The meeting of the Board of Trustees (“Board”) of The Health and Hospital Corporation of Marion County, Indiana (“HHC”), was held on November 16, 2004, at 1:30 p.m., in the Fourth Floor Administrative Conference Room “A” of the Ott Building, Wishard Health Services, 1001 West Tenth Street, Indianapolis, Indiana. Members Present: James D. Miner, M.D., Henry C. Bock, M.D., Lula M. Journey, Marjorie H. O’Laughlin, Robert B. Pfeifer, Betsy L. Brougher. Members Absent: Jean S. Blackwell.

The Chairman of the Board, Dr. James D. Miner, called the meeting to order and proceeded with roll call.

Dr. Miner asked if there were any additions, corrections or deletions to the minutes for the October 19, 2004 Board meetings. There were none. Ms. Journey made the motion to approve the minutes. Dr. Bock seconded the motion. The minutes for the October 19, 2004 Board of Trustees meetings were unanimously approve.

Dr. Miner requested that Resolutions and General Ordinances be presented. Dr. Miner requested that Resolution No. 13-2004, “Purchase of Assets and Acquisition of Leases” be presented. Mrs. O’Laughlin made the motion to approve. Mrs. Journey seconded the motion. Resolution No. 13-2004 was unanimously approved.

Next, Dr. Miner requested that General Ordinances Nos., 7, 8 & 9 - 2004 be submitted for the first reading. Mrs. Keith read a letter that she received from Board member Lula Journey requesting that General Ordinance No. 7, “Definitions,” General Ordinance No. 8, “Enforcement Procedures and Administrative Hearings” and General Ordinance No. 9, “Amending the Annual Budget for the Fiscal Year Beginning January 1, 2004 and Ending December 31, 2004” be read for the first time. Next, Mrs. Journey requested that General Ordinances 7, 8, and 9-2004 be read to the Board for the first time. Mrs. Keith read the Ordinances. Dr. Miner asked if there were any comments from the Board. Mr. Gutwein stated that the legal department will be reviewing and updating all Ordinances. Mr. Sellers stated that General Ordinance 9-2004 is being amended to make sure that the characters are in line with spending and for additional appropriation to include real estate and capital outlays. Dr. Miner stated that General Ordinances 7, 8, and 9 will be presented for the second time at the December 21, 2004 Board of Trustees meeting.

There were no Bylaws and Policies submitted for approval.

Mr. Sellers, Health and Hospital Corporation treasurer, reported that the October Cash Disbursements were $32.3 million. This is below the monthly average of $34.2 million because there was no house staff payment to Wishard in October. He asked for approval of the Cash Disbursements Report. Mrs. O’Laughlin moved for approval. Mr. Pfeifer seconded the motion. The Cash Disbursements Report was unanimously approved.

Mr. Sellers then presented the October 2004 Revenue and Expenditure Budget Analysis. Public Health Revenues are 1% better than budget. Headquarters Revenues are better than budget by $695,000. Grant Revenues are $868,000 better than budget. Expenditures are 3.1% under budget. Supplies are better than budget at 1%. Other Service and Charges are over budget by $3.4 million. There are open purchase order balances in the amount of $4.5 million and there is more cash on hand. Capital Outlays are better than budget at 82%. The total expenses are $600,000 better than budget. Mr. Sellers requested approval. Mr. Pfeifer moved for approval. Dr. Bock seconded the motion. The October 2004 Revenue and Expenditure Budget Analysis was unanimously approved.

Dr. Harris presented Medical Staff Appointments and Reappointments for October 2004 and requested approval. Mrs. Journey made the motion to approve. Mr. Pfeifer seconded the motion. The appointments were unanimously approved.

The next agenda item was Bids. Mrs. O’Laughlin stated that the Public Health Healthy Babies Committee recommended that the proposal for the Enterprise Storage Solution be approved. Mrs. O’Laughlin made the motion to approve. Mrs. Journey seconded the motion. The Enterprise Storage Solution bid was unanimously approved. Clay Whitmire and Dee Carey, of the Health and Hospital CIS Department were present to answer any questions pertaining to the Bid. Dr. Miner stated that the Hospital Committee discussed the Orthotics and Prosthetics Supplies and Services Bid. The Hospital Committee recommended acceptance of the Central Brace and Limb Company bid. Mrs. Journey made the motion to approve. Dr. Bock seconded the motion. The Bid was unanimously approved. The Hospital Committee also reviewed the Citizens Health Center Roof Project Bid and recommended acceptance of the Brown’s Roofing, Inc. bid. Mr. Pfeifer made the motion to approve. Dr. Bock seconded the motion. The Citizens Health Center Roof Project Bid was unanimously approved.

Mr. Pfeifer reported on the Audit Committee Meeting that was held on November 10, 2004. There was an internal audit report including a review of 2003 sub recipient monitoring results. The audit reviewed the WIC grant, a Pharmacy Review for Citizens Health Center, Advantage Program, and procedures and practices of handling cash at Wishard facilities. The KPMG Auditors presented the Audit Committee with a report on the Health and Hospital Corporation 2003 auditing statements.

Dr. Miner reported that the November 16, 2004 Hospital Committee meeting consisted of the following:

- Approval of October 19, 2004 committee meeting minutes

- Wishard 2005 Budget Planning Process

- September 2004 Financials

- Bids (Citizens Health Center Roof Project, Orthotics and

Prosthetics Supplies and Services)

- Cambio Report

There will be a Nominating Committee meeting held in December 2004.

Dr. Bock reported that the Planning Committee meeting of October 19, 2004 consisted of a single agenda item on Crowe Chizek’s role in overseeing the management of Health and Hospital Corporation long term care nursing facilities. Representatives from Crowe Chizek were present at this meeting.

Ms. O’Laughlin stated that the Public Health/Healthy Babies Committee met on November 16, 2004. There was a MCHD Finance Department update by Tara Parchman, finance manager, and an antibiotic resistance report presented by Dr. Susan Moriarity, MCHD director of clinic preventive services.

Mr. Gutwein’s report began with his request for a moment of silence in memory of Robert Jones, MCHD deputy director and long time employee, who passed away earlier in the month. He continued his report by listing the external partnerships that enhance the mission of the Health and Hospital Corporation. Several of the partnerships are: founding partner Indiana Health Information Exchange, Bio-Crossroads, city hospitals, Mayor’s office that improve medical practice by electronic exchange, Coalition for Homelessness Intervention and Prevention, Patient Safety Coalition, Indiana Alert Network, Learning Well and the Center for Leadership Development.

Dr. Caine reported the MCHD would be forming an initiative that will assist in meeting the future challenges of public health. Dr. Kay Bender, dean, School of Nursing of the University of Mississippi who participated in compiling the Institute of Medicine’s “Future of Public Health in the 21st Century” Report will be invited to the MCHD to discuss how public health should be positioned in order to meet these challenges. Dr. Bender was a deputy health officer for the state of Mississippi and also Center for Disease Control chief of staff. Other experts will also be invited. Dr. Caine stated that a memorial service for Robert Jones, MCHD twenty-five year employee, deputy director and former bureau chief of Population Health will be conducted on Saturday, November 27, 2004 at the Crown Hill Cemetery Chapel, with visiting hours from 9:00 a.m. to 1:00 p.m. and services beginning at 1:00 p.m.

Dr. Harris reported on her continued concern and work towards reducing obesity. She stated that costs in the U.S. contributed to obesity is over $100 billion and that many diseases can be attributed to the problem. WHS has conducted surveys that reveal that individuals are very motivated and interested in more information on foods to eat and physical activity. She stated that the MCHD, Indy in Motion program, under the direction of Dr. Susan Moriarity, has registered more than 3,000 individuals. WHS has received a $3 million Fairbanks Foundation grant, $300,000 each year for five years to conduct programs at WHS community health centers to assist in helping clients implement lifestyle changes.

There was no further business to discuss. Mrs. O’Laughlin made the motion to adjourn. Mr. Pfeifer seconded the motion. Meeting adjourned.

The next meeting of the Board of Trustees will be held on Tuesday, December 21, 2004, at 1:30 p.m., in the Fourth Floor Administrative Conference Room “A”, Ott Building, Wishard Health Services, at 1001

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James D. Miner, M.D.

Chairman, Board of Trustees

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Matthew R. Gutwein

President and Chief Executive Officer

The Planning Committee will meet today, October 19, 2004, immediately following the Board of Trustees meeting.