are not limited to: limited liquidity, absence oversight,

dependence on key individuals, emphasis on speculative investments, and nondisclosure of portfolio

composition.

Unrestricted investment income includes dividend and interest income, realized gains and losses andunrealized gains and losses on its trading securities and is included in non-operating gains and losses, net.

The Organization also invests in various limited partnerships. These investments utilize a "fund-of-funds"

approach resulting in diversified multi-strategy, multimanager investments. The partnerships invest

capital in a diversified group of investment entities, primarily in limited partnership interests issued by

nontraditional firms or "hedge funds," which engage in a variety of investment strategies managed by

money managers. These investments are measured using a NAV per share, or its equivalent.

Management's estimates are based on information provided by the fund managers or the general partners.

-8-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Inventory of Supplies

Inventory of supplies are valued at the lower of cost (average-costing method approximates FIFO) or

market.

Deferred Financing Costs

Deferred financing costs represent costs associated with the existing debt, and are being amortized over theterm of the related debt.

Interest Rate Cap

The Organization recognizes all derivative financial instruments (interest rate cap) in the consolidatedfinancial statements at fair value. Management has determined that the Organization's interest rate capagreement does not qualify as a hedge for financial reporting purposes. Consequently, the change in thefair value of the Organization's interest rate cap agreement is included as a component of (deficiency in)excess of revenue and gains over expenses and losses in the consolidated statement of operations.

The interest rate cap agreement is used by the Organization to manage exposure to an increase in interest

rates. Derivative financial instruments involve, to a varying degree, elements of market and credit risk.

The market risk associated with this instrument resulting from interest increases is expected to offset the

market risk of the liability being hedged.

Property, Plant and Equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and amortization.Cost for donated assets is the fair value at the date of the gift. Equipment under lease is depreciatedin accordance with the Organization's standard depreciation policy or term of the lease, whichever isshorter. Depreciation and amortization are provided for using the straight-line method, using the followingestimated useful lives established by management:

Land improvements

Buildings

Fixed equipment

Major movable equipment

5 - 25 years

15 - 40 years

5 - 20 years

2 - 20 years

Gifts of land, buildings, and equipment are reported as unrestricted support unless explicit donorstipulations specify how the donated assets must be used. Gifts of long-lived assets with explicitrestrictions that specify how the assets are to be used and gifts of cash or other assets that must be used toacquire long-lived assets are reported as restricted support. Absent explicit donor stipulations about howlong those long-lived assets must be maintained, the Organization reports expirations of donor restrictionswhen the donated or acquired long-lived assets are placed in service.

The Organization, using its best estimates based on reasonable and supportable assumptions andprojections, reviews for impairment of long-lived assets to be held and used whenever events orchanges in circumstances indicate that the carrying amount of its assets might not be recoverable.

-9-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Estimated Self-Insurance Liabilities

The provision for estimated self-insurance liabilities includes estimates of the ultimate costs for bothreported claims and claims incurred but not reported.

Unrestricted, Temporarily Restricted and Permanently Restricted Net Assets

Unrestricted net assets are not subject to donor-imposed stipulations and, therefore, may be expended for

any purpose in performing the primary objectives of the Organization. Temporarily restricted net assets are

those whose use has been limited by donors to a specific time period or purpose. Temporarily restricted net

assets are available for education, purchase of equipment, research, financial assistance and other items.

Permanently restricted net assets have been restricted by donors to be maintained by the Organization in

perpetuity or used at a Board appropriated spending rate for an agreed upon purpose, as specified by the

donor. Investment earnings on such are recognized as temporarily restricted revenue until such earnings are

appropriated for expenditure in accordance with the Organizations policies and procedures.

Net Patient Service Revenue

Net patient service revenue is reported at the estimated net realizable amounts from patients, third-partypayors, and others for services rendered, including estimated retroactive adjustments under reimbursementagreements with third-party payors. Retroactive adjustments are accrued on an estimated basis in the periodthe related services are rendered and adjusted in future periods as additional information becomes availableor final settlements are determined.

Medicare Technology Stimulus Revenue

The American Recovery and Reinvestment Act of 2009 provides for Medicare incentive payments for

eligible hospitals and professionals that implement and achieve meaningful use of certified electronic

health record ("EHR") technology. For these EHR incentive payments, the Organization utilizes a grant

accounting model to recognize these revenues. Under this accounting policy, EHR incentive payments

were recognized as revenues when attestation that the EHR meaningful use criteria for the required period

of time was demonstrated. Accordingly, the Organization recognized $1,314,327 and $1,723,232 of EHR

revenues in the accompanying consolidated statement of operations for the year ended December 31, 2014

and 2013, respectively. The Organization's attestation of compliance with the meaningful use criteria

is subject to audit by the government or its designee. Additionally, Medicare EHR incentive payments

received are subject to retrospective adjustment upon final settlement of the applicable cost report from

which payments were calculated.

Charity Care and Community Benefit

The Organization provides charity care to patients who meet certain financial criteria under the

Organizations charity care policy and criteria established by the State of New York. The Organization

provides care to patients who meet the criteria without charge or at amounts less than established rates.

Because the Organization does not pursue collection of amounts determined to qualify as charity care, they

are not reported as revenue. Charity care is estimated based on average cost per day. The estimated costs

incurred to provide charity care under the Organization's policy during the years ended December 31, 2014

and 2013, was approximately $1 16,569 and $405,349, respectively.

-10-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

As a community-based service organization, certain programs are provided, such as the Think First

Program, a free injury educational seminar targeted to children. In addition, the Organization provides

free and discounted meeting room space and use of the Organization's campus to not-for-profit health

organizations. The Organization also provides free support groups and enrollment assistance in public

programs. Annually, the Organization sponsors the Burke Wheelchair Games, a sporting event that targets

both children and adults with disabilities. During this event, the Organization offers free admission for

economically disadvantaged participants.

Donor-restricted Gifts and Grants

Gifts of cash and other assets are reported as restricted support if they are received with donor stipulationsthat limit use of the donated assets. Grants restricted by grantors for particular operating purposes or forproperty, plant and equipment acquisitions are deemed to be earned and reported as temporarily restrictedgrant revenues when the expenditures have been incurred in compliance with the specific restrictions.When a donor restriction expires, that is, when a stipulated time restriction ends or purpose restriction isaccomplished, temporarily restricted net assets are reclassified to unrestricted net assets and reportedin the consolidated statements of operations as net assets released from restrictions. Donor-restrictedcontributions whose restrictions are met within the same year as received are reflected as unrestrictedcontributions in the accompanying consolidated financial statements.

Allowance for Uncollectible Accounts

The Organization provides an allowance for uncollectible accounts for estimated losses resulting from theunwillingness or inability of patients or third-party payors to make payment for services. The allowance isdetermined by analyzing specific accounts and historical data and trends. Patient accounts receivable arecharged off against the allowance for uncollectible accounts when management determines that recovery isunlikely and the Organization ceases collection efforts.

Fair Value Measurements

The Organization measures fair value as the price that would be received to sell an asset or paid to transfer aliability (the exit price) in an orderly transaction between market participants at the measurement date. Theaccounting guidance outlines a valuation framework and creates a fair value hierarchy in order to increasethe consistency and comparability of fair value measurements and the related disclosures. The fair valuehierarchy is broken down into three levels based on the source of inputs as follows:

Level 1 - Quoted prices are available in publicly traded markets for identical assets or liabilities as ofthe measurement date.

Level 2 - Pricing inputs, including broker quotes, are generally those other than exchange quotedprices in publicly traded markets, which are either directly or indirectly observable as of themeasurement date, and fair value is determined through the use of valuation methodologies.Also included in Level 2 are investments measured using a NAV per share, or its equivalent,that may be redeemed at that NAV at the date of the statement of financial position or in thenear term, which the Organization has generally considered to be within 90 days.

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Level 3 - Pricing inputs are unobservable for the asset or liability and include situations where there islittle, if any, market activity for the asset or liability. The inputs into the determination of fairvalue require significant management judgment or estimation. Investments that are includedin this category generally include hedge funds, private investment funds and partnershipinterests, which are required to provide the Organization with periodic audited financialstatements. Also included in Level 3 are investments measured using NAV per share, or itsequivalent, that can never be redeemed at NAV or for which redemption at NAV is uncertaindue to lockup periods or other investment restrictions.

Due to/from Broker

Due to/from broker includes net amounts receivable for securities transactions that have not settled and cashheld at the broker at the date of the consolidated financial statements.

Reclassifications

Certain amounts in the 2013 consolidated financial statements have been reclassified to conform with thecurrent year presentation. Such reclassification did not change total assets, liabilities, revenues or expensesor changes in net assets reflected on the 2013 consolidated financial statements.

Recent Accounting Pronouncements

In May 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update

(ASU) 2014-09, Revenue from Contracts with Customers, to clarify the principles for recognizing revenue

and to improve financial reporting by creating common revenue recognition guidance for U.S. GAAP and

International Financial Reporting Standards. The core principle of the new guidance is that an entity should

recognize revenue to depict the transfer of promised goods or services to customers in an amount that

reflects the consideration to which the entity expects to be entitled in exchange for these goods and services.

ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including

interim periods within that reporting period. Early application is not permitted. An entity will apply the

amendments in this update using either a full retrospective application, which applies the standard to each

prior period presented, on under the modified retrospective application, an entity recognizes the cumulative

effect of initially applying the new standard as an adjustment to the opening balance sheet of retained

earnings at the date of initial application. Revenue in periods presented before that date will continue to be

reported under guidance in effect before the change. Currently, the American Institute of Certified Public

Accountants Healthcare Revenue Recognition Task Force is interpreting ASU 2014-09 and its effects on

the health care industry.

-12-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

2. NET PATIENT SERVICE REVENUE

The Organization has agreements with third-party payors that provide for payments to the Organization at

amounts different from its established rates. A summary of the payment arrangements with major third-

party payors is as follows:

Medicare - The Organization is a 150-bed acute care facility having 120 beds designated for inpatient

rehabilitation facility ("IRF") use. The remaining 30 beds are for acute care use. The 120 IRF beds are

reimbursed under the Medicare Case Mix Grouping ("CMG") payment system. In order to qualify for

CMG reimbursement, at least 60% of all patients admitted to the facility must have certain clinical

characteristics that qualify them for rehabilitation treatment. As determined by CMS, the Organization's

IRF patient population was in compliance with this regulation for 2014 and 2013.

Medicaid - Inpatient and outpatient services rendered to Medicaid program beneficiaries are reimbursedon a per diem basis. The per diem rates contain prospective adjustments for the current year to accountfor changes in costs and volume.

Other - Payment agreements have been entered into with certain commercial insurance carriers, healthmaintenance organizations, and preferred provider organizations. The basis for payment to theOrganization under these agreements includes prospectively determined rates per discharge, discountsfrom established charges, and prospectively determined dailies.

Laws and regulations governing health care programs are complex and subject to interpretation. As a

result, there is at least a reasonable possibility that recorded estimates will change by a material amount in

the near term. Noncompliance with such laws and regulations could result in fines, penalties, and exclusion

from such programs. The federal government and many states have aggressively increased enforcement

under Medicare and Medicaid antifraud and abuse legislation. Recent federal initiatives have prompted a

national review of federally funded health care programs. The Organization has a compliance program to

monitor conformance with applicable laws and regulations, but the possibility of future government review

and interpretation exists. The Organization believes that it is in compliance, in all material respects, with all

applicable laws and regulations and, is not aware of any pending or threatened investigations involving

allegations of potential wrongdoing. While no such regulatory inquiries have been made, compliance with

such laws and regulations can be subject to future government review and interpretation. Noncompliance

with such laws and regulations could result in repayments of amounts improperly reimbursed, substantial

monetary fines, civil and criminal penalties and exclusion from the Medicare and Medicaid programs.

- 13 -

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

3. ASSETS WHOSE USE IS LIMITED

At December 31, 2014 and 2013, assets whose use is limited consist of the following:

December 31,

2014 2013

Foundation funds:

Equity securities $ 52,786,567 $ 55,219,805

Fixed income - 1,046,890

Common trust funds/mutual funds 9,677,204 13,125,374

Limited partnerships 27,072,993 27,607,668

Due from broker 4,317,603 5,981

93,854,367 97,005,718

Trusteed funds:

Cash and cash equivalents 175,622 833,849

Equity securities 16,592,014 15,733,583

Fixed income - 1,331,550

Common trust funds/mutual funds 2,565,911 3,086,893

Limited partnerships 5,683,932 4,441,605

Due from (to) broker 1,228,098 (15,509 )

26,245,577 25,411,971

Self-insurance trust:

Cash and cash equivalents 99,114 208,838

Fixed income 2,513,593 2,335,942

2,612,707 2,544,780

Restricted use - cash 212,678 217,775

Depreciation fund - cash and cash equivalents 31,776 31,776

-14-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Donor-restricted long term investments:

Home Health Education Fund:

Cash and cash equivalents

Equity securities

Due to broker

Kennedy Duncan Fund:

Cash and cash equivalents

Equity securities

Due from (to) broker

Employee recognition fund - cash equivalents

Restricted - cash

Total donor-restricted long-term investments

Total assets whose use is limited

December 31,

2014 2013

$ 7,513 $ 9,937

282,200 269,447

(1,791 ) (2,872 )

287,922 276,512

91,734 83,878

1,868,065 1,751,192

689 (4,833 )

1,960,488 1,830,237

104,592 104,506

513,327 775,642

2,866,329 2,986,897

$ 125,823,434 $ 128,198,917

4. FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS

The fair value framework requires the categorization of assets and liabilities into three levels based upon the

assumptions (inputs) used to price the assets or liabilities. Level 1 provides the most reliable measure of

fair value, whereas Level 3 generally requires significant management judgment. The Organization used

the market approach as its valuation technique.

The following table summarizes the Organization's financial instruments by levels and excludes amountsdue (to) from broker disclosed in footnote 3:

December 31, 2014 Level 1 Level 2 Level 3 Total

Cash and cash equivalents S 19,707,656 S - S - 5 19,707,656

Fixed income securities ( bond funds

and CD's) 2,671,857 - - 2,671,857

Equity oriented funds 39,272,671 20,685,815 11,570,360 71,528,846

Limited partnerships - 20,187,300 12,569,625 32,756,925

Common trust funds/mutual funds - 12,243,115 - 12,243,115

61,652,184 53,116,230 24,139,985 138,908,399

Interest rate cap - 8,249 - 8,249

Total assets 5 61,652,184 5 53,124,479 5 24,139,985 5 138,916,648

- 15 -

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

December 31, 2013 Level 1 Level 2 Level 3 Total

Cash and cash equivalents $ 19,795,016 $ - $ - $ 19,795,016

Fixed income securities (bond funds

and CD's ) 5,474,643 - - 5,474,643

Equity oriented funds 43,937,887 11,843,485 17,192,655 72,974,027

Limited partnerslups - 18,475,326 13,573,947 32,049,273

Common trust funds /mutual fluids - 16,212,267 - 16,212,267

Interest rate cap - 39,155 - 39,155

Total assets $ 69,207,546 $ 46,570,233 $ 30,766,602 $ 146,544,381

For the years ended December 31, 2014 and 2013, purchases and sales of Level 3 investments were

transfers between Level 1 and Level 3 investments . At December 31, 2013 , the Organization transferred

$10,102 from Level 3 to Level 2 due to the termination of a fund subsequent December 31, 2013. The

following tables summarize changes in fair values associated with Level 3 investments for the years ended

December 31, 2014 and 2013:

Net

Realized and

Balance at Unrealized Purchases Sales Transfers Balance at

Leiel3Iniestments December 31 , 21113 Gains (Losses) (Contributions) (Withdrawals) ( Net) December 31, 21114

Equity - oriented funds $ 17,192,655 $ (823,845) $ 2,038,268 $ (6,836,718) $ - $ 11,570,360

Limited paitneiships 13,577,947 ( 1,662,3 " ) 1,574,208 (916,208 ) - 12,569,615

Total S 30,766,602 $ (2,486,167 ) $ 7,612,476 $ (7,75? 926 ) $ - $ 24,139.98

Net

Realized and

Balance at Unrealized Purchases Sales Transfers Balance at

Le%el3 In%estments December 31, 2012 Gains (Losses) (Contributions) ( \Vithdraeals) (Net) December 31, 2013

Equity - of iented t mds $ 14 193 224 $ 1 728 405 $ 1529 980 $ (2_58 95.1) $ - $ 17 192 655

Limited p;utneiships 10 792 754 2 526 902 1 681 181 (1416 788 ) (10 102 ) 13 571 947

Total $ 24985 978 $ 4 255 307 $ 3 211 161 $ (I 675 742) $ (10 102) $ 30 766 602

The Organization uses the NAV per share or its equivalent to determine fair value of all underlyinginvestments which: (a) do not have readily determinable fair value and (b) prepare their financialstatements consistent with the measurement principle of an investment company or have the attributes of aninvestment company.

-16-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

The following table lists investments by major category, in addition to the Organization's outstanding

capital commitments, which are due on demand, related to their investment in limited partnerships and

equity oriented funds are as follows at December 31, 2014 and 2013:

December 31,December 31, December 31, 2014

2014 2013 UnfundedCategory Fair Value Fair Value Commitments

Equity oriented funds S 32 256 175 S 29 036 140 $ 95 657

C onion trust lunds'mutual

funds'n) 12 243 115 16 212 267 -

Limited partnerships "' 32 756 925

RedemptionFrequenc3

Monthly-Annually

Monthly-

Quarterly

Monthly or at

32 049 273 1 390808 termination of fund

5 77 256 215 5 77 297 680 5 1 486 465

RedemptionNotice Lockup Period/Period Remaining Life

30 - 60 days 180 days

15 - 95 days NA

Ranges between 10 -

15 days and no

redemption I - 5 Years

a) Equit,y oriented funds: Investments are made up of equity investments in various limited liabilitycompanies and open end investment companies, some of which act as feeder funds.

"" Coninion trust funds/nurtual funds: Investments are made up of various private investment funds,

common trust funds, credit asset trust, corporate bond trust and investors trust.

'°' Limited partnerships: Investments in limited partnerships.

The Organization ' s investment portfolio is exposed to various risks , such as interest rate, market risk and

credit risk. Because of the level of risk associated with such investments , changes in their values will occur

and such changes could materially affect the amounts reported in the accompanying consolidated financial

statements. The Organization values Level 3 investments based on the NAV, or its equivalent , reported

within audited financial statements provided by the fund managers , when available. The reported fair value

of Level 3 investments is sensitive to changes in the funds underlying NAV or its equivalent.

5. PERMANENTLY RESTRICTED NET ASSETS

Permanently restricted net assets consisted of the following at December 31, 2014 and 2013:

2014

Kennedy Duncan Fund

Home Health Education Fund

Employee Recognition Fund

Total

$ 387,585

2013

$ 387,585

300,000 300,000

100,000 100,000

$ 787,585 $ 787,585

Earnings on permanently restricted net assets are to be used in support of operations or specified program

initiatives as stipulated by the respective donor.

Endotirments - The endowment is composed of three permanently restricted endowments as ofDecember 31, 2014 and 2013. Net assets associated with endowment funds, including funds designated by

-17-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

the Board of Directors to function as endowments, if any, are classified and reported based on the existenceor absence of donor-imposed restrictions.

Interpretations ofRelevant Lair - The Organization follows the New York Prudent Management of

Institutional Funds Act ("NYPMIFA"),which requires the preservation of the fair value of the original

gift, as of the gift date of the donor-restricted endowment funds, absent explicit donor stipulations to the

contrary. As a result of this interpretation, the Organization classifies as permanently restricted net assets:

(a) the original value of gifts donated to the permanent endowment, (b) the original value of subsequent

gifts to the permanent endowment, and (c) the accumulations to the permanent endowment made in

accordance with the directions of the applicable donor gift instrument, at the time the accumulation is added

to the fund.

The remaining portion of the donor-restricted endowment fund that is not classified in permanently

restricted net assets is classified as temporarily restricted nets assets until those amounts are appropriated

for expenditure by the Organization ' s Board of Directors in a manner consistent with the standard of

prudence prescribed by NYPMIFA.

In accordance with NYPMIFA, the Organization considers the following factors in making a determination

to appropriate or accumulate donor-restricted endowment funds: the purpose, duration, and preservation of

the endowment fund; expected total return of investments; general economic conditions and the possible

effect of inflation or deflation; other resources of the institution; and the investment policy of the institution.

Changes in endowment funds and net assets for the years ended December 31, 2014 and 2013 consist of the

following:

Temporarily Permanently

Restricted Restricted Total

Endowment funds and net assets, December 31, 2012

Investment returns

Investment loss

Net appreciation

Total investment return

Appropriation of endowment investment return for

expenditure

Endowment funds and net assets, December 31, 2013

Investment returns

Investment loss

Net appreciation

Total investment return

Appropriation of endowment investment return for

expenditure

Endowment funds and net assets, December 31, 2014

$ 1,293,881 $ 787,585 $ 2,081,466

(13,115) - (13,115)

453,580 - 453,580

440,465 - 440,465

(400 ) - (400 )

1,733,946 787,585 2,521,531

(13,980) - (13,980)

135,072 - 135,072

121,092 - 121,092

(350 ) - (350 )

$ 1,854,688 $ 787,585 $ 2,642,273

- 18 -

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Return Objectives and Risk Parameters - The Organization's primary investment objectives are to invest its

endowment principal to achieve growth of both principal value and income over time sufficient to preserve

and/or increase the real (inflation adjusted) purchasing power of the assets, and to provide a stable source of

perpetual financial support.

Strategies Emploi•ed for Achieving Objectives - The Organization relies on a total return strategy in which

active equity managers/funds are expected to achieve an annualized total rate of return over a three-to five-

year period, which exceeds an agreed upon benchmark rate of return, net of costs and fees. Total return is

defined as dividend and interest income plus realized and unrealized capital appreciation or depreciation.

Active fixed income managers are expected to exceed appropriate market indices, net of costs and fees.

When index funds are used, the return should closely track the appropriate index.

Funds tii ith Deficiencies - From time to time, the fair value of assets associated with individual donor-

restricted endowment funds may fall below the level that the donor or NYPMIFA requires the Organization

to retain as a fund of permanent duration. At December 31, 2014 and 2013, there were no aggregate

deficiencies of this nature reported within restricted net assets.

6. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment at December 31, 2014 and 2013, is as follows:

2014

Land

Land improvements

Buildings

Fixed equipment

Major movable equipment

Less accumulated depreciation and amortization

Construction in progress

$ 176,475

6,283,451

59,181,193

28,241,972

42,748,198

136,631,289

2013

$ 176,475

6,185,902

57,771,553

28,102,348

41,308,492

133,544,770

(105,596,547 ) (100,338,587 )

31,034,742

357,101

$ 31,391,843

33,206,183

119,873

$ 33,326,056

Depreciation and amortization expense on property , plant and equipment was $5,340,652 and $5,283,069 at

December 31, 2014 and 2013, respectively.

At December 31, 2014 and 2013, included in property, plant and equipment is equipment recorded under a

capital lease arrangement with an original cost of $2,882,000. Accumulated amortization on the leased

equipment was approximately $1,030,418 and $881,356 at December 31, 2014 and 2013, respectively.

-19-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

7. LONG-TERM DEBT

Long-term debt as of December 31 consisted of:

2014

Term loan

Capital lease collateralized by related equipment for

cogeneration plant with the Dormitory Authority of

New York State Tax Exempt Leasing Program (TELP), with

an interest rate of 5.94% and monthly payments through

March 2018

Less current portion

$ 5,559,372

870,346

6,429,718

2013

$ 5,906,832

1,106,267

7,013,099

(597,718 ) (583,382 )

$ 5,832,000 $ 6,429,717

The Organization has a term loan with a financial institution which was used for renovations to the

Institute's "Sturgis" building. The total amount of the term loan was $6,949,216 and has monthly

principal payments that began in January 2011 of $28,988, with a balloon payment due January 1, 2018

of $4,515,408. The term loan has a variable interest rate based on monthly LIBOR plus 1.75% (1.90%

and 1.92% at December 31, 2014 and 2013, respectively). The term loan is collateralized by certain

investments held by the Organization at 110% of the outstanding amount. The term loan has certain

financial covenants which are required to be maintained on a quarterly basis.

Additionally, the Organization has an interest rate cap agreement with a financial institution, to limit

the impact of increases in the interest rate on their term loan. The notional amount was $6,400,000 and

$6,800,000 at December 31, 2014 and 2013, respectively. This agreement limits the Organization's

exposure to increasing interest rates by providing a cap at 3.75% per annum.

The interest rate cap agreement matures at the time the term loan matures. The fair value of the interest

rate cap agreement on December 31, 2014 and 2013 was estimated to be $8,248 and $39,155, respectively,

and is separately shown as a non-current asset in the consolidated statement of financial position.

The Organization may be exposed to credit loss in the event of nonperformance by the counterparty

(JP Morgan) to the interest rate cap agreement. However, the Organization does not anticipate

nonperformance as its counterparty is rated Aa 1 by Moody's.

-20-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Future minimum payments on the long-term debt as of December 31, 2014 , are as follows:

Capital Lease

Years Term Loan Obligation

2015 347,461 296,469

2016 347,461 296,469

2017 347,461 296,469

2018 4,516,989 74,117

Total 5,559,372 963,524

Less amount representing interest on capital

lease obligation - (93,178 )

5,559,372 870,346

8. SELF-INSURANCE LIABILITIES

In June 2005, the Organization established a professional and general liability self-insurance program on

a claims-made basis for limits of $1,000,000 per claim and $3,000,000 in the annual aggregate. The

Organization also purchases commercial excess insurance coverage above these limits of coverage.

This program is maintained and funded through the means of a self-insurance trust, managed by an

independent fiduciary, and set up for the purpose of the payment of applicable claims from this program.

An independent actuary calculates liabilities in the trust. The estimated liability for this reserve is

approximately $1,938,000 and $1,878,000 at December 31, 2014 and 2013, respectively. Reserves

for outstanding liabilities relating to incidents occurring during the self-insurance program and under

insurance policies in force prior to June 2005, of approximately $14,000 and $19,000, were calculated as

of December 31, 2014 and 2013, respectively, at an expected confidence level of loss and discounted basis.

The Organization also maintains an accrual, calculated at an expected confidence level of loss and

discounted basis, of approximately $1,166,000 and $1,219,000, for the period coverage as of December 3 1,

2014 and 2013, respectively. The Organization has accrued its best estimate of the ultimate cost of losses

payable under its self-insurance program at estimated present value based on a discount rate of 3.15% and

3.58% at December 31, 2014 and 2013, respectively.

9. ACCRUED RETIREMENT BENEFITS

The Organization has a noncontributory defined benefit pension plan (the "Plan") covering substantially allits employees. The benefits are based on years of service and the employees' compensation during the lastfive years of covered employment. Contributions are intended to provide not only for benefits attributedto service to date, but also for those expected to be earned in the future. At December 31, 2014, themortality table used for projecting the benefit obligation was changed to the RP-2014 Mortality tablewith Scale MP-2014. The Organization also sponsors a supplemental retirement plan for certain executives.

The Organization's funding policy is to contribute annually an amount no less than the minimum amount

required by ERISA.

-21 -

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

In addition to the Organization's defined benefit pension plan, the Organization provides postretirementmedical and life insurance benefits ("OPEB"). To be eligible for the medical benefits, the employee mustbe at least 65 years old and a participant in the defined benefit pension plan. To be eligible for the lifeinsurance benefits, the employee must be at least 55 years old and vested in the defined benefit pensionplan. The Organization funds these benefit costs on a pay-as-you-go basis.

The following table sets forth the plans, funded status, and amounts recognized in the Organization'sconsolidated financial statements:

Obligations and fimded status

Organization's contributions

Benefit payments

Unfimded status - end of year - amount

recognized in the consolidated

statements of financial position

Benefit obligation and fair value of plan

assets are as follows

Projected benefit obligation

Accumulated benefit obligation

Fair value of plan assets

Other accrued retirement benefits

adjustment

Service cost

Interest cost

Expected return on plan assets

Amortization of prior service cost

Recognized actuarial loss (gain)

Defined Benefit Plans Other Posh•etirement Benefits

2014 2013 2014 2013

$ 2,750,117 $ 3,950,476 $ 119,866 $ 116,552

(53,690,154) (26,520,664) (5,706,710) (4,111,137 )

(121,959,760 ) (93,436,060 ) (5,706,710 ) (4,111,137 )

(120,976 ,365 ) (93,133,373 )

68,269,606 66,915,396

28,051,237

$ 1,737,471

4,555,896

(5,331,704)

(520,999)

(15,865,045)

$ 2,056,637

4,149,293

(4,712,103)

(520,999)

1,626,851

$ 144,984

210,332

(150,824)

(1,591,686 )

$ 197,221

211,768

(94,265)

Net periodic benefit cost $ 1,868,370 $ 4,031,444 $ 88,588 $ 229,494

At December 31, 2014, the expected estimated aggregate amount from unrestricted net assets into net

periodic benefit cost related to net actuarial loss and prior service cost is S3,911,304 and $671,823,

respectively.

-22-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Weighted-average assumptions used in determining the benefit obligation at December 31, 2014 and 2013,

were as follows:

Assumptions

Weighted-average assumptions used in computing

benefit obligation at December 31

Discount rate

Rate of compensation increase

Initial health care cost trend rate

Ultimate trend rate in 2014 and forward

Weighted-average assumptions used in computing

net periodic benefit cost for the years ended

December 31

Discount rate

Expected long-tern return on assets

Rate of compensation increase

Initial health care cost trend rate

Ultimate trend rate in 2013 and forward

Other Postretirement

Defined Benefit Plans Benefits

2014 2013 2014 2013

399% 509% 389% 510%

2 50 2 50 - -

- - 3 00 3 00

300 300

5 09 4 29 5 10 4 44

8 00 8 00 - -

2 50 2 50 - -

- - 3 00 4 74

300 300

To develop the expected long-term rate of return on plan assets, the Organization considered the historical

returns and the future expectations for returns for each asset class, as well as the target asset allocation of

the pension portfolio. This approach resulted in the selection of the 8.00% long-term rate of return on plan

assets assumption.

The measurement date used to determine the Plan measurements is December 3 1.

The Plan's weighted-average asset allocation at December 31, 2014 and 2013 is as follows:

2014

Equity securities

Common trusts funds/mutual funds

Cash and cash equivalents

Limited partnerships

46%

27

2

25

100 %

2013

41 %

39

5

15

100 %

-23-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Fair Values of Plan Assets

The following table presents the Organization's categorization of the assets of the Plan within the fair valuehierarchy using the market approach valuation technique at December 31, 2014 and 2013:

December 31, 2014 Level 1 Level 2 Level 3 Total

Cash and cash equivalents $ 1,159,482 $ - $ - $ 1,159,482

Equity securitieso) 12,651,258 18,738,109 - 31,389,367

Common trust funds/mutual funds 't" 11,840,516 6,790,811 - 18,631,327

Limited Partnership - 17,089,430 - 17,089,430

$ 25,651,256 $ 42,618,350 $ - $ 68,269,606

December 31, 2013

Cash and cash equivalents

Equity securitieso)

Common trust funds/mutual funds

Limited Partnership (')

Level1 Level 2 Level 3 Total

$ 3,699,563 $ - $ - $ 3,699,563

23,115,850 4,097,345 - 27,213,195

22,437,778 3,388,537 - 25,826,315

- 10,176,323 - 10,176,323

$ 49,253,191 $ 17,662,205 $ - $ 66,915,396

WComprised of -various equity securities which include private equity securities. U S and foreign large. mid-cap and small-cap

equities

(h) Comprised of debt securities in publicly and privately held mutual funds

'°' Comprised of investments in limited partnership

The Plan had unfunded capital commitments of $56,512 at December 31, 2014.

Target Allocations

The Plan's targeted asset allocation is as follows:

Min % Target % Max %

Asset Class

Growth assets , US Equity, International Equity,

Hedge Funds, Private Equity

Fixed Income

Real Assets Commodities, Real Estate, MLP's

Cash

50% 70% 80%

- 10 20

10 20 30

- - 10

-24-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Contributions

The Organization's required contributions to the defined benefit plans and the postretirement plan in 2015

are approximately $3,500,000 and $145,000, respectively. These contributions represent the amount

necessary to meet expected benefit payments for those individuals who are expected to terminate or retire

during 2014 and who become eligible for a benefit.

Estimated Future Benefit Payments

Future benefit payments by the Plan and OPEB, reflective of expected future service, are expected to bepaid as follows:

Fiscal Years Ending December 31,

2015

2016

2017

2018

2019

2020 - 2024

Plan OPEB

$ 6,594,847 $ 144,893

4,903,373 158,671

5,111,566 168,432

5,391,567 177,647

5,722,010 191,480

32,438,370 1,190,213

Defined Contribution Plan - The Institute has a defined contribution benefit plan covering substantially allof its employees. Benefits are provided by fixed-dollar annuities issued to each participant. Contributionsare made automatically based on a percentage of the participant's regular salary in accordance with thefollowing schedule:

On Portion of On Salary Above

Salary within Social Social SecuritySecurity Wage Base Wage Base

Under age 40 5 10

Age 40-49 10 15

Age 50 and above 15 20

The Organization's benefit expense for the defined contribution plan for the years ended December 3 1,2014 and 2013, was approximately $259,627 and $421,943, respectively.

10. CONCENTRATION OF CREDIT RISK

The Organization provides health care services through its inpatient and outpatient care facilities. TheOrganization grants credit without collateral to patients, substantially all of who are local residents;however, it routinely obtains assignment of (or is otherwise entitled to receive) patients' benefits payableunder their health insurance programs, plans, or policies (e.g., Medicare, Medicaid, Blue Cross, healthmaintenance organizations, and commercial insurance policies).

-25-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

Patient accounts receivable by financial class as a percentage of total patient accounts receivable at

December 31, 2014 and 2013, are as follows:

2014 2013

Medicare 44 % 50 %

Blue Cross 19 13

Medicaid 1 2

Other third-party payors 33 32

Patients 3 3

100% 100%

The Medicare program approximated 67% of net patient service revenue for the years ended December 3 1,

2014 and 2013.

11. COMMITMENTS AND CONTINGENCIES

Operating Leases -The minimum lease commitments for various equipment and facilities under non-cancelable operating leases are in effect as of December 31, 2014, as follows:

Years

2015 $ 678,738

2016 612,756

2017 420,633

2018 335,243

2019 158,004

Thereafter 129,990

Total $ 2,335,364

Rental expense amounted to $692,393 and S581,112 for the years ended December 31, 2014 and 2013,

respectively.

Litigation - The Organization is involved in litigation arising in the course of business. After consultationwith legal counsel, management estimates that these matters will be resolved without material adverseeffect on the Organization's future consolidated financial position or results of operations.

-26-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESNotes to Consolidated StatementsDecember 31, 2014 and 2013

12. FUNCTIONAL EXPENSES

The Organization provides rehabilitative health care services to patients and related support activities as

described in Note 1. Expenses related to providing these services, included in the consolidated statements

of operations at December 31, 2014 and 2013, are as follows:

2014 2013

Health care services $ 48,268,808 $ 50,523,931

General and administrative 29,608,129 31,200,424

Research 8,326,831 7,395,228

Total expenses $ 86,203,768 $ 89,119,583

13. SUBSEQUENT EVENTS

The Organization evaluated its December 31, 2014 consolidated financial statements for subsequent eventsthrough May 19, 2015, the date the consolidated financial statements were issued. The Organization is notaware of any subsequent events which would require recognition or disclosure in the accompanyingconsolidated financial statements.

-27-

SUPPLEMENTARY INFORMATION

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESNet Patient Service RevenueFor the years ended December 31, 2014 and 2013

ROUTINE PATIENT CARE

PHYSICIAN FEES

OTHER PROFESSIONAL SERVICES

Radiology - diagnostic

Laboratory

Electrocardiography

Physical therapy

Respiratory therapy

Occupational therapy

Central services

Pharmacy

Speech and bearing

Orthotics and prosthetics

Other

Total other professional services

Total patient care revenue - gross charges

LESS CONTRACTUAL ALLOWANCES

Net patient service revenue

2014 2013

Inpatient Outpatient Total Inpatient Outpatient Total

$ 60,955,900 $ - $ 60,955,900 $ 61,985,500 $ - $ 61,985,500

2,448,712 395 2,449,107 2,713,452 236 2,713,688

580,900 220,307 801,207 381,918 250,160 632,078

2,698,548 - 2,698,548 2,676,350 237 2,676,587

452,126 1,490,812 1,942,938 518,323 1,222,952 1,741,275

13,199,079 15,126,968 28,326,047 13,401,808 12,017,076 25,418,884

2,918,093 - 2,918,093 2,425,836 - 2,425,836

11,651,279 1,31 1,159 12,962,438 12,049,797 1,066,392 13,1 16,189

1,572,249 7,706 1,579,955 1,532,205 8,088 1,540,293

4,919,834 22,513 4,942,347 5,657,629 28,629 5,686,258

2,276,457 658,235 2,934,692 2,261,672 501,634 2,763,306

210,229 - 210,229 253,387 1,330 254,717

- - - - 325 325

40,478,794 18,837,700 59,316,494 41,158,925 15,096,823 56,255,748

103,883,406 18,838,095 122,721,501 105,857,877 15,097,059 120,954,936

(52,326,960 ) (9,268,368 ) (61,595,328 ) (50,201,619 ) (7,420,639 ) (57,622,258 )

$ 51,556,446 $ 9,569,727 $ 61,126,173 $ 55,656,258 $ 7,676,420 $ 63,332,678

-29-

THE WINIFRED MASTERSON BURKE REHABILITATIONHOSPITAL AND SUBSIDIARIESOther Revenue and Net Assets Released From Restrictions - OperationsFor the years ended December 31, 2014 and 2013

2014 2013

OTHER REVENUE

Employees' benefit contributions

Purchase discounts

Sale of medical abstracts

Community fitness center

Rental of space

Apartment housing rental

Offsite programs

Miscellaneous

Total other revenue

NET ASSETS RELEASED FROM RESTRICTIONS - OPERATIONS

Accorda Studies

Balcofen Study

Kohlberg Grant

Neuro Rehab Fellowship

Gift Shop

Wheelchair Athletics

Will Rogers Pulmonary Fund

Yale Iris Study

Other

Total net assets released from restrictions - operations

$ 902,132 $ 801,476

9,921 4,489

2,344 2,152

567,285 535,376

1,062,132 1,011,803

445,775 423,450

2,702,084 2,544,749

10,025 195,103

$ 5,701,698 $ 5,518,598

$ 12,428 $ 39,054

- 20,655

51,041 39,277

120,000 -

47,112 33,209

22,311 18,732

80,000 95,000

33,556 -

31,594 16,384

$ 398,042 $ 262,311

-30-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESChanges in Temporarily Restricted Net Assets - Specific Purpose FundFor the years ended December 31, 2014 and 2013

Net Assets

December 31 , Investments

2013 Contributions Return

Audio-visual Laboratory S 753 S - S -

Accorda Studies 12,428 - -

ARA Research Institute 15,815 - -

Baclofen Study - 24,730 -

Kohlberg Grant 70,723 - -

Burke Gift Shop 196,264 59,357 248

Child Care Fund 454 - -

Design for Disabled 1,772 - -

Employee Recognition 2,025 8,410 85

Goldstein Foundation - 50,000 -

Gisondi Alz Rehab 20,000 15,000 -

Heart Monitor Fund 2,773 500 -

Home Health Education Fund 124,043 - 11,410

IMPAX Spinal Cord Injury 3,250 - -

Keiuiedy Duncan Fund 1,609,509 - 109,593

Leahy Pulmonary Fund 106,444 200 -

Medical Director 39,167 - -

Myerson Equipment Fund 89 - -

Nielsen Foundation Handcycling 35,583 - -

Novella Clinic Study 1,425 23,482 -

Nuero Rehab Fellowship 120,000 - -

Patient Greenhouse Fund 6,603 2,275 -

Prosthetic Fund 30,928 2,745 -

Quintiles Drug Study - E2020 499 - -

Opteuvusight 950 - -

Rheumatology 5,879 - -

Social Service 24,568 5,500 -

Speech and Hearing 10,275 - -

Spinal Cord Studies 14,250 - -

Sports Neurology 8,215 - -

Vocational Education 4,977 - -

Volunteers Fund 15,675 5,025 -

Wheelchair Athletics 165,337 32,465 -

Will Rogers Fund - 80,000 -

Yale IRIS Study - 47,081 -

Net Assets Releasedfrom Restrictions

Capital

Operations Acquisitions

Net Assets

December 31,

2014

S - S - $ 753

12,428 - -

- - 15,815

- - 24,730

51,041 - 19,682

47,106 62,801 145,962

- - 454

- - 1,772

8,594 - 1,926

- - 50,000

- - 35,000

- - 3,273

- - 135,453

- - 3,250

- - 1,719,102

790 - 105,854

- - 39,167

- 89

- 35,583 -

529 - 24,378

120,000 - -

6,874 - 2,004

2,231 - 31,442

- - 499

- 950

- - 5,879

(929) - 30,997

- - 10,275

9,264 - 4,986

1,750 - 6,465

2,490 - 2,487

- 5,605 15,095

22,318 3,787 171,697

80,000 - -

33,556 - 13,525

5 2,650,673 5 356,770 5 121,336 5 398,042 5 107,776 5 2,622,961

-31 -

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESExpensesFor the years ended December 31, 2014 and 2013

MEDICAL REHABILITATION SERVICES

NURSING AND MEDICALGeneral nursing

Medical services

Admitting

General services

Total nursing and medical

OTHER PROFESSIONAL

Radiology - diagnostic

Laboratory

Electrocardiography

Physical therapy

Occupational therapy

Pharmacy

Speech and hearingOrthotics and prostheticsMedical recordsSocial service

Total other professional

AMBULATORY CARE

GENERAL SERVICES

Dietary

Operation and maintenance of plant

Housekeeping

Laundry and linen

Total general services

2014 2013

Salaries Supplies and Salaries Supplies and

and Wages Other Expenses Total and Wages Other Expenses Total

$ 12,587,553 $ 594,447 $ 13,182,000 $ 12,543,563 $ 492,257 $ 13,035,8208,130,624 1,246,589 9,377,213 7,416,085 1,125,298 8,541,383260,649 5,324 265,973 257,672 5,839 263,51187,611 328,714 416,325 86,217 298,884 385,101

21,066,437 2,175,074 23,241,511 20,303,537 1,922,278 22,225,815

165,724 153,549 319,273 220,230 154,775 375,005

- 759,502 759,502 - 749,237 749,237223,361 47,327 270,688 214,283 49,093 263,376

4,725,190 179,984 4,905,174 4,705,733 176,269 4,882,0022,619,090 61,281 2,680,371 2,697,022 76,374 2,773,396910,781 1,153,006 2,063,787 888,389 1,117,445 2,005,834835,678 12,372 848,050 822,274 15,824 838,098

- 171,553 171,553 - 218,731 218,731276,368 69,375 345,743 290,273 55,345 345,618783,043 20,569 803,612 877,097 17,923 895,020

1,363,939 1,151,740 2,515,679 1,361,643 1,142,018 2,503,6611,881,572 2,095,261 3,976,833 1,869,945 2,303,303 4,173,2481,026,883 420,998 1,447,881 1,027,162 412,214 1,439,376

97,533 2,795 100,328 106,823 5,452 112,275

$ 4,369,927 $ 3,670,794 $ 8,040,721 $ 4,365,573 $ 3,862,987 $ 8,228,560

-32-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESExpensesFor the years ended December 31, 2014 and 2013

MEDICAL REHABILITATION SERVICES

ADMINISTRATIVE AND FISCAL SERVICES

Executive office

Fiscal office

Personnel

Purchasing and storeroom

Communication

Volunteer service

Data Processing

Insurance

Public relations

Development

Managed care

Total administrative and fiscal services

PROVISION FOR BAD DEBTS

EMPLOYEE BENEFITS

Pension and other postretirement benefit expenses

Federal Insurance Contributions Act taxes

Health insurance

Workers' compensation insurance

Unemployment insurance

Disability insurance

Total employee benefits

INTEREST

DEPRECIATION AND AMORTIZATION

Total medical rehabilitation services

2014 2013

Salaries Supplies and Salaries Supplies andand Wages Other Expenses Total and Wages Other Expenses Total

$ 600,949 $ 1,526,193 $ 2,127,142 $ 580,032 $ 1,539,872 $ 2,119,904

2,170,388 528,589 2,698,977 2,146,412 491,895 2,638,307

531,644 255,971 787,615 518,587 235,074 753,661

225,294 4,932 230 , 226 224,432 5,096 229,528

123,991 128,489 252,480 121,133 124,743 245,876

71,724 2,823 74,547 67,233 3,485 70,718

1,106,904 1,229,930 2,336,834 1,035,572 1,092,182 2,127,754

- 706,768 706,768 - 1,347,508 1,347,508

179,647 741,114 920,761 159,058 740,319 899,377

410,475 229,731 640,206 402,326 216,414 618,740

5,421,016 5,354,540 10,775,556 5,254,785 5,796,588 11,051,373

- 203,418 203,418 - 268,465 268,465

- 2,703,226 2,703,226 - 4,935,818 4,935,818

- 3,035,473 3,035,473 - 2,954,156 2,954,156

- 6,163,832 6,163,832 - 6,429,875 6,429,875

- 561,716 561,716 - 523,780 523,780

- 40,542 40,542 - 49,823 49,823

- 47,779 47,779 - 47,670 47,670

- 12,552,568 12,552,568 - 14,941,122 14,941,122

- 59,964 59,964 - 73,511 73,511

- 3,939,144 3,939,144 - 3,935,074 3,935,074

S 41,489,031 S 30,584,818 S 72,073,849 5 40,727,068 5 33,431,716 5 74,158,784

-33-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESExpensesFor the years ended December 31, 2014 and 2013

MEDICAL REHABILITATION SERVICES

FOUNDATION SERVICES

Grantor services

Management and general

Total foundation services

MEDICAL RESEARCH SERVICES

2014 2013

Salaries Supplies and Salaries Supplies and

and Wages Other Expenses Total and Wages Other Expenses Total

$ - $ 4,927,671 $ 4,927,671 $ - $ 5,158,751 $ 5,158,751

5,486,846 5 ,486,846 - 6 ,473,474 6,473,474

Medical research 4,052,442 3,220,758 7,273,200 3,528,888 3,274,263 6,803,151Employee benefits - medical research - 1,181,961 1,181,961 - 1,087,793 1,087,793Management and general 1,629,951 2,804,780 4,434,731 1,667,707 2,729,360 4,397,067

Interest expense - 110,457 110,457 - 119,343 119,343Employee benefits - management and general - 475,402 475,402 - 518,482 518,482Salary and employee benefits - other 437,000 (159,318) 277,682 - - -Depreciation - 1,407,097 1,407,097 - 1,353,585 1,353,585

Total medical research services 6,119,393 9,041,137 15,160,530 5,196,595 9,082,826 14,279,421

Subtotal expenses 47,608,424 45,112,801 92,721,225 45,923,663 48,988,016 94,911,679

CONSOLIDATING ENTRIES - (6,517,457 ) (6,517,457 ) - (6,792,096 ) (6,792,096 )

Consolidated expenses $ 47,608,424 $ 38,595,344 $ 86,203,768 $ 45,923,663 $ 42,195,920 $ 88,119,583

-34-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESRefundable Advances and Grant RevenueFor the years ended December 31, 2014 and 2013

ccount Name

Refundable

Advances

Decembel31,

2013

Gifts

Donations

and Federal

Giants Gi ants

Expendihues

Direct Iodiiect

Costs Costs

Consoltioms /

Equipment

Additions

Reclasses

and

Ti ansfels

Refundable

Advances

Decembel31,

2014

PRIVATE GRANTS

EISAI- Jo dan $ 1,478 $ $ $ $ $ $ $ 1,478

National Pat kinsons - - - - - - 5,111111 5,111111

Lupus Foundation - - - - - - - -

Huntei C ollege - - - - - - - -

Ch e b ook 15,302 - - 3,836 - - - 11,466

C ai disc Fund 3,318 - - - - - - 8,318

Forest Pharmaceutical 277 - - - - - - 277

Scallon 157 - - - - - - 157

Korean Unne sov 57 - - - - - - 57

Animal Care C ente 161,241 - - (16,623) - - - 177,864

Fuj ismNa (oil) 1,265 - - - - - - 1,265

UC SD Coop Studv - - - - - - - -

Mitio Detects-Gibson 4,781 - - (234) - - - 5,1115

Cornell Fellm+ship - - - - - - - -

Mt Sinai 21,31111 - - 111,948 - - - 111,352

Dana Foundation - - - (3,1146) - - (3,1146) -

Haitman Foundation 31,941 - - 511,111111 - - - 31,941

Cornell Newop otection - - - (6,653) - - (6,653) -

Fai - - - (6,573) - - (6,573) -

IRSF Fund I I I - - 6,625 - - - 1,486

Donald Spelling Fund 28,4115 250 - - - - - 28,655

Allen & Co Goldtine 9,256 4,333 - 6,253 - 556 (2,333) 4,447

Hottman LaRoche 13,762 - - 13,762 - - - -

No%aitis Jo dan 51,1178 - - - - - - 51,1178

Dana Foundation- Eldei 44,693 - - 311,833 - - - 13,8611

The accompanying notes are an integral part of these Consolidated financial statements

-35-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESRefundable Advances and Grant RevenueFor the years ended December 31, 2014 and 2013

ecowV Name

Refundable

4dhance,

December 31,

2 013

Gift,

Donations

and Federal

Giant, Giant,

Rear Foundation $ 12446 $ - $

lohmon & lohmon 3 309 5 000

C annel Fundk 150 788 19 828

Marti of Din 19 530 -

Adelson Foundation 3S9222 -

km n,an Diabe(es 4»o, - 103 500

Staub Pephdel - 172 927

C HDIMto DN slundion - 201 717

US Nrae[ Binational 14680 -

Adelson-LangleN 259 970 -

\ uttal Rehab 12465 -

Reese Foundation - Zhong 250 -

Pa,ifi, Northmrst Labs - 9 205

Restore Nruro Iini II 8111, 243500

Umn,al SC I PR 10 823 14 540

Adelson Edti ar& - -

Brain Map Stud} Labar 2 24b 140

Retinal Photo- Pni,kN - 13 323

USM4, - O'Donovan - 197 600

Can el- Fnel 99517 -

(an el- Donohoe 99 059 -

(an rl- Cannel 107425 -

( an el- PruskN 76754

Pathmaker Mobilit 24070 -

Skirball- Edtlards 50000 -

NRF Korea 31 022 - -

Retrial Res ardh 20 000 10 000

R his Res ardh Fund 7 050 -

(101(111110i D - -

Skirball - Hill - 99936

Run 4 Brad - 430 223

Tmw RoN Fund - 121 OSb

Refundable

Eapendttwe, Concotwmc/ Reclace &d5ance,

Duect Induect Equipment and December 31,

Co't' Co't' 4ddltion, Tian,fetc 2014

$ - $ - $ - $ - $ 12446

434 `5' 7 52-1

54 087 - 29 515 4 000 61 011

16 805 16S0 - - 1 045

201 646 - - ('_0743) -

S7106 13066 - 1S40) 24SS

12S 972 25794 - (IS 161) -

12S043 15537 - (5S 137) -

19 267 2 890 - 7477 -

275 017 - 3 065 is 112 -

- _ - - 12465

250

13113 Soo - 4705 -

165 S74 2S 199 3 12S 56403 1145;5

? 179 - - (7 999) 14485

,4908 - - 34 9S4 76

- - - - 2 386

- - - 110655) 2665

99 071 - - (49 b43) 18 886

23 551 75 966

57:92 41 667

5421S - - - 51, 210

:6 65 : - 40 101

(930) - - (25 000) -

3 170 - 3 143, 21 000 64 657

- - - - 31 0"

3 285 - - - 26 715

- - - - 7050

51157 - - - (51157)

- - 100 000 b4 -

b4300 - 14S S13 1437 21S 547

757`S _ - _ 45 148

The acconipan17ng notes are an integral part of these consolidated financial statements

-36-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESRefundable Advances and Grant RevenueFor the years ended December 31, 2014 and 2013

ccount Name

Refundable

Adhauces

December 31 ,

2013

Gifts

Donations

and Federal

Giants Giants

Direct

Costs

Expeudrtuies

luduect

Costs

Cousmhums/

Equipment

Additions

Reclasses

and

Ti ausfeis

Refundable

Adhauces

December 31,

2014

Ne\ston NBT Fund $ - $ 30 616 S - S 126 283 S 26 568 S - S 122 205 S -

Ashen Fund - l annel - 490 344 - 49 651 - - (326 896) 113 796

Ashen Fund - Donohoe - - - 48 612 - - 163 448 114 836

Ashen Fund - ('upta - - - 20 805 - - 163 448 142 643

Vagus Nene Stimulation - - - 16 570 15 742 - 32 312 -

Neilsen Foundation - 150 000 - 28 577 - 16 423 - 75 000

onrell Auclmm Attention - - - 25 125 - - 25 125 -

Regeneion Autounmune - - - 15 230 4 269 - 19 799 -

JDRF Newo VisLtilai - 98 970 - 56 328 5 614 1 043 - 32 955

C oiiiell D Beta Hul o\\ - - - 26 800 - - 26 800 -

Han e\ Kelse\ Fund - 2 300 - - - - - 2 300

Wings toi Lite Fund - 76 169 - 25 829 - - - 50 340

C olumbia Ma shal Fund - - - 10 500 9 975 - 20 175 -

S( I Oiha Hill Fund - - - 39 540 - - 39 540 -

S( I Oiha Willis Fund - - - 98 681 - - 98 681 -

Daedalus Fund - - - 8 012 - - 8 012 -

ADDF Bentotunure Fund - 125 000 - 27 916 - - - 97 081

Donohoe Pi hate Funds - 6 990 - - - - (740) 6 250

S( I Equipment - - - - - 139 607 139 607 -

Put mo P mate Funds - 10 000 - - - - - 10 000

N) S Legislate e l annel - - - 6 851 - - 6 851 -

N) S Retinal Studs - 51 722 - 86 817 17 369 - 52 494 -

Sti oke ReseaR h 20 068 1 510 - - - - - 21 608

N\SSCIRB - Langley - 72 515 - (7700) (1540) - (80224) 1231

Alzheone 's Disease- Shi 234 22 487 - 234 - - (22487) -

N) S Alzheone 's Disease - Jo clan - 23 887 - 117 038 - - 93 151 -

Alzhelmer s ResearLh 138 9 303 - - - - - 9 441

Aloida - C amlel - 68 438 - 32 832 8 208 - - 27 398

Reseaidi Fund 11 510 6 500 - - - - - 18 010

Medial Due to s Fund 586 50 020 - 18 981 - - - 31 625

Broke Foundation chant - 12 070 - - - - - 12 070

The acconipan17ng notes are an integral part of these consolidated financial statements

-37-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESRefundable Advances and Grant RevenueFor the years ended December 31, 2014 and 2013

Account Name

C oldsnuth Foundation A

C oldsnuth Foundation B

C oldsnuth Foundation C

Dr I Foundation

Total prnate grants

FEDERAL (,RANTS

NIA-Mitochondrial Dvshinction in Aging

N WDS-Intur^ and adaptation in the de\elopmg rat corticospinal

N WDS-HDAC 6 Target for regeneration tollo%N m, mturs

NICHHD-Transcramal Direct Current S[mudation & Robotics

NEI-B-RAF dries regeneratne axon gro%Nth in the optic ner e

NINDS-hupact of BDNF SNP on stroke-induced plasticity

ND-I-Role of C D36 in Ischenuc Inflammation

NINTH-Allelic Choice in Rett Syndrome

NEI-Retinal Neural Processing During Retinal Degenerate e

NINDS-Using transcription factors to enhance transplanted

NICHHD-Assessing arousal regulation in post-stroke apathy

N IC HHD-Non-m\ asn a stimulation for mipro\ mg motor function

NWDS-Mechanisms of cerebral palsy reco\er^ induced b^ balancing

NICHHD-hupact of motor connectnit\ on etticac^ of hand therapy

NICHHD-Neural predictors of hand therapy etticac^ in children

NIA-Bentotianuue in Alzheimer's Disease

NIA-Plasticity in Aging

Total fede al pants

Totals

Refundable Gifts Refundable

Ad%ances Dona t ions Expenditures Consortiums/ Reclasses Ad%ances

December 31, and Federal Direct Indirect Equipment and December 31,

2013 Grants Grants Costs Costs Additions Transfers 2014

S 45 946 x 75 000 x - x 39 318 x - x 28 595 x - x 53 033

34 909

SI25

75 000

-

-

-

-

-

-

-

-

-

-

-

1 u9 909

?I 250

S 1 851 692 x 3 106 309 x - x 2 694 181 x 174 823 x 473 891 x 554 709 x 2 169 915

S - x - x 1 479 695 x 499 545 x 376 158 x 603 992 x - x -

18 023 166 688 13 335 - - -

- - 412640 213428 172 876 26 336 - -

- - ,90 019 221 547 189 020 179 4512 - -

- - 495 708 309 543 165 729 20436 - -

3814122 206 169 172243 - - -

- - 460 196 243 292 197 066 20 138 - -

383 823 218 952 161 871 - - -

- - 411 5224 2234 754 176 770 - - -

- - 19, iii W 284 95 269 - - -

- - 21 938 20313 1 625 - - -

- - 251 753 114761 109 023 27 969 - -

- - 104 637 110015 8 801 ( 14 179) - -

1 u9 993 56 407 53 586 - - -

- - 24621 12626 I 1995 - - -

81 8 41 949 3985! - - -

15u 556 248 926 201 630 - - -

6,036,191 3,019,199 2,152,848 864,144

S 1851 692 x 3 106 309 x 6 036 191 x 5 713 280 x 2327671 x 1 338 035 x 554 709 x 2 169 915

The acconipan17ng notes are an integral part of these consolidated financial statements

-38-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESConsolidating Statements of Financial PositionAs of December 31, 2014

ASSETS

CURRENT ASSETS

Cash and cash equivalents

Short investments

Assets whose use is limited required for current liabilities

Accounts receivable for services to patients - net

Prepaid expenses

Inventory of supplies

Due from affiliated organizations

Other receivables

Total current assets

ASSETS WHOSE USE IS LIMITED

Foundation funds

Trusteed funds

Self-insurance trust

Restricted use cash

Depreciation fund

Donor-restricted lonerterm investments

Less assets whose use is limited required for current liabilities

Deferred financing costs - net

Interest rate cap

Property, plant and equipment - net

Total assets

Elimination Consolidated

Hospital Foundation Institute Total Entries Balances

S 13.601.956 S 3.020.131 S 1.849.213 S 18.471.300 S - S 18.471.300

158.264 - - 158.264 - 158.264

808.678 - - 808.678 - 808.678

8.662.540 - - 8.662.540 - 8.662.540

1.458.963 - 143358 1.602.321 - 1.602.321

543.542 - - 543.542 - 543.542

667.298 - - 667.298 (667.298) -

1.455.214 17.495 2.306.208 3.778.917 - 3.778.917

27.356.455 3.037.626 4.298.779 34.692.860 (667.298 ) 34.025.562

- 93.854.367 - 93.854.367 - 93.854.367

26.245.577 - - 26.245.577 - 26.245.577

2.612.707 - - 2.612.707 - 2.612.707

212.678 - - 212.678 - 212.678

31.776 - - 31.776 - 31.776

2.866.329 - - 2.866.329 - 2.866.329

31.969.067 93.854.367 - 125.823.434 - 125.823.434

(808.678 ) - - (808.678 ) - (808.678 )

31.160.389 93.854.367 - 125.014.756 - 125.014.756

- 89.924 89.924 - 89.924

8.249 8.249 - 8.249

22.217.173 - 9.174.670 31.391.843 - 31.391.843

S 80.734.017 S 96.891.993 S 13.571.622 S 191.197.632 S (667.298 ) S 190.530.334

The aeeonipan17ng notes are an integral part of these consolidated financial statements

-39-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESConsolidating Statements of Financial PositionAs of December 31, 2014

LIABILITIES AND NET ASSETS

CURRENT LIABILITIES

Accounts payable

Accrued expenses

Current portion of long -term debt

Estimated self-insurance liabilities

Third party payables

Refundable advances

Accrued retirement benefits

Due to affiliated organizations

Total current liabilities

Long -terns debt, net of current portion

Estimated self-insurance liabilities, net of current portion

Accrued retirement benefits

Total liabilities

NET ASSETS

Unrestricted

Temporarily restricted

permanently restricted

Total net assets

Total liabilities and net assets

Elimination Consolidated

Hospital Foundation Institute Total Entries Balances

S 1,671,717 S 29,094 S 412,696 S 2,113,507 S - S 2,113,507

2,543,336 - 854,903 3,398,239 - 3,398,239

250,257 - 347,461 597,718 - 597,718

596,000 - - 596,000 - 596,000

2,174,360 - - 2,174,360 - 2,174,360

- - 2,169,915 2,169,915 - 2,169,915

2,018,223 - - 2,018,223 - 2,018,223

- 155,109 512,189 667,298 (667,298 ) -

9,253,893 184,203 4,297,164 13,735,260 (667,298 ) 13,067,962

620,089 - 5,211,911 5,832,000 - 5,832,000

2,522,640 - - 2,522,640 - 2,522,640

57,378,641 - - 57,378,641 - 57,378,641

69,775,263 184,203 9,509,075 79,468,541 (667,298 ) 78,801,243

7,548,208 96,707,791 4,062,546 108,318,545 - 108,318,545

2,622,961 - - 2,622,961 - 2,622,961

787,585 _ - 787,585 _ 787,585

10,958,754 96,707,791 4,062,546 111,729,091 - 111,729,091

S 80,734,017 S 96,891,994 S 13,571,621 S 191,197,632 S (667,298) S 190,530,334

The acco lpan) In notes are an integral part of these consolida ted finan cial statements

-40-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESConsolidating Statements of Financial PositionAs of December 31, 2013

ASSETS

CURRENT ASSETS

Cash and cash equivalents

Short investments

Assets whose use is limited required for current liabilities

Accounts receivable for services to patients - net

Third Party receivables

Prepaid expenses

Inventory of supplies

Due from affiliated organizations

Other receivables

Total current assets

ASSETS WHOSE USE IS LIMITED

Foundation funds

Trusteed funds

Self-insurance trust

Restricted use cash

Depreciation fund

Donor-restricted long-term investments

Less assets whose use is limited required for current liabilities

Deferred financing costs - net

Interest rate cap

Property, plant and equipment - net

Total assets

Elimination Consolidated

Hospital Foundation Institute Total Entries Balances

$ 11.392.266 5 3.955.881 5 2.180.668 5 17.528.815 5 - S 17.528.815

760.261 - - 760.261 - 760.261

764.775 - - 764.775 - 764.775

7.725.841 - - 7.725.841 - 7.725.841

2.746.835 - - 2.746.835 - 2.746.835

1.538.442 - 88.803 1.627.245 - 1.627.245

509.062 - - 509.062 - 509.062

391.267 - 32.012 423.279 (423.279) -

1.3 83.127 14.875 1.425.745 2.823.747 - 2.823.747

27.211.876 3.970.756 3.727.228 34.909.860 (423.279 ) 34.486.581

- 97.005.718 - 97.005.718 - 97.005.718

25.411.971 - - 25.411.971 - 25.411.971

2.544.780 - - 2.544.780 - 2.544.780

217.775 - - 217.775 - 217.775

31.776 - - 31.776 - 31.776

2.986.897 - - 2.986.897 - 2.986.897

31.193.199 97.005.718 - 128.198.917 - 128.198.917

(764.775) - - (764.775) - (764.775 )

30.428.424 97.005.718 - 127.434.142 - 127.434.142

95.514 95.514 - 95.514

- - 39.155 39.155 - 39.155

23.357.333 - 9.968.723 33.326.056 - 33.326.056

5 80.997.633 5 100.976.474 5 13.830.620 5 195.804.727 S (423.279 ) 5 195.381.448

The aeeonlpan) In notes are an integral part of these consolidated financial statements

-41 -

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESConsolidating Statements of Financial PositionAs of December 31, 2013

LIABILITIES AND NET ASSETS

CURRENT LIABILITIES

Accounts payable

Accnied expenses

Current portion of long -term debt

Estimated self-insurance liabilities

Refundable advances

Accnied retirement benefits

Due to affiliated organizations

Total current liabilities

Long -term debt, net of current portion

Estimated self-insurance liabilities , net of current portion

Accnied retirement benefits

Total liabilities

NET ASSETS

Unrestricted

Temporarily restricted

Permanently restricted

Total net assets

Total liabilities and net assets

Elimination Consolidated

Hospital Foundation Institute Total Entries Balances

$ 2,629,059 $ 195,917 $ 669,973 $ 3,494,949 $ - $ 3,494,949

2,490,179 - 853,012 3,343,191 - 3,343,191

235,921 - 347,461 583,382 - 583,382

547,000 - - 547,000 - 547,000

- - 1,851,692 1,851,692 - 1,851,692

1,803,045 - - 1,803,045 - 1,803,045

- 423,279 - 423,279 (423,279 ) -

7,705,204 619,196 3,722,138 12,046,538 (423,279 ) 11,623,259

870,345 - 5,559,372 6,429,717 - 6,429,717

2,569,456 - - 2,569,456 - 2,569,456

28,828,756 - - 28,828,756 - 28,828,756

39,973,761 619,196 9,281,510 49,874,467 (423,279 ) 49,451,188

37,585,614 100,357,278 4,549,110 142,492,002 - 142,492,002

2,650,673 - - 2,650,673 - 2,650,673

787,585 - - 787,585 - 787,585

41,023,872 100,357,278 4,549,110 145,930,260 - 145,930,260

$ 80,997,633 $ 100,976,474 $ 13,830,620 $ 195,804,727 $ (423,279) $ 195,381,448

The aeeonlpan17ng notes are an integral part of these consolidated financial statements

-42-

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESConsolidating Statement of OperationsFor the year ended December 31, 2014

Elimination Consolidated

Hospital Foundation Institute Total Entries Balances

UNRESTRICTED NET ASSETS

REVENUES

Net patient set vice tevenue $ 61,126,173 $ - $ - $ 61,126,173 $ - $ 61,126,173

Giant tevenue - - 13,643,645 13,643,645 (4,264,660) 9,378,985

Othet tevenue 7,553,777 - 100,715 7,954,495 (2,252.797) 5,701,695

Medicate technology stimulus tevenue

^

1,314,327 - - 1,314,327 - 1,314,327

Net assets teleased fiom testttctions - opetations 395,042 - - 395,042 - 395,042

Total tevenues 70,692,319 - 13,744,363 84,436,652 (6,517,457 ) 77,919,225

EXPENSES

Salaties and wages 41,459,031 - 6,119,393 47,608.424 - 47,608.424

Supplies and expenses 13,829,724 5,456,846 6,019,947 25,336,517 (6,517,457) 18,819,060

Employee benefits 12,552.568 - 1,495,045 14,050,613 - 14,050,613

Depteciation and atuottization 3,939,144 - 1,412,688 5,351.832 - 5,351.832

Provision lot bad debts 203,418 - - 203,418 - 203,418

Ititetest 59,964 - 110,457 170,421 - 170,421

Total expenses 72.073.849 5,456,846 15,160,530 92,721,225 (6,517,457 ) 86,203,768

Loss fiotu opetations (1,351,530 ) (5,456,846 ) (1,416,167 ) (8.284.543 ) - (8.284.543 )

NONOPERATING GAINS AND (LOSSES) - NET

Contributions 94,982 528.150 - 623,132 - 623,132

Change in fait value of intetest Late cap - - (30,906) (30,906) - (30,906)

Untestticted incotue on investments 513,467 1,311,092 - 1,524,559 - 1,824,559

Realized gains (losses) on investments - net 555,694 3,304,459 - 3,563,153 - 3,563,153

Change in untealized gains and losses on trading secutities (252,709 ) (2,591,135 ) - (3,143,844 ) - (3,143,844 )

Nouopetating income - net 914,434 2 , 252,596 (30,906 ) 3,136,124 - 3,136,124

Excess of tevenue (deficiency in) and gains over

expenses and losses (467,096) (3.234,250) (1,447,073) (5,145,419) - (5,145,419)

OTHER CHANGES IN UNRESTRICTED NET ASSETS

Net assets teleased fiotu testttctiotis - capital acquisition 107,776 - 545,274 653,050 - 653,050

Othet accrued tetuemeut benefit adjustment (29,678,088) - - (29,678,088) - (29,678,088)

Tiansfets fiom (to) affiliates - (41 5.234 ) 415,234 - - -

Itictease (dectease) in unrestricted net assets $ (30,037,405 ) $ (3,649,484 ) $ (456, 565) $ (34,173,457) $ - $ (34,173,457)

The acconlpan17ng notes are an integral part of these consolidated financial statements

- 43 -

THE WINIFRED MASTERSON BURKE REHABILITATION HOSPITAL AND SUBSIDIARIESConsolidating Statement of OperationsFor the year ended December 31, 2013

Elimination Consolidated

Hospital Foundation Institute Total Entries Balances

UNRESTRICTED NET ASSETS

REVENUES

Net patient service revenue S 63.332.678 S - S - 5 63.332.678 5 - 5 63.332.678

Grant revenue - - 12.775.478 12.775.478 (4.279.772) 8.495.706

Other revenue 7.915.787 - 115.135 8.030.922 (2.512.324) 5.518.598

Medicare technology stimulus revenue 1.723.232 - - 1.723.232 - 1.723.232

Net assets released from restrictions - operations 262.311 - - 262.311 - 262.311

Total revenues 73.234.008 - 12.890.613 86.124.621 (6.792.096 ) 79.332.525

EXPENSES

Salaries and wages 40.727.068 - 5.196.595 45.923.663 - 45.923.663

Supplies and expenses 14.213.544 6.473.475 6.003.622 26.690.641 (6.792.096) 19.898.545

Employee benefits 14.941.122 - 1.606.275 16.547.397 - 16.547.397

Depreciation and amortization 3.935.074 - 1.353.585 5 .288.659 - 5.288.659

Provision for bad debts 268.465 - - 268.465 - 268.465

Interest 73.511 - 119.343 192.854 - 192.854

Total expenses 74.158.784 6.473.475 14.279.420 94.911.679 (6.792.096 ) 88.119.583

Loss from operations (924.776 ) (6.473.475 ) (1.388.807 ) (8.787.058 ) - (8.787.058 )

NONOPERATING GAINS AND (LOSSES) - NET

Contributions 252.421 580.504 5.245 838.170 - 838.170

Change in fair value of interest rate cap - - 15.340 15.340 - 15.340

Unrestricted income on investments 505.395 1.964.425 - 2.469.820 - 2.469.820

Realized gains ( losses ) on investments - net 844 .653 4.984.715 - 5.829.368 - 5.829.368

Change in unrealized gains and losses on trading securities 2.241.837 8.489.422 - 10.731.259 - 10.731.259

Nonoperating income - net 3.844 .306 16.019.066 20.585 19.883.957 - 19.883.957

Excess of revenue ( deficiency in) and gains over

expenses and losses 2.919.530 9.545.591 (1.368.222) 11.096.899 - 11.096.899

OTHER CHANGES IN UNRESTRICTED NET ASSETS

Net assets released from restrictions - capital acquisition 149.135 - 550.989 700.124 - 700.124

Other accrued retirement benefit adjustment 17.456.731 - - 17.456.731 - 17.456.731

Transfers from ( to) affiliates - (799.960 ) 799.960 - - -

Increase (decrease) in unrestricted net assets 5 20 .525.396 5 8.745.631 5 (17.273 ) 5 29.253.754 5 - 5 29.253.754

The acconlpan17ng notes are an integral part of these consolidated financial statements

-44-