The meeting of the Board of Trustees (“Board”) of The Health and Hospital Corporation of Marion County, Indiana (“HHC”), was held on December 21, 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., Jean S. Blackwell, Lula M. Journey, Marjorie H. O’Laughlin, and Robert B. Pfeifer. Member Absent: Betsy L. Brougher.

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 November 16, 2004 Board meeting. There were none. Mrs. O’Laughlin made the motion to approve the minutes. Dr. Bock seconded the motion. The minutes for the November 16, 2004 Board of Trustees meeting were unanimously approved.

Dr. Miner requested that Resolutions and General Ordinances be presented. Mrs. O’Laughlin requested that General Ordinance 7-2004, “Definitions,” General Ordinance 8-2004, “Enforcement Procedures and Administrative Hearings,” and General Ordinance 9-2004, “Amending the Annual Budget for the Fiscal Year Beginning January 1, 2004 and ending December 31, 2004” be presented for the second reading and approved. Dr. Miner asked that Mrs. Keith read the Ordinances by title. Mrs. Keith read the Ordinances. Dr. Miner asked if there were any questions or comments from the Board regarding the Ordinances. There were none. Dr. Miner then asked if there were any comments from the public. There were none. Mr. Sellers stated that there were changes made to General Ordinance 9-2004 and therefore General Ordinance 9-2004 has been amended and is now General Ordinance 9-2004 (A). Dr. Miner asked for approval of the General Ordinances. Mrs. Journey made the motion to approve the Ordinances with amendment to General Ordinance 7-2004, 8-2004 and 9-2004. Dr. Bock seconded the motion. The Ordinances were approved with 6 ayes and 0 nays. Next Mrs. Keith stated that she has a letter from Ms. Blackwell requesting that General Ordinance No. 10-2004, “Personnel Policy” be presented to the Board for the first reading. Ms. Blackwell requested that General Ordinance No. 10-2004 be received for introduction and read for the first time. Mrs. Keith read the Ordinance. Miner asked if there were any comments from the Board. There were none. Dr. Miner stated that General Ordinance would be presented for the second reading and considered for passage at the January 10, 2005 meeting.

Dr. Miner requested Bylaws and Policies be submitted for approval. Dr. Harris stated that the Hospital Committee discussed and recommended approval of Policy No: 700-28, “Absence of Medical Director.” The Policy defines who will have regulatory responsibilities in the absence of the medical director. Ms. Blackwell made the motion to approve. Mrs. Journey seconded the motion. Policy No: 700-28 was unanimously approved.

Mr. Sellers, Health and Hospital Corporation treasurer, reported that the November 2004 Cash Disbursements are $32.3 million. This is close to the monthly average of $34.1 million. 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 Revenues and Expenditures Report for November 2004. Revenues and Expenditures are estimated at 11/12ths of the total budget. Public Health Revenues, Headquarters Revenues and Grant Revenues are better than budget. Grants Revenues offset in the Expenditures and are a part of the reason for the character adjustments made in General Ordinance No. 9-2004 (A). Personal Services are 3% better than budget. Supplies are better than budget. Other Charges are over budget by .9% but will fall in line at the end of the year. Capital Outlays are 77% better than budget. Total Revenues are $2 million dollars better that budget. Mr. Sellers asked for the acceptance of the Report. Dr. Bock made the motion to accept. Mr. Pfeifer seconded the motion. The November 2004 Revenues and Expenditures Reported was unanimously accepted.

Dr. Lisa Harris presented a list of Medical Staff Appointments and Reappointments for November 2004 for approval. She stated that these appointments have been approved by the executive council of the medical staff and she asked for Board approval. Ms. Blackwell made the motion to approve. Mrs. Journey seconded the motion. The Medical Staff Appointments and Reappointments for November 2004 were unanimously approved.

The next agenda item was Bids. Mrs. O’Laughlin stated that the Public Health Healthy Babies Committee recommended the proposal for the Georgetown WIC Clinic Remodel Project be approved. Mrs. O’Laughlin made the motion to approve. Mrs. Journey seconded the motion. The WIC Clinic Remodel Project bid was unanimously approved. Dr. Miner stated that the Hospital Committee discussed the Digital Radiology and Fluoroscopy Bid. The Hospital Committee recommended acceptance of the Digital Radiology and Fluoroscopy bid. Ms. Blackwell made the motion to approve. Mrs. Journey seconded the motion. The Bid was unanimously approved.

Dr. Miner reported that the December 21, 2004 Hospital Committee meeting consisted of the following:

- Approval of November 16, 2004 committee meeting minutes

- Digital Radiology and Fluoroscopy Room Equipment Bid

- Policy No: 700-28, “Absence of Medical Director”

- WHS Personnel Policy Update

- Cambio Report (benchmarks, systems review, software program, case management system)

- WHS Financials

Dr. Bock reported that the Nominating Committee met and prepared the 2005 committee slate. The slate will be presented at the January 10, 2005 Annual Meeting.

Ms. O’Laughlin stated that the Public Health/Healthy Babies Committee met on December 21, 2004. The Committee discussed General Ordinances 7, 8 and 9-2004 and the Georgetown WIC Clinic Remodel Project Bid. There was a Weed ‘n Clean Program presentation by Dave Hurley, bureau chief, MCHD Bureau of Environmental Health. Karen Holly, MCHD executive projects administrator, gave a presentation on the health education programs. She presented information on the ACTION Attraction, 500 Kids Day, Anthem Day at the Indiana State Fair, Indy in Motion (3,599 participants as of November 17, 2004), school-based clinics and the Sexually Transmitted Diseases (STD) Program. At the Committee meeting Dr. Bock suggested that defibulator training be added to the ACTION Attraction agenda. Dr. Caine stated that the ACTION Attraction consisted of a basketball game for the participants. Prior health information is distributed and in order to gain points each participant has to answer questions that pertain to health. The ACTION Attraction program also consists of health professionals who make presentations to the participants on different health issues.

Dr. Miner reported on the Quality Committee meeting of November 16, 2004. The agenda included:

- Performance Improvements

- Environmental Care Report

- JHACO Update

- Patient Care Survey

- Regulatory Activity

- Long Term Care

- Morbidity and Mortality Information

Ibrahim AlGhani reported that Citizens Health Center is going through the annual evaluation process.

Mr. Gutwein stated that 2004 has been an extraordinary year for the Health and Hospital Corporation. Progress has been made in all areas. A significant event that occurred was the opening of the Pecar Health Center. The Health Center is a model of the collaborations that the Health and Hospital Corporation has had with entities throughout the city. He thanked the Board for their leadership and support.

Dr. Caine reported on the influenza vaccine situation. The MCHD has 1500 vials of influenza vaccines available. There will be a media release on where to go to get vaccinations. This will be coordinated with health facilities in the city. MCHD has begun the obesity initiative to screen every youth in the major township schools. Four hundred and fifty youth have been screened.

Karen Holly, Dr. Joe Gibson and Dr. Sue Moriarity are working on this initiative. The MCHD

started a strategic planning process of improving public health performance standards that have been initiated by the Center of Disease Control (CDC). Dr. Kay Bender, former deputy commissioner for the State of Mississippi, and current dean of nursing at the University of Mississippi, and a member of the Institute of Medicine Public Health in the Twenty First Century committee will be speaking to the MCHD management team. Two additional health professionals, including Dr. Alonzo Plow, health officer, Seattle King County, will also speak to the MCHD staff on the improvement of health standards in 2005.

Dr. Harris reported on the WHS work with the Indiana Organ Procurement Agency. The rate of organ procurement has increased from thirty to seventy percent in 2004. She stated that WHS is preparing for the Joint Commission Survey that will occur in October 2005. Mock surveys have been conducted and have been valuable in identifying areas that need improvement. Infection control, emergency department overcrowding, and electronic medical records are areas that need focus. The Communications Surveys revealed that employees rated communication at Wishard low. In response, WHS worked with directors and managers to improve the communications process. A follow-up survey revealed that sixty-one percent of WHS employees stated that communications have improved in the past year. Dr. Harris thanked the Board members who attended the Pecar Open House. The WHS Blood Drive was very successful with an overwhelming response with a supply that will give the hospital six hours of coverage. Chris Pappas reported a disaster drill would be conducted at WHS.

Dr. Bock requested that Dr. Harris put together a medical record to familiarize the Board members with a medical record.

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

The next meeting of the Board of Trustees will be the Annual Meeting, Monday, January 10, 2005, at 1:30 p.m., in the Fourth Floor Administrative Conference Room “A”, Ott Building, Wishard Health Services, at 1001 West Tenth Street, Indianapolis, Indiana.

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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