ML093030395

Redacted-Response to Request for Additional Information for Pennsylvania State University

ML093030395
Person / Time
Site:	Pennsylvania State University
Issue date:	06/30/2008
From:	Unlu K Pennsylvania State Univ
To:	William Kennedy Division of Policy and Rulemaking
Kennedy W, NRR/ADRA/DPR/PRT, 415-2784
References
TAC MC9534
Download: ML093030395 (32)

Text

{{#Wiki_filter:PENNSTATE KENAN ONLU, Ph.D. Phone: (814) 865-6351 Director, Radiation Science and Engineering Center Fax: (814) 863-4840Professor, Department of Mechanical and Nuclear Engineering E-mail: k-unlu)psu.edu The Pennsylvania State University University Park, PA 16802-2304 April 2, 2009 US Nuclear Regulatory Commission ATTN: Mr. William Kennedy, Project Manager Office of Nuclear Reactor Regulation Mail Stop 0 1 2-G 13 One White Flint North 11555 Rockville PikeRockville, MD 20852-2738

Reference:

Pennsylvania State University Breazeale Nuclear Reactor Docket No.50-005, License No. R-2 USNRC Request for Additional Information (RAI) dated September 5, 2008 USNRC Request for Additional Information (RAI) dated March 23, 2009

Subject:

Response to RAI dated September 5, 2008

Dear Mr. Kennedy:

The attachment to this letter answers the questions presented in the RAI dated March 23, 2009. Also attached is the Audited Financial Statements for the University (fiscal year ending June 30, 2008) which was not available for our October 31, 2008 response to the NRC RAI dated September 5, 2008. The response and attachments do not contain any sensitive information. If there are any questions regarding the information submitted, please contact Mr. Mark Trump, Associate Director for Operations at the RSEC. I declare under penalty of perjury that the foregoing is true and correct.Executed on T , Sincerel rours, K Zný nliio-/ýDirector, Radiation Science and Engineering Center Professor, Department of Mechanical and Nuclear Engineering cc: E.J. Pell (w/o)A.A. Atchley (w/o)D. Sathianathan (w/o)M.A. Trump College of EngineeringAn Equal Opportunity University PENNSTATE KENAN UNLO, Ph.D. Director, Radiation Science and Engineering Center Professor, Department of Mechanical and Nuclear Engineering The Pennsylvania State University University Park, PA 16802-2304 April 2, 2009 US Nuclear Regulatory Commission ATTN: Mr.William Kennedy, Project Manager Office of Nuclear Reactor Regulation Mail Stop 012-G 13 One White Flint North 11555 Rockville Pike Rockville, MD 20852-2738 \

Reference:

Pennsylvania State University Breazeale Nuclear Reactor Docket No.50-005, License No. R-2 Phone: (814) 865-6351 Fax: (814) 863-4840 E-mail: k-unlu@psu.edu USNRC Request for Additional Information (RAJ) dated September 5, 2008 USNRC Request for Additional Information (RAJ) dated March 23, 2009 .

Subject:

Response to RAI dated September 5, 2008

Dear Mr. Kennedy:

The attachment to this letter answers the questions presented in the RAJ dated March 23, 2009. Also attached is the Audited Financial Statements for the University (fiscal year ending June 30, 2008) which was not available for our October 31, 2008 response t6 the NRC RAJ dated September 5, 2008. The response and attachments do not contain any sensitive information. If there are any questions regarding the information submitted, please contact Mr. Mark Trump, Associate Director for Operations at the RSEC. I declare under penalty of perjury that the foregoing is true and correct. Executed on ___ -, siffcerel . ours, _ . . K nan Unlil Director, Radiation Science and Engineering Center Professor, Department of Mechanical and Nuclear Engineering cc: E.J. Pell (w/o) AA Atchley (w/o) D. Sathianathan (w/o) M.A Trump College of Engineering An Equal Opportunity University PENHNMS1ATlE AF ftft udsK&CillcsJ Ou@csJ C?OCfUCDCfU@OCDD Th [Fog] V@[f J(ill[[i) THE PENNSYLVANIA STATE UNIVERSITY UNIVERSITY OFFICERS as of September 30, 2008 GRAHAM B. SPANIER President of the University RODNEY A. ERICKSON Executive Vice President and Provost of the University RODNEY P. KIRSCH Senior Vice President for Development and Alumni Relations HAROLD L. PAZ Chief Executive Officer, The Milton S.Hershey Medical Center, and Senior Vice President for Health Affairs, and Dean of the College of Medicine EVA J. PELL Senior Vice President for Research and Dean of the Graduate School GARY C. SCHULTZ Senior Vice President forFinance and Business/Treasurer

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THE PENNSYLVANIA STATE UNIVERSITY UNIVERSITY OFFICERS as of September 30, 2008 GRAHAM B. SPANIER President of the University RODNEY A. ERICKSON Executive Vice President and Provost of the University RODNEY P. KIRSCH Senior Vice President for Development and Alumni Relations HAROLD L. PAZ Chief Executive Officer, The Milton S. Hershey Medical Center, and Senior Vice President for Health Affairs, and Dean of the College of Medicine EVAJ. PELL Senior Vice President for Research and Dean of the Graduate School GARY C. SCHULTZ Senior Vice President for Finance and BusinessITreasurer

CONTENTS Revenues by Source 2 Expenses by Function 3 Letter of Transmittal 4 Independent Auditors' Report 5 Consolidated Financial Statements: Statements of Financial Position 6 Statements of Activities 8 Statements of Cash Flows 10 Notes To Consolidated Financial Statements 11 CONTENTS Revenues by Source Expenses by Function Letter of Transmittal Independent Auditors' Report Consolidated Financial Statements: Statements of Financial Position Statements of Activities Statements of Cash Flows Notes To Consolidated Financial Statements 2 3 4 5 6 8 10 11 REVENUES BY SOURCE For the Year Ended June 30, 2008 (in Millions)Government grants and contracts$553.5 (15.0%)Commonwealth of Pennsylvania appropriations $334.2 S(9.0%)Hospital operations $875.0 (23.7%)Auxiliary enterprises $321.6 (8.7%)Private gifts, grants and contracts$302.9 (8.2%)Other$164.8 (4.5%)Tuition and fees, net of discounts$1,143.0 (30.9%)2-------------------------

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" REVENUES BY SOURCE For the Year Ended June 30, 2008 (in Millions) Government grants and contracts

$553.5 (15.0%) Commonwealth of Pennsylvania appropriations $334.2 (9.0%) Auxiliary enterprises Hospital operations $875.0 (23.7%) Tuition and fees, net of discounts $1,143.0 (30.9%) 2 $321.6 (8.7%) Private gifts, grants and contracts $302.9 (8.2%) Other $164.8 (4.5%) EXPENSES BY FUNCTION I For the Year Ended June 30, 2008 (in Millions)Research$673.2 (19.2%)Auxiliary enterprises$281.8 (8.0%)Hospital operations $863.2 (24.6%)Institutional support$264.2 (7.5%)/Student services$135.0 (3.9%)Public service and other$102.2 (2.9%)Instruction $906.3 (25.8%)APPLICATION BY OBJECT Salaries wages andfringe benefits Other expenses 3 Hospital operations $863.2 (24.6%) EXPENSES BY FUNCTION Research $673.2 (19.2%) Instruction $906.3 (25.8%) For the Year Ended June 30, 2008 (in Million s) Academjc support $284.0 (8.1 %) Auxiliary enterprises $281.8 (8.0%) InstitutionaJ support $264.2 (7.5%) Student services $135.0 (3.9%) and other $102.2 (2.9%) APPLICATION BY OBJECT Salaries wages and fringe benefits Other expenses 20 40 3 $1,376.0 (39.2%) 60 $2,133.9 (60.8%) 80 100 PENNSTATE W Joseph J. Doncsecz Corporate ControllerThe Pennsylvania State University 408 Old Main University Park, PA 16802-1505 814-865-1355 Fax: 814-863-0701 September 30, 2008 Dr. Graham Spanier, President The Pennsylvania State University

Dear Dr. Spanier:

The audited consolidated financial statements of The Pennsylvania State University and subsidiaries (the "University") for the fiscal year ended June 30, 2008 are presented on the accompanying pages. These financial statements represent a complete and permanent record of the finances of the University for the year.These financial statements have been examined by Deloitte & Touche LLP, Certified Public Accountants of Philadelphia, Pennsylvania, and their report has been made a part of this record.Respectfully submitted, Joseph J. Doncsecz Corporate Controller Albert G. Horvath Vice Presiopnt for Finance & Business& Business/Treasurer 4 An Equal Opportunity University PENN STATE

• Joseph J. Doncsecz Corporate Controller September 30, 2008 Dr. Graham Spanier, President The Pennsylvania State University

Dear Dr. Spanier:

The Pennsylvania State University 408 Old Main University Park, PA 16802-1505 814-865-1355 Fax: 814-863-0701 The audited consolidated financial statements of The Pennsylvania State University and subsidiaries (the "University") for the fiscal year ended June 30, 2008 are presented on the accompanying pages. These financial statements represent a complete and permanent record of the finances of the University for the year. These financial statements have been examined by Deloitte & Touche LLP, Certified Public Accountants of Philadelphia, Pennsylvania, and their report has been made a part of this record. Respectfully submitted, Joseph J. Doncsecz Corporate Controller Albert G. Horvath nt for Finance & Business 4 An Equal Opportunity University D e lo itte o Deloitte&Touche LLP 1700 Market Street Philadelphia, PA 19103-3984 USA Tel: +1 215 246 2300 Fax: +1 215 569 2441 www.deloitte.com INDEPENDENT AUDITORS' REPORT To the Board of Trustees of The Pennsylvania State University University Park, Pennsylvania We have audited the accompanying consolidated statements of financial position of The Pennsylvania State University and subsidiaries (the "University") as of June 30, 2008and 2007, and the related consolidated statements of activities and cash flows for the years then ended. These consolidated financial statements are the responsibility of the management of the University. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.We conducted 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 the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the University's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.As discussed in Note 9 to the consolidated financial statements, during the year ended June 30, 2007, the University adopted Statement of Financial Accounting Standards ("SFAS") No. 158, "Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans".In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of the University as of June 30, 2008 and 2007, and the changes in its net assets and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.September 30, 2008 5 Member of Deloitte Touche Tohmatsu Oeloitteo INDEPENDENT AUDITORS' REPORT To the Board of Trustees of The Pennsylvania State University University Park, Pennsylvania Deloitte & Touche LLP 1700 Market Street Philadelphia, PA 19103-3984 USA Tel:+12152462300 Fax: +12155692441 www.deloitte.com We have audited the accompanying consolidated statements of financial position of The Pennsylvania State University and subsidiaries (the "University") as of June 30, 2008 and 2007, and the related consolidated statements of activities and cash flows for the years then ended. These consolidated financial statements are the responsibility of the management of the University. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted 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 the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the University's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. As discussed in Note 9 to the consolidated financial statements, during the year ended June 30, 2007, the University adopted Statement of Financial Accounting Standards ("SF AS") No. 158, "Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans". In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of the University as of June 30, 2008 and 2007, and the changes in its net assets and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. September 30, 2008 5 Member of Deloitte Touche Tohmatsu THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENTS OF FINANCIAL POSITION ASSETS JUNE 30, 2008 AND 2007 (in thousands) June 30, 2008 June0, 2007 Current assets: Cash and cash equivalents -in short-term operating portfolios $ 518,227 $ 386,578 Cash and cash equivalents -in operating investment portfolios 78,229 59,978 Short-term investments 298,037 236,297 Deposits 24,837 21,104 Accounts receivable, net of allowances of $22,226 and $24,139 373,950 333,058 Contributions receivable, net 39,269 42,456 Loans to students, net of allowances of $4,601 and $4,886 10,422 11,305 Inventories 29,916 27,916 Prepaid expenses and other assets 53,096 48,857 Investments held under securities lending program 265,725 309,682 Total current assets 1,691,708 1,477,231 Noncurrent assets: Deposits held by bond trustees 6,770 18,268 Contributions receivable, net 106,430 91,863 Loans to students, net of allowances of $14,570 and $12,564 33,192 28,793Deferred bond costs 6,268 5,106 Total investment in plant, net 2,732,744 2,552,935 Beneficial interest in perpetual trusts 13,673 17,078 Investments 3,066,609 3,066,165 Total noncurrent assets 5,965,686 5,780,208 Total assets $7,657.394$72543 See notes to consolidated financial statements. 6 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENTS OF FINANCIAL POSITION ASSETS JUNE 30, 2008 AND 2007 (in thousands) June 30, 2008 June 30, 2007 Current .... ts: Cash and cash equivalents -in short-term operating portfolios $ 518,227 $ 386,578 Cash and cash equivalents -in operating investment portfolios 78,229 59,978 Short-term investments 298,037 236,297 Deposits 24,837 21,104 Accounts receivable, net of allowances of $22,226 and $24,139 373,950 333,058 Contributions receivable, net 39,269 42,456 Loans to students, net of allowances of $4,601 and $4,886 10,422 11,305 Inventories 29,916 27,916 Prepaid expenses and other assets 53,096 48,857 Investments held under securities lending program 265,725 309,682 Total current assets 1,691,708 1,477,231 Noncurrent _ata: Deposits held by bond trustees 6,770 18,268 Contributions receivable, net 106,430 91,863 Loans to students, net of allowances of $14,570 and $12,564 33,192 28,793 Deferred bond costs 6,268 5,106 Total investment in plant, net 2,732,744 2,552,935 Beneficial interest in perpetual trusts 13,673 17,078 Investments 3,066,609 3,066,165 Total noncurrent assets 5,965,686 5,780,208 Total assets $ 7,657.394 $ 7,257.439 See notes to consolidated financial statements. 6 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENTS OF FINANCIAL POSITION LIABILITIES AND NET ASSETS JUNE 30, 2008 AND 2007 (in thousands) June 30, 2008 June 30, 2007 Current liabilities: Accounts payable and other accrued expenses $ 383,612 $ 348,112 Deferred revenue 206,519 193,148 Long-term debt 53,098 50,937 Present value of annuities payable 5,520 5,282 Accrued postretirement benefits 29,139 28,944 Liability under securities lending program 265,725 309,682 Total current liabilities 943,613 936,105 Noncurrent liabilities: Deposits held in custody for others 37,750 34,088 Deferred revenue 19,556 22,396 Long-term debt 969,764 860,569 Present value of annuities payable 36,018 36,907 Accrued postretirement benefits 895,198 805,618 Refundable United States Government student loans 35,442 32,894 Other liabilities 130,599 124,499 Total noncurrent liabilities 2,124,327 1,916,971 Total liabilities 3,067,940 2,853,076 Net assets: Unrestricted -Undesignated 987 950 Designated for specific purposes 1,576,579 1,453,003 Net investment in plant 1,602,885 1,524,097 Total unrestricted 3,180,451 2,978,050 Temporarily restricted 514,094 587,469 Permanently restricted 894,909 838,844 Total net assets 4,589,454 4,404,363 Total liabilities and net assets $ 7,657,394 $ 7,257,439 See notes to consolidated financial statements. 7 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENTS OF FINANCIAL POSITION LIABILITIES AND NET ASSETS JUNE 30, 2008 AND 2007 (in thousands) June 30. 2008 June 30, 2007 Current liabilities: Accounts payable and other accrued expenses $ 383,612 $ 348,112 Deferred revenue 206,519 193,148 Long-term debt 53,098 50,937 Present value of annuities payable 5,520 5,282 Accrued postretirement benefits 29,139 28,944 Liability under securities lending program 265,725 309,682 Total current liabilities 943,613 936,105 Noncurrent liabilities: Deposits held in custody for others 37,750 34,088 Deferred revenue 19,556 22,396 Long-term debt 969,764 860,569 Present value of annuities payable 36,018 36,907 Accrued postretirement benefits 895,198 805,618 Refundable United States Government student loans 35,442 32,894 Other liabilities 130,599 124,499 Total noncurrent liabilities 2,124,327 1,916,971 T otalliabilities 3,067,940 2,853,076 Net assets: Unrestricted -U ndesig nated 987 950 Designated for specific purposes 1,576,579 1,453,003 Net investment in plant 1,602,885 1,524,097 Total unrestricted 3,180,451 2,978,050 T em porarily restricted 514;094 587,469 Permanently restricted 894,909 838,844 Total net assets 4,589,454 4,404,363 Total liabilities and net assets $ 7,657.394 $ 7,257,439 See notes to consolidated financial statements. 7 THE PENNSYLVANIA STATE UNIVERSITYCONSOLIDATED STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2008 (in thousands) Temporarily Permanently Unrestricted Restricted Restricted Revenues and other support:.Tuition and fees; net of discounts of $99,518 Commonwealth of Pennsylvania -Appropriations Special contracts Department of General Services projects United States Government grants and contracts Private grants and contracts Gifts and pledges Endowment income/(loss), net Other investment income/(loss), net Sales and services of educational activities Recovery of indirect costs Auxiliary enterprises Hospital operations Other sources* Net assets released from restrictions Total revenues and other support Expenses and 0losses: Educational and general -Instruction Research Public service Academic support Student services Institutional support Total educational and general Auxiliary enterprises Hospital operations Write-offs and disposals of assets Actuarial adjustment on annuities payable Total expenses and losses$ 1,143,041 $334,230 104,967 53,499 394,986 149,374 56,084 25,034 35,818 49,726 118,637 321,632 874,977 17,954 27,493 3,707,452-$47,530 (81,828)(9,649)706 (27,493)(70,734)49,871 9,382 266 (1,280)58,239 Total$1,143,041 334,230 104,967 53,499 394,986 149,374 153,485 (47,412)26,435 49,726 118,637 321,632 874,977 17,380 3,694,957 906,308 673,244 91,836 283,954 134,974 264,174 2,354,490 281,817 863,239 5,505 3,505,051 906,308 673,244 91,836 283,954 134,974--264,174 2,354,490 281,817 863,239 5,505 2,641 2,174 4,815 2,641 2,174 3,509,866 Increase (decrease) in net assets 202,401 (73,375)587,469 56,065 185,091 Net assets at the beginning of the year Net assets at the end of the year 2,978,050 838,844 4,404,363$ 3,180,451 $ 514,094 $ 894,909 $4,589,454 See notes to consolidated financial statements. 8 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2008 (in thousands) Temporarily Permanently Unrestricted Restricted Restricted Total Revenu .. end other support: Tuition and fees; net of discou'nts of $99,518 $ 1,143,041 $ $ $1,143,041 Commonwealth of Pennsylvania -Appropriations 334,230 334,230 Special contracts 104,967 104,967 Department of General Services projects 53,499 53,499 United States Government grants and contracts 394,986 394,986 Private grants and contracts 149,374 149,374 Gifts and pledges 56,084 47,530 49,871 153,485 Endowment income/(loss), net 25,034 (81,828) 9,382 (47,412) Other investment income/(loss), net 35,818 (9,649) 266 26,435 Sales and services of educational activities 49,726 49,726 Recovery of indirect costs 118,637 118,637 Auxiliary enterprises 321,632 321,632 Hospital operations 874,977 874,977 Other sources 17,954 706 (1,280) 17,380 Net assets released from restrictions 27,493 (27,493) Total revenues and other support 3,707,452 (70,734) 58,239 3,694,957 bpen ... end 10 .... : Educational and general -Instruction 906,308 906,308 Research 673,244 673,244 Public service 91,836 91,836 Academic support 283,954 283,954 Student services 134,974 134,974 Institutional support 264,174 264,174 Total educational and general 2,354,490 2,354,490 Auxiliary enterprises 281,817 281,817 Hospital operations 863,239 863,239 Write-offs and disposals of assets 5,505 5,505 Actuarial adjustment on annuities payable 2,641 2,174 4,815 Total expenses and losses 3,505,051 2,641 2,174 3,509,866 Increase (decrease) in net assets 202,401 (73,375) 56,065 185,091 Net assets at the beginning of the year 2,978,050 587,469 838,844 4,404,363 Net assets at the end of the year $ 3,180,451 $ 514,094 $ 894,909 $4,589,454 See notes to consolidated financial statements. 8 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2007 (in thousands) Temporarily Permanently Unrestricted Restricted Restricted Revenues and othor support:.Tuition and fees, net of discounts of $91,906 Commonwealth of Pennsylvania -Appropriations Special contracts Department of General Services projects United States Government grants and contracts Private grants and contracts Gifts and pledges Endowment income, net Other investment income, net Sales and services of educational activities Recovery of indirect costs Auxiliary enterprises Hospital operations Other sources Net assets released from restrictions Total revenues and other support Expanses and losses: Educational and general -Instruction Research Public service Academic support Student services Institutional support Total educational and general Auxiliary enterprises Hospital operations Write-offs and disposals of assets Actuarial adjustment on annuities payable Total expenses and losses$ 1,057,691 $$327,715 108,448 7,688 360,026 136,130 61,030 116,526 127,615 40,599 109,634 291,773 832,328 16,339 26,394 3,619,936 826,097 625,519 79,035 261,816 121,785 225,420 2,139,672 267,671 806,062 5,004 3,218,409 401,527 (103,601)297,926 38,455 163,911 11,416 1,091 (26,394)188,479 75,218 10,472 153 1,412 87,255 Total$1,057,691 327,715 108,448 7,688 360,026 136,130 174,703 290,909 139,184 40,599 109,634 291,773 832,328 18,842 3,895,670 826,097 625,519 79,035 261,816 121,785 225,420 2,139,672 267,671 806,062 5,004 9,272 10,643 9,272 3,229,052 1,371 1,371 187,108 187,108 Increase in net assets before cumulative effect Cumulative effect of adoption of new accounting principle Increase in net assets Net assets at the beginning of the year 77,983 77,983 666,618 (103,601)563,017 2,680,124 400,361 760,861 3,841,346 Net assets at the end of the year $ 2,978,050 $ 587,469 $ 838,844 $4,404,363 See notes to consolidated financial statements. 9 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2007 (in thousands) Temporarily Permanently Unrestricted Restricted Restricted Total .evenu_ and other support: Tuition and fees, net of discounts of $91,906. $ 1,057,691 $ $ $ 1,057,691 Commonwealth of Pennsylvania-Appropriations 327,715 327,715 Special contracts 108,448 108,448 Department of General Services projects 7,688 7,688 United States Government grants and contracts 360,026 360,026 Private grants and contracts 136,130 136,130 Gifts and pledges 61,030 38,455 75,218 174,703 Endowment income, net 116,526 163,911 10,472 290,909 Other investment income, net 127,615 11,416 153 139,184 Sales and services of educational activities 40,599 40,599 Recovery of indirect costs 109,634 109,634 Auxiliary enterprises 291,773 291,773 Hospital operations 832,328 832,328 Other sources 16,339 1,091 1,412 18,842 Net assets released from restrictions 26,394 (26,394) Total revenues and other support 3,619,936 188,479 87,255 3,895,670 bpenses and 10 .. _= Educational and general -Instruction 826,097 826,097 Research 625,519 625,519 PubliC service 79,035 79,035 Academic support 261,816 261,816 Student services 121,785 121,785 Institutional support 225,420 225,420 Total educational and general 2,139,672 2,139,672 Auxiliary enterprises 267,671 267,671 Hospital operations 806,062 806,062 Write-offs and disposals of assets 5,004 5,004 Actuarial adjustment on annuities payable 1,371 9,272 10,643 Total expenses and losses 3,218,409 1,371 9,272 3,229,052 Increase in net assets before cumUlative effect 401,527 187,108 77,983 666,618 Cumulative effect of adoption of new accounting principle (103,601) (103,601) Increase in net assets 297,926 187,108 77,983 563,017 Net assets at the beginning of the year 2,680,124 400,361 760,861 3,841,346 Net assets at the end of the year $ 2,978,050 $ 587,469 $ 838,844 $ 4,404,363 See notes to consolidated financial statements. 9 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED JUNE 30, 2008 AND 2007 (in thousands) Cash flows from operating activities: Increase in net assets Adjustments to reconcile change in net assets to net cash provided by operating activities -Actuarial adjustment on annuities payableContributions restricted for long-term investment Interest and dividends restricted for long-term investment Net realized and unrealized (gains)/losses on long-term investmentsDepreciation and amortization expense Write-offs and disposals of assets Contributions of land, buildings and equipment Buildings and equipment provided by Pennsylvania Department of General ServicesContribution to government student loan funds Provision for bad debtsCumulative effect of adoption of new accounting principle Increase in deposits Increase in receivables Increase in inventories Increase in prepaid expenses and other assets Increase in accounts payable and other accrued expenses Increase in deferred revenue Increase in accrued postretirement benefits Net cash provided by operating activities Cash flows from Investing activities: Purchase of land, buildings and equipment Decrease in deposits held by bond trustees Advances on student loans Collections on student loans (Increase)/decrease in investments held under securities lending program Increase/(decrease) in liability under securities lending program Purchase of investments Proceeds from sale of investments

• Net cash used in investing activities Cash flows from financing activities:

Contributions restricted for long-term investment Interest and dividends restricted for long-term investment Payments of annuity obligations Proceeds from issuance of bonds Principal payments on notes, bonds and capital leases Proceeds related to government student loan funds, net of collection costs Net cash provided by financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year See notes to consolidated financial statements. June 30, 2008 June 30, 2007$ 185,091 $ 563,017 4,815 10,644 (66,835) (91,184).(24,630) (20,955)126,706 (270,579)193,014 169,762 5,850 5,330 (2,789) (2,625)(26,377) (1,785)4,054 254 22,998 23,871-103,601 (3,732) (2,984)(76,697) (69,063)(2,000) (824)(28,118) (5,428)36,119 7,904.10,729 49,410 89,774 44,015 447,972 512,381 (325,180) (254,048)11,388 357 (13,115) (13,465)6,976 10,346 43,956 (89,650)(43,956) 89,650 (5,065,459) (3,433,859) 4,917,285 3,155,047 (468,105) (535,622)66,835 24,630 (5,571)145,368 (61,714)485 170,033 149,900 446,556$ 596,456 91,184 20,955 (5,327)179,464 (121,303)480 165,453 142,212 304,344$ 446,556 10 THE PENNSYLVANIA STATE UNIVERSITY CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED JUNE 30, 2008 AND 2007 (in thousands) June 3D, 2008 C .. h flows from op.r.tlng .ctlvltl_= Increase in net assets $ 185,091 Adjustments to reconcile change in net assets to net cash provided by operating activities -Actuarial adjustment on annuities payable 4,815 Contributions restricted for long-term investment (66,835) Interest and dividends restricted for long-term investment (24,630) Net realized and unrealized (gains)/losses on long-term investments 126,706 Depreciation and amortization expense 193,014 Write-offs and disposals of assets 5,850 Contributions of land, buildings and equipment (2,789) Buildings and equipment provided by Pennsylvania Department of General Services (26,377) Contribution to government student loan funds 4,054 Provision for bad debts 22,998 Cumulative effect of adoption of new accounting prinCiple Increase in deposits (3,732) Increase in receivables (76,697) Increase in inventories (2,000) Increase in prepaid expenses and other assets (28,118) Increase in accounts payable and other accrued expenses 36,119 Increase in deferred revenue 10,729 Increase in accrued postretirement benefits 89,774 Net cash provided by operating activities 447,972 C_h flows from Inv_tlng .ctlvltl_= Purchase of land, buildings and equipment (325,180) Decrease in deposits held by bond trustees 11,388 Advances on student loans (13,115) Collections on student loans 6,976 (Increase)/decrease in investments held under securities lending program 43,956 Increase/(decrease) in liability under securities lending program (43,956) Purchase of investments (5,065,459) Proceeds from sale of investments 4,917,285 Net cash used in investing activities (468,105) C .. h flows from fln.nclng .ctlvltl_= Contributions restricted for long-term investment 66,835 Interest and dividends restricted for long-term investment 24,630 Payments of annuity obligations (5,571) Proceeds from issuance of bonds 145,368 Principal payments on notes, bonds and capital leases (61,714) Proceeds related to government student loan funds, net of collection costs 485 Net cash provided by financing activities 170,033 Net increase in cash and cash equivalents 149,900 Cash and cash equivalents at the beginning of the year 446,556 Cash and cash equivalents at the end of the year $ 596,456 See notes to consolidated financial statements. 10 June 3D, 2007 $ 563,017 10,644 (91,184) (20,955) (270,579) 169,762 5,330 (2,625) (1,785) 254 23,871 103,601 (2,984) (69,063) (824) (5,428) 7,904 49,410 44,015 512,381 (254,048) 357 (13,465) 10,346 (89,650) 89,650 (3,433,859) 3,155,047 (535,622) 91,184 20,955 (5,327) 179,464 (121,303) 480 165,453 142,212 304,344 $ 446,556 THE PENNSYLVANIA STATE UNIVERSITY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED JUNE 30, 2008 AND 2007 1. THE UNIVERSITY AND RELATED ENTITIES The Pennsylvania State University ("the University"), which was created as an instrumentality of the Commonwealth of Pennsylvania, is organized as a non-profit corporation under the laws of the Commonwealth. As Pennsylvania's land grant university, the University is committed to improving the lives of the people of Pennsylvania, the nation and the world through its integrated, tri-part mission of high-quality teaching, research and outreach.The financial statements of the University include, on a consolidated basis, the financial statements of The Milton S. Hershey Medical Center ("TMSHMC"), a not-for-profit corporation, (see Note 10 for additional information about TMSHMC) and The Corporation for Penn State and its subsidiaries ("the Corporation"). The Corporation is a non-profit member corporation organized in 1985 for the exclusive purpose of benefiting and promoting the interests of the University, the Corporation's sole member. The Corporation's assets and revenues consist primarily of the assets and revenues of The Pennsylvania College of Technology ("Penn College"), a wholly-owned subsidiary of the Corporation. All material transactions between the University, TMSHMC and the Corporation have been eliminated.

2.

SUMMARY

OF SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies followed by the University, as summarized below, are in accordance with the recommendations for accounting and reporting included in the Audit and Accounting Guide for Not-for-Profit Organizations issued by the American Institute of Certified Public Accountants. Basis of Presentation The University's financial statements include statements of financial position, statements of activities and statements of cash flows. Net assets and the changes in net assets are classified as permanently restricted, temporarily restricted or unrestricted. Permanently restricted net assets consist primarily of the historical amounts of endowed gifts. Additionally, contributions receivable and remainder interests, which are required by donors to be permanently retained, are included at their estimated present values.Temporarily restricted net assets consist primarily of contributions receivable and accumulated endowment gains which can be expended, but for which restrictions have not yet been met. Such restrictions include time restrictions imposed by donors or implied by the nature of the gift or by interpretations of law.Unrestricted net assets are all the remaining net assets of the University. As permitted, donor-restricted gifts that are received and either spent or deemed spent within the same year are reported as unrestricted revenue. Gifts of long-lived assets are reported as unrestricted revenue. Gifts specified for the acquisition or construction of long-lived assets are reported as unrestricted net assets when the assets are placed in service.The University maintains various funds and accounts, including endowments, funds functioning as endowments; departmental funds and related accumulated gains, in accordance with the principles of "fund accounting." This is the procedure by which resources for various purposes are classified for accounting and reporting purposes into funds that are in accordance with specified activities or objectives. Separate accounts are maintained for each fund. Gifts are recorded in funds and investment income is distributed to 11 THE PENNSYLVANIA STATE UNIVERSITY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEA R SEN D E D J U N E 3 0, 2 0 0 8 AND 2 0 0 7 1. THE UNIVERSITY AND RELATED ENTITIES The Pennsylvania State University ("the University"), which was created as an instrumentality of the Commonwealth of Pennsylvania, is organized as a non-profit corporation under the laws of the Commonwealth. As Pennsylvania's land grant university, the University is committed to improving the lives of the people of Pennsylvania, the nation and the world through its integrated, tri-part mission of high-quality teaching, research and outreach. The financial statements of the University include, on a consolidated basis, the financial statements of The Milton S. Hershey Medical Center ("TMSHMC"), a not-for-profit corporation, (see Note 10 for additional information about TMSHMC) and The Corporation for Penn State and its subsidiaries ("the Corporation"). The Corporation is a non-profit member corporation organized in 1985 for the exclusive purpose of benefiting and promoting the interests of the University, the Corporation's sole member. The Corporation's assets and revenues consist primarily of the assets and revenues of The Pennsylvania College of Technology ("Penn College"), a wholly-owned subsidiary of the Corporation. All material transactions between the University, TMSHMC and the Corporation have been eliminated.

2.

SUMMARY

OF SIGNIFICANT ACCOUNTING POLICIES The Significant accounting policies followed by the University, as summarized below, are in accordance with the recommendations for accounting and reporting included in the Audit and Accounting Guide for Profit Organizations issued by the American Institute of Certified Public Accountants. Basis of Presentation The University's financial statements include statements of financial position, statements of activities and statements of cash flows. Net assets and the changes in net assets are classified as permanently restricted, temporarily restricted or unrestricted. . Permanently restricted net assets consist primarily of the historical amounts of endowed gifts. Additionally, contributions receivable and remainder interests, which are required by donors to be permanently retained, are included at their estimated present values. Temporarily restricted net assets consist primarily of contributions receivable and accumulated endowment gains which can be expended, but for which restrictions have not yet been met. Such restrictions include time restrictions imposed by donors or implied by the nature of the gift or by interpretations of law. Unrestricted net assets are all the remaining net assets of the University. As permitted, donor-restricted gifts that are received and either spent or deemed spent within the same year are reported as unrestricted revenue. Gifts of long-lived assets are reported as unrestricted revenue. Gifts specified for the acquisition or construction of long-lived assets are reported as unrestricted net assets when the assets are placed in service. The University maintains various funds and accounts, including endowments, funds functioning as endowments, departmental funds and related accumulated gains, in accordance with the principles of "fund accounting." This is the procedure by which resources for various purposes are classified for accounting and reporting purposes into funds that are in accordance with specified activities or objectives. Separate accounts are maintained for each fund. Gifts are recorded in funds and investment income is distributed to 11 funds throughout the year. Income distributed to funds may be a combination of capital appreciation and earnings pursuant to the University's total return investment policy.Basis of Accounting The financial statements of the University have been prepared on the accrual basis of accounting. Use of Estimates The preparation of 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 on the financial statements and the disclosure of contingencies and commitments. Actual results could differ from those estimates. Revenue Recocqnition Tuition revenue is recognized in the fiscal year in which the substantial portion of the educational term occurs. Revenues for auxiliary enterprises are recognized as the related goods and services are delivered and rendered. Grant revenues are recognized as the eligible grant activities are conducted. Payments received in advance for tuition, goods and services are deferred.Unconditional contributions receivable are recognized when received and consist of written or oral promises to contribute to the University in the future. Contributions receivable are recorded with the revenue assigned to the appropriate category of restriction. Contributions receivable are recorded after discounting to the present value of the future cash flows.TMSHMC has agreements with third-party payors that provide for payments to TMSHMC at amounts different from its established rates. Payment arrangements include prospectively determined rates per discharge, reimbursed costs, discounted charges and per diem payments. Net patient service revenue is reported at the estimated net realizable amounts from patients, third-party payors and others for services rendered, including estimated retroactive adjustments under reimbursement agreements with third-party payors. Retroactive adjustments are accrued on an estimated basis in the period the related services are rendered and adjusted in future periods as final settlements are determined or such estimates change.TMSHMC provides care to patients who meet certain criteria under its charity care policy without charge or at amounts less than its established rates.Fair Value of Financial Instruments The University has provided fair value estimates for certain financial instruments in the notes to the financial statements. Fair value information presented in the financial statements is based on information available at June 30, 2008 and 2007. The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable are reasonable estimates of their fair value. The carrying values of the amounts of the University's loans to students are also reasonable estimates of their fair value, as the total outstanding loans to students as of June 30, 2008 and 2007 have been made at the rates available to students for similar loans at such times. The fair value of investments is disclosed in Note 3. The fair value of the University's bonds payable is disclosed in Note 6.Cash Flows The following items are included as supplemental disclosure to the statements of cash flows for the years ended June 30: 2008 2007 Interest paid $ 37,583,000 $ 33,932,000 Non-cash acquisitions of land, buildings and equipment 27,651,000 3,969,000 Non-cash construction costs/deferred lease obligation at TMSHMC -31,324,000 12 funds throughout the year. Income distributed to funds may be a combination of capital appreciation and earnings pursuant to the University's total return investment policy. Basis of Accounting The financial statements of the University have been prepared on the accrual basis of accounting. Use of Estimates The preparation of 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 on the financial statements and the disclosure of contingencies and commitments. Actual results could differ from those estimates. Revenue Recognition Tuition revenue is recognized in the fiscal year in which the substantial portion of the educational term occurs. Revenues for auxiliary enterprises are recognized as the related goods and services are delivered and rendered. Grant revenues are recognized as the eligible grant activities are conducted. Payments received in advance for tuition, goods and services are deferred. Unconditional contributions receivable are recognized when received and consist of written or oral promises to contribute to the University in the future. Contributions receivable are recorded with the revenue assigned to the appropriate category of restriction. Contributions receivable are recorded after discounting to the present value of the future cash flows. TMSHMC has agreements with third-party payors that provide for payments to TMSHMC at amounts different from its established rates. Payment arrangements include prospectively determined rates per discharge, reimbursed costs, discounted charges and per diem payments. Net patient service revenue is reported at the estimated net realizable amounts from patients, third-party payors and others for services rendered, including estimated retroactive adjustments under reimbursement agreements with third-party payors. Retroactive adjustments are accrued on an estimated basis in the period the related services are rendered and adjusted in future periods as final settlements are determined or such estimates change. TMSHMC provides care to patients who meet certain criteria under its charity care policy without charge or at amounts less than its established rates. Fair Value of Financial Instruments The University has provided fair value estimates for certain financial instruments in the notes to the financial statements. Fair value information presented in the financial statements is based on information available at June 30, 2008 and 2007. The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable are reasonable estimates of their fair value. The carrying values of the amounts of the University's loans to students are also reasonable estimates of their fair value, as the total outstanding loans to students as of June 30, 2008 and 2007 have been made at the rates available to students for similar loans at such times. The fair value of investments is disclosed in Note 3. The fair value of the University's bonds payable is disclosed in Note 6. Cash Flows The following items are included as supplemental disclosure to the statements of cash flows for the years ended June 30: Interest paid Non-cash acquisitions of land, buildings and equipment Non-cash construction costs/deferred lease obligation at TMSHMC 12 $ 37,583,000 27,651,000 $ 33,932,000 3,969,000 31,324,000 The University defines cash and cash equivalents based on the primary purpose of the investment portfolio that holds the investment. Due to the investment strategies of portfolio managers, there is $78,229,000 and$59,978,000 of cash and cash equivalents held in operating investment portfolios at June 30, 2008 and 2007, respectively. These assets have been separately identified as cash and cash equivalents in the statements of financial position.Inventories Inventories are stated at cost, generally on the first-in, first-out basis, which is lower than market. Investments The University's investments are reported at fair market value in the accompanying financial statements. Investments in equity securities with readily determinable fair values and all investments in debt securities are reported at fair values with gains and losses included in the consolidated statements of activities. The University records derivative securities at market value with changes in market value reflected in the consolidated statements of activities. The estimated fair value amounts for marketable debt and equity securities held by the University have been reviewed by the University and determined using available market information as supplied by the various financial institutions that act as trustees or custodians for the University. For non-liquid holdings, generally investments in real estate, venture capital and energy limited partnerships, estimated fair value is determined based upon financial information provided by the limited partnerships. This financial information includes assumptions and methods that were reviewed by University management. The University believes that the estimated fair value is a reasonable estimate of market value as of June 30, 2008 and 2007.Because the limited partnerships are not readily marketable, the estimated value is subject to uncertainty and, therefore, may differ from the value that would have been used had a ready market existed, and such differences could be material.Beneficial Interest in Perpetual Trusts The University receives endowment income from investments of $13,673,000 and $17,078,000 held by outside trustees at June 30, 2008 and 2007, respectively. The present value of expected future cash flows to the University from such investments has been recorded as permanently restricted net assets and related beneficial interest in perpetual trusts in the financial statements. Investment in Plant Fixed assets, including collections, are stated at cost or fair market value at date of gift. Depreciation is computed over the estimated economic lives of theassets using the straight-line method. Total investment in plant as of June-30 is comprised of the following: 2008 2007 Land $ 91,506,000 $ 90,930,000 Buildings 3,472,408,000 3,197,891,000 Improvements other than buildings 445,576,000 422,692,000 Equipment 844,274,000 805,238,000 Total plant 4,853,764,000 4,516,751,000 Less accumulated depreciation (2,121,020,000) (1,963,816,000) Total investment in plant, net $ 2.732.744.000 $ 2.552.935_00 13 The University defines cash and cash equivalents based on the primary purpose of the investment portfolio that holds the investment. Due to the investment strategies of portfolio managers, there is $78,229,000 and $59,978,000 of cash and cash equivalents held in operating investment portfolios at June 30, 2008 and 2007, respectively. These assets have been separately identified as cash and cash equivalents in the statements of financial position. Inventories Inventories are stated at cost, generally on the first-in, first-out basis, which is lower than market. Investments The University's investments are reported at fair market value in the accompanying financial statements. Investments in equity securities with readily determinable fair values and all investments in debt securities are reported at fair values with gains and losses included in the consolidated statements of activities. The University records derivative securities at market value with changes in market value reflected in the consolidated statements of activities. The estimated fair value amounts for marketable debt and equity securities held by the University have been reviewed by the University and determined using available market information as supplied by the various financial institutions that act as trustees or custodians for the University. For non-liquid holdings, generally investments in real estate, venture capital and energy limited partnerships, estimated fair value is determined based upon financial information provided by the limited partnerships. This financial information includes assumptions and methods that were reviewed by University management. The University believes that the estimated fair value is a reasonable estimate of market value as of June 30, 2008 and 2007. Because the limited partnerships are not readily marketable, the estimated value is subject to uncertainty and, therefore, may differ from the value that would have been used had a ready market existed, and such differences could be material. Beneficial Interest in Perpetual Trusts The University receives endowment income from investments of $13,673,000 and $17,078,000 held by outside trustees at June 30, 2008 and 2007, respectively. The present value of expected future cash flows to the University from such investments has been recorded as permanently restricted net assets and related beneficial interest in perpetual trusts in the financial statements. Investment in Plant Fixed assets, including collections, are stated at cost or fair market value at date of gift. Depreciation is computed over the estimated economic lives of the assets using the straight-line method. Total investment in plant as of June 30 is comprised of the following: Land Buildings Improvements other than buildings Equipment Total plant Less accumulated depreciation Total investment in plant, net $ 91,506,000 3,4 72,408,000 445,576,000 844,274,000 4,853,764,000 (2,121,020,000) $ 2732,744,000 13 $ 90,930,000 3,197,891,000 422,692,000 805,238,000 4,516,751,000 (1,963,816,000) $ 2,552,935,000 Asset Retirement Obliqation Effective June 30, 2006, the University adopted Financial Accounting Standards Board ("FASB")Interpretation No. 47, Accounting for Conditional Asset Retirement Obligations ("FIN 47"). FIN 47 provides an interpretation of Statement of Financial Accounting Standard ("SFAS") No. 143, Accounting for Retirement Obligations, by clarifying that conditional asset retirement obligations meet the definition of a liability even though uncertainty may exist about the timing or method of settlement. Under the provisions of FIN 47, the University is obligated to record a liability for conditional asset retirement obligations. The University performed an analysis of such obligations and determined that asbestos abatement costs represented the University's primary source of such liabilities. The University reviewed all facilities and determined the timing, method and cost of asbestos abatement using a variety of assumptions and estimates. Conditional asset retirement obligations of $46,085,000 and $44,248,000 are included in other noncurrent liabilities in the consolidated statement of financial position at June 30, 2008 and 2007, respectively. Accounting Pronouncements For the year ended June 30, 2008, the University implemented FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes -an interpretation of FASB Statement No. 109" ("FIN 48"). FIN 48 prescribes the minimum recognition threshold a tax position must meet in connection with accounting for uncertainties in income tax positions taken or expected to be taken by an entity, before being measured and recognized in the financial statements. The adoption of FIN 48 did not have a material impact on the University's financial statements. The University files U.S. federal tax returns. No returns are currently under examination. The statute of limitations on the University's U.S. federal information returns remain open for three years following the year they are filed.In September 2006, the FASB issued SFAS 157, Fair Value Measurements ("SFAS 157"). SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. In February 2008, the FASB issued FASB Staff Position ("FSP") 157-2, Effective Date of FASB Statement No. 157 which delays the effective date of SFAS 157 for nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value on a recurring basis, at least annually, until fiscal years beginning after November 15, 2008. SFAS 157 is effective for the University in 2009. University management is currently evaluating the impact of SFAS 157.In February 2007, SFAS 159, Fair Value Option for Financial Assets and Financial Liabilities Including an Amendment of FASB Statement 115 ("SFAS 159") was issued. SFAS 159, which extends the availability of the fair value option to assets and liabilities, is effective for the University in 2009. The University does not expect the adoption of SFAS 159 to have a material impact on its financial position or results of operations. In August 2008, the FASB issued FASB Staff Position (FSP) FAS 117-1, Endowments of Not-for-Profit Organizations: Net Asset Classification of Funds Subject to an Enacted Version of the Uniform Prudent Management of Institutional Funds Act (UPMIFA), and Enhanced Disclosures for All Endowment Funds.The FSP provides guidance on the net asset classification of donor-restricted funds for a not-for-profit organization that is subject to an enacted version of UPMIFA of 2006. UPMIFA is a model act approved by the Uniform Law Commission that serves as a guideline for states to use in enacting legislation. This FSP also improves disclosures about an organization's endowment funds (both donor-restricted endowment funds and board-designated endowment funds), whether or not the organization is subject to UPMIFA. The FSP is effective for the University in 2009. University management is currently evaluating the impact of the FSP.Reclassifications Certain 2007 amounts related to private gifts, grants and contracts of $310,833,000 have been reclassified to conform with 2008 presentation of private grants and contracts of $136,130,000 and gifts and pledges of$174,703,000 within the consolidated statement of activities. 14 Asset Retirement Obligation Effective June 30, 2006, the University adopted Financial Accounting Standards Soard ("FASS") Interpretation No. 47, Accounting for Conditional Asset Retirement Obligations ("FIN 47"). FIN 47 provides an interpretation of Statement of Financial Accounting Standard ("SF AS") No. 143, Accounting for Retirement Obligations; by clarifying that conditional asset retirement obligations meet the definition of a liability even though uncertainty may exist about the timing or method of settlement. Under the provisions of FIN 47, the University is obligated to record a liability for conditional asset retirement obligations. The University performed an analysis of such obligations and determined that asbestos abatement costs represented the University's primary source of such liabilities. The University reviewed all facilities and determined the timing, method and cost of asbestos abatement using a variety of assumptions and estimates. Conditional asset retirement obligations of $46,085,000 and $44,248,000 are included in other noncurrent liabilities in the consolidated statement of financial position at June 30, 2008 and 2007, respectively. Accounting Pronouncements For the year ended June 30, 2008, the University implemented FASS Interpretation No. 48, Accounting for Uncertainty in Income Taxes -an interpretation ofFASB Statement No. 109" ("FIN 48"). FIN 48 prescribes the minimum recognition threshold a tax position must meet in connection with accounting for uncertainties in income tax positions taken or expected to be taken by an entity, before being measured and recognized in the financial statements. The adoption of FIN 48 did not have a material impact on the University's financial statements. The University files U.S. federal tax returns. No returns are currently under examination. The statute of limitations on the University's U.S. federal information returns remain open for three years following the year they are filed. In September 2006, the FASB issued SFAS 157, Fair Value Measurements ("SFAS 157"). SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. In February 2008, the FASS issued FASS Staff Position ("FSP") 157-2, Effective Date of FASB Statement No. 157 which delays the effective date of SFAS 157 for nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value on a recurring basis, at least annually, until fiscal years beginning after November 15, 2008. SFAS 157 is effective for the University in 2009. University management is currently evaluating the impact of SFAS 157. In February 2007, SFAS 159, Fair Value Option for Financial Assets and Financial Liabilities Including an Amendment of FASB Statement 115 ("SFAS 159") was issued. SFAS 159, which extends the availability of the fair value option to assets and liabilities, is effective for the University in 2009. The University does not expect the adoption of SFAS 159 to have a material impact on its financial position or results of operations. In August 2008, the FASB issued FASS Staff Position (FSP) FAS 117-1, Endowments of Not-for-Profit Organizations: Net Asset Classification of Funds Subject to an Enacted Version of the Uniform Prudent Management of Institutional Funds Act (UPMIFA), and Enhanced Disclosures for All Endowment Funds. The FSP provides guidance on the net asset classification of donor-restricted funds for a not-for-profit organization that is subject to an enacted version of UPMIFA of 2006. UPMIFA is a model act approved by the Uniform Law Commission that serves as a guideline for states to use in enacting legislation. This FSP also improves disclosures about an organization's endowment funds (both donor-restricted endowment funds and board-designated endowment funds), whether or not the organization is subject to UPMIFA. The FSP is effective for the University in 2009. University management is currently evaluating the impact of the FSP. Reclassifications Certain 2007 amounts related to private gifts, grants and contracts of $310,833,000 have been reclassified to conform with 2008 presentation of private grants and contracts of $136,130,000 and gifts and pledges of $174,703,000 within the consolidated statement of activities. 14

3. INVESTMENTS Investments by major category as of June 30 are summarized as follows: 2008 2007 Money markets Fixed income: U.S. government/agency U.S. corporate Foreign Other Equities Private capital Investments held under securities lending program Total$ 178,084,000 525,362,000 601,413,000 129,624,000 621,133,000 856,545,000

530,714,000 265,725,000 $3,708,600,000 $ 297,898,000 397,180,000 358,782,000 76,227,000 679,145,000 1,002,935,000 550,273,000 309,682,000 $3,672,122.000 Other fixed income investments consist of collateralized mortgage obligations, mortgage-backed securities, asset-backed securities and municipal bonds.. Equity investments are comprised of domestic and foreign common stocks. Private capital consists primarily of interests in real estate, private equity, venture capital, energy and hedge fund limited partnerships. Certain 2007 amounts classified as other fixed income investments totaling $69,168,000 have been reclassified as private capital to conform with 2008 presentation of these investment categories. The following schedule summarizes the investment, statement of activities for the year ended June 30, 2008: Unrestricted return and its classification in the consolidated Temporarily Permanently Restricted Restricted Total Dividends and interest Net realized gains, including endowment spending Net unrealized losses Total returns$ 98,359,000 57,189,000 (94,696,000) $ 60.52.QQQ$ 6,907,000 $ 9,619,000 21,238,000 (119,622,000) $ (91,477-000) 29,000$114,885,000 78,456,000 (214,318,000) $ (20.977.000) The following schedule summarizes the investment statement of activities for the year ended June 30, 2007: Unrestricted return and its classification in the consolidated Temporarily Permanently Restricted Restricted Total Dividends and interest Net realized gains, including endowment spending Net unrealized gains Total returns$ 130,700,000 38,690,000 74,751,000 $ 244.141.000 $ 4,243,000 $ 10,625,000 53,757,000 117,327,000 $ 175.327.000 $ 145,568,000 92,447,000 192,078,000 $ 430.093.000 $ 10.625.000 In the management of investments, the University authorizes certain of its investment managers to purchase derivative securities to attain a desired market position; and the University may directly invest in derivative securities to attain a desired market position. The University does. not trade or issue derivative financial instruments other than through the investment management practices noted above. Gains and losses from derivative instruments are reported in the consolidated statements of activities. Futures contracts, which are fully cash collateralized, are marked to market daily and are included in the carrying value of the University's investments. The market value of all derivative instruments is included in the market value of the University's investments. Futures contracts have minimal credit risk because the counterparties are the exchanges themselves. Fully cash collateralized derivative securities comprised approximately 2.8% of total investments at June 30, 2008. The University directly held no derivative securities at June 30, 2007.15 3. INVESTMENTS Investments by major category as of June 30 are summarized as follows: Money markets Fixed income: U.S. government/agency U.S. corporate Foreign Other Equities Private capital Investments held under securities lending program Total 2008 $ 178,084,000 525,362,000 601,413,000 129,624,000 621,133,000 856,545,000 530,714,000 265,725,000 $3708,600,000 2007 $ 297,898,000 397,180,000 358,782,000 76,227,000 679,145,000 1,002,935,000 556,273,000 309,682,000 $3.672 122000 Other fixed income investments consist of collateralized mortgage obligations, mortgage-backed securities, asset-backed securities and municipal bonds. Equity investments are comprised of domestic and foreign common stocks. Private capital consists primarily of interests in real estate, private equity, venture capital, energy and hedge fund limited partnerships. Certain 2007 amounts classified as other fixed income investments totaling $69,168,000 have been reclassified as private capital to conform with 2008 presentation of these investment categories. The following schedule summarizes the investment. return and its classification in the consolidated statement of activities for the year ended June 30, 2008: Temporarily Permanently Unrestricted Restricted Restricted Total Dividends and interest $ 98,359,000 $ 6,907,000 $ 9,619,000 $ 114,885,000 Net realized gains, including endowment spending 57,189,000 21,238,000 29,000 78,456,000 Net unrealized losses (94,696,OOO) (119,622,OOO) (214,318,OOO) Total returns $ 6Q,852,QQQ $ (91 ,47Z QQQ) $ 9,648 QQQ $ (2Q,977,QQQ) The following schedule summarizes the investment return and its classification in the consolidated statement of activities for the year ended June 30, 2007: Dividends and interest Net realized gains, including endowment spending Net unrealized gains Total returns Unrestricted $ 130,700,000 38,690,000 74,751,000 $ 244,141,QQQ Temporarily Restricted Permanently Restricted $ 4,243,000 $ 10,625,000 53,757,000 117,327,000 $ 175,327,QQQ $ 1Q,625 QQQ $ 145,568,000 92,447,000 192,078,000 $ 43Q,Q93,QQQ In the management of investments, the University authorizes certain of its investment managers to purchase derivative securities to attain a desired market position; and the University may directly invest in derivative securities to attain a desired market position. The University does. not trade or issue derivative financial instruments other than through the investment management practices noted above. Gains and losses from derivative instruments are reported in the consolidated statements of activities. Futures contracts, which are fully cash collateralized, are marked to market daily and are included in the carrying value of the University's investments. The market value of all derivative instruments is included in the market value of the University's investments. Futures contracts have minimal credit risk because the counterparties are the exchanges themselves. Fully cash collateralized derivative securities comprised approximately 2.8% of total investments at June 30, 2008. The University directly held no derivative securities at June 30, 2007. 15 Through an agreement with its primary investment custodian, the University participates in lending securities to brokers. Collateral is generally limited to cash, government securities, and irrevocable letters of credit.Both the investment custodian and the security borrowers have the right to terminate a specific loan of securities at any time. The University receives lending fees and continues to earn interest and dividends on the loaned securities. At June 30, 2008 and 2007, the University held $265,725,000 and $309,682,000, respectively, of cash and cash equivalents as collateral deposits for the securities lending program. The collateral is included as an asset and the obligation to return such collateral is presented as a liability in the consolidated statements of financial position. The securities on loan had an estimated fair value of$261,096,000 and $303,370,000 at June 30, 2008 and 2007, respectively.

4. POOLED ASSETS The University uses a "total return" approach to endowment fund investment management.

This approach emphasizes total investment return (current income plus or minus realized and unrealized capital gains and losses) as the basis for endowment spending. The University has implemented an endowment income spending policy whereby a predetermined amount is paid out each fiscal year based upon a prescribed formula in accordance with Pennsylvania statutes.Investments aggregating $1,522,988,000 and $1,587,197,000 at June 30, 2008 and 2007, respectively, for certain endowment funds and funds functioning as endowments are pooled on a market value basis, with each individual fund subscribing to or disposing of units on the basis of the market value per unit at the beginning of the month when the transaction takes place.The following schedule summarizes certain information about pooled assets on a per unit basis as of June 30: 2008 2007 Market value per unit $ 30.63 $ 32.57 Annual net gains/(losses) per unit $ (1.94) $ 4.29 Average annual earnings per unit, exclusive of gains and losses $ 0.81 $ 1.42 5. CONTRIBUTIONS RECEIVABLE Contributions receivable are summarized as follows as of June 30: 2008 2007 In one year or less $ 51,814,000 $ 52,568,000 Between one year and five years 67,557,000 64,024,000 More than five years 89,864,000 76,511,000 209,235,000 193,103,000 Less allowance (10,578,000) (9,459,000) Less discount (52,958,000) (49,325,000) Contributions receivable, net $ 145.699.000 $ 134.319,000 At June 30, 2008 and 2007, the University has received bequest intentions and certain other conditional promises to give of $31,328,000 and $30,748,000, respectively. These intentions and conditional promises to give are not included in the consolidated financial statements. 16 Through an agreement with its primary investment custodian, the University participates in lending securities to brokers. Collateral is generally limited to cash, government securities, and irrevocable letters of credit. Both the investment custodian and the security borrowers have the right to terminate a specific loan of securities at any time. The University receives lending fees and continues to earn interest and dividends on the loaned securities. At June 30, 2008 and 2007, the University held $265,725,000 and $309,682,000, respectively, of cash and cash equivalents as collateral deposits for the securities lending program. The collateral is included as an asset and the obligation to return such collateral is presented as a liability in the consolidated statements of financial position. The securities on loan had an estimated fair value of $261,096,000 and $303,370,000 at June 30, 2008 and 2007, respectively .. 4. POOLED ASSETS The University uses a "total return" approach to endowment fund investment management. This approach emphasizes total investment return (current income plus or minus realized and unrealized capital gains and losses) as the basis for endowment spending. The University has implemented an endowment income spending policy whereby a predetermined amount is paid out each fiscal year based upon a prescribed formula in accordance with Pennsylvania statutes. Investments aggregating $1,522,988,000 and $1,587,197,000 at June 30, 2008 and 2007, respectively, for certain endowment funds and funds functioning as endowments are pooled on a market value basis, with each individual fund subscribing to or disposing of units on the basis of the market value per unit at the beginning of the month when the transaction takes place. The following schedule summarizes certain information about pooled assets on a per unit basis as of June 30: Market value per unit Annual net gains/(Iosses) per unit Average annual earnings per unit, exclusive of gains and losses 5. CONTRIBUTIONS RECEIVABLE 2008 $ 30.63 $ (1.94) $ 0.81 Contributions receivable are summarized as follows as of June 30: 2008 In one year or less $ 51,814,000 Between one year and five years 67,557,000 More than five years 89,864,000 209,235,000 Less allowance (10,578,000) Less discount (52,958,000) Contributions receivable, net $ 145699,OQQ $ 32.57 $ 4.29 $ 1.42 2007 $ 52,568,000 64,024,000 76,511,000 193,103,000 (9,459,000) (49,325,000) $ 134,319,OQQ At June 30, 2008 and 2007, the University has received bequest intentions and certain other conditional promises to give of $31,328,000 and $30,748,000, respectively. These intentions and conditional promises to give are not included in the consolidated financial statements. 16

6. LONG-TERM DEBT The various bond issues, note payable and capital lease obligations that are included in long-term debt in the statements of financial position consist of the following:

2008 2007 The Pennsylvania State University Bonds Series 2008A Series 2008B Series 2007A Series 2007B Series 2005 Series 2004A Refunding Series 2003 Series of 2002 Refunding Series 2002 Refunding Series 2001 Series A of 2001 Series B of 1997 Pennsylvania Hiqher Educational Facilities Authority University Revenue Bonds (issued for The Pennsylvania State University) Series 2006 Series 2004 Series 2002 Lycoming County Authority Collegqe Revenue Bonds (issued for Penn Collegie)Series 2008 Series 2005 Series 2003 Series 2002 Series 2000 Series 1997 Series 1993 Total bonds payable Unamortized bond premiums Note payable and capital leases Demand note payable Capital lease obligations Deferred lease obligation Total note payable and capital leases$ 77,670,000 8,310,000 90,570,000 76,120,000 94,885,000 58,845,000 24,350,000 100,000,000 112,240,000 26,565,000 75,000,000 $90,570,000

80,025,000 96,555,000 59,930,000 26,260,000 100,000,000 126,835,000 34,590,000 75,000,000 8,805,000 4,480,000 5,015,000 5,670,000 4,650,000 5,215,000 5,965,000 55,000,000 14,645,000 3,315,000 29,650,000 39,370,000 12,519,000 914,219,000 27,231,000 10,000,000 71,412,000 81,412,000 $1.022.862,000 15,225,000 6,495,000 29,995,000 39,370,000

11,300,000 11,954,000 828,739,000 24,704,000 10,000,000 16,739,000 31,324,000 58,063,000 $ 911.506.000 Total long-term debt 17 6. LONG* TERM DEBT The various bond issues, note payable and capital lease obligations that are included in long-term debt in the statements of financial position consist of the following: 2008 2007 The State Bonds Series 2008A $ 77,670,000 $ Series 2008B 8,310,000 Series 2007A 90,570,000 90,570,000 Series 2007B 76,120,000 80,025,000 Series 2005 94,885,000 96,555,000 Series 2004A 58,845,000 59,930,000 Refunding Series 2003 24,350,000 26,260,000 Series of 2002 100,000,000 100,000,000 Refunding Series 2002 112,240,000 126,835,000 Refunding Series 2001 26,565,000 34,590,000 Series A of 2001 75,000,000 75,000,000 Series B of 1997 8,805,000 Higher Educational Facilities Revenue Bonds (issued for The State Series 2006 4,480,000 4,650,000 Series 2004 5,015,000 5,215,000 Series 2002 5,670,000 5,965,000 L:tcoming College Revenue Bonds {issued for Penn College} Series 2008 55,000,000 Series 2005 14,645,000 15,225,000 Series 2003 3,315,000 6,495,000 Series 2002 29,650,000 29,995,000 Series 2000 39,370,000 39,370,000 Series 1997 11,300,000 Series 1993 12,519,000 11,954,000 Total bonds payable 914,219,000 828,739,000 Unamortized bond premiums 27,231,000 24,704,000 Note and leases Demand note payable 10,000,000 10,000,000 Capital lease obligations 71,412,000 16,739,000 Deferred lease obligation 31,324,000 Total note payable and capital leases 81,412,000 58,063,000 Total long-term debt $1,Q22,862,QQO $ 911 5Q6,OQQ 17 The Pennsylvania State University Bonds Series 2008A and 2008B -general obligation bonds issued in April 2008 for the purpose of funding various construction and renovation projects and for the current refunding of the Series 1997B Bonds, which previously refunded the Series 1992B Bonds. The University, in conjunction with the issuance of the Series 2008B bonds, legally defeased the Series B of 1997 Bonds, with an outstanding principal of$8,105,000, by irrevocably depositing $8,364,000 in an escrow fund to be used to pay the interest accrued, maturing principal on and the redemption price of the refunded bonds. As a result of the current refunding transaction, amounts related to the Series 1997B Bonds have been removed from the University's June 30, 2008 statement of financial position. Principal payments on the Series 2008A and 2008B bonds are due annually, in amounts ranging from $830,000 to $7,695,000 through August 2029.The bonds pay interest at rates ranging from 3.00% to 5.00%. The 2008A Bonds are subject to early redemption provisions, at the option of the University, beginning February 2018.Series 2007A and 2007B -general obligation bonds issued in January 2007 for the purpose of funding various construction and renovation projects and for the advance refunding of the Series 1997A Bonds.The University, in conjunction with the issuance of the Series 2007B bonds, legally defeased the Series A of 1997 Bonds, with an outstanding principal of $84,540,000, by irrevocably depositing $88,341,000 in an escrow fund to be used to pay the interest accrued, maturing principal on and the redemption price of the refunded bonds. As a result of the advance refunding transaction, amounts related to the Series 1997A Bonds were removed from the University's June 30, 2007 statement of financial position.Principal payments on the Series 2007A and 2007B bonds are due annually, in amounts ranging from$2,770,000 to $5,955,000 through August 2027, with additional payments of $11,115,000 due August 2028 and $70,905,000 due August 2036. The bonds pay interest at rates ranging from 3.55% to 5.25%and are subject to sinking fund redemption beginning August 2023 and early redemption provisions, at the option of the University, beginning August 2016.* Series 2005 -general obligation bonds issued in January 2005 for the purpose of funding various construction projects. Principal payments are due annually in amounts ranging from $1,720,000 to$2,745,000 through September 2019, with additional payments of $15,990,000, $20,550,000 and$32,485,000 due September 2024, 2029 and 2034, respectively. The bonds pay interest at rates ranging from 3.00% to 5.00% and are subject to sinking fund redemption beginning September 2020 and early redemption provisions, at the option of the University, beginning September 2015." Series 2004A -general obligation bonds issued in April 2004 for the purpose of funding various construction projects. Principal payments are due annually in amounts ranging from $1,115,000 to$1,825,000 through September 2019, with additional payments of $10,625,000, $13,635,000 and$17,515,000 due September 2024, 2029 and 2034, respectively. The bonds pay interest at rates ranging from 3.00% to 5.00% and are subject to sinking fund redemption beginning September 2020 and early redemption provisions, at the option of the University, beginning September 2014.* Refunding Series 2003 -general obligation bonds issued in March 2003 for the purpose of refunding the Refunding Series 1993A and to pay costs associated with issuing the 2003 Refunding Bonds.Principal payments are due annually in amounts ranging from $1,995,000 to $2,970,000 through March 2018. The bonds pay interest at rates ranging from 3.25% to 5.25% and are subject to early redemption provisions, at the option of the University, beginning March 2013." Series of 2002 and Series A of 2001 -general obligation bonds issued in May 2002 for the purpose of funding a portion of the costs of the acquisition, construction, equipping, renovation and improvement of certain facilities of the University and April 2001 for the purpose of funding various construction projects, respectively. The bonds are currently paying interest on a variable rate basis;however, the University has the option to convert to another variable rate or to a fixed rate basis (such rates are generally determined on a market basis). The bonds currently pay interest at 1.51%with adjustment on a weekly basis to the rate the remarketing agent believes will cause the bonds to have a market value equal to the principal amount up to a maximum of 12%. The bondholders have the right to tender bonds at interest rate reset dates. The University, therefore, entered into standby bond purchase agreements with banks to provide liquidity in Case of tender. The principal amount of the Series of 2002 bonds is due March 2032; and the principal amount of the Series A of 2001 is due 18 The Pennsylvania State University Bonds

• Series 2008A and 2008B -general obligation bonds issued in April 2008 for the purpose of funding various construction and renovation projects and for the current refunding of the Series 1997B Bonds, which previously refunded the Series 1992B Bonds. The University, in conjunction with the issuance of the Series 2008B bonds, legally defeased the Series B of 1997 Bonds, with an outstanding principal of $8,105,000, by irrevocably depositing

$8,364,000 in an escrow fund to be used to pay the interest accrued, maturing principal on and the redemption price of the refunded bonds. As a result of the current refunding transaction, amounts related to the Series 1997B Bonds have been removed from the University's June 30, 2008 statement of financial position. Principal payments on the Series 2008A and . 2008B bonds are due annually, in amounts ranging from $830,000 to $7,695,000 through August 2029. The bonds pay interest at rates ranging from 3.00% to 5.00%. The 2008A Bonds are subject to early redemption provisions, at the option of the University, beginning February 2018.

• Series 2007 A and 2007B -general obligation bonds issued in January 2007 for the purpose of funding various construction and renovation projects and for the advance refunding of the Series 1997A Bonds. The University, in conjunction with the issuance of the Series 2007B bonds, legally defeased the Series A of 1997 Bonds, with an outstanding principal of $84,540,000, by irrevocably depositing

$88,341,000 in an escrow fund to be used to pay the interest accrued, maturing principal on and the redemption price of the refunded bonds. As a result of the advance refunding transaction, amounts related to the Series 1997 A Bonds were removed from the University's June 30, 2007 statement of financial position. Principal payments on the Series 2007 A and 2007B bonds are due annually, in amounts ranging from $2,770,000 to $5,955,000 through August 2027, with additional payments of $11,115,000 due August 2028 and $70,905,000 due August 2036. The bonds pay interest at rates ranging from 3.55% to 5.25% and are subject to sinking fund redemption beginning August 2023 and early redemption provisions, at the option of the University, beginning August 2016.

• Series 2005 -general obligation bonds issued in January 2005 for the purpose of funding various construction projects.

Principal payments are due annually in amounts ranging from $1,720,000 to $2,745,000 through September 2019, with additional payments of $15,990,000, $20,550,000 and $32,485,000 due September 2024, 2029 and 2034, respectively. The bonds pay interest at rates ranging from 3.00% to 5.00% and are subject to sinking fund redemption beginning September 2020 and early redemption provisions, at the option of the University, beginning September 2015.

• Series 2004A -general obligation bonds issued in April 2004 for the purpose of funding various construction projects.

Principal payments are due annually in amounts ranging from $1,115,000 to $1,825,000 through September 2019, with additional payments of $10,625,000, $13,635,000 and $17,515,000 due September 2024, 2029 and 2034, respectively. The bonds pay interest at rates ranging from 3.00% to 5.00% and are subject to sinking fund redemption beginning September 2020 and early redemption provisions, at the option of the University, beginning September 2014.

• Refunding Series 2003 -general obligation bonds issued in March 2003 for the purpose of refunding the Refunding Series 1993A and to pay costs associated with issuing the 2003 Refunding Bonds. Principal payments are due annually in amounts ranging from $1,995,000 to $2,970,000 through March 2018. The bonds pay interest at rates ranging from 3.25% to 5.25% and are subject to early redemption provisions, at the option of the University, beginning March 2013.
• Series of 2002 and Series A of 2001 -general obligation bonds issued in May 2002 for the purpose of funding a portion of the costs of the acquisition, construction, equipping, renovation and improvement of certain facilities of the University and April 2001 for the purpose of funding various construction projects, respectively.

The bonds are currently paying interest on a variable rate basis; however, the University has the option to convert to another variable rate or to a fixed rate basis (such rates are generally determined on a market basis). The bonds currently pay interest at 1.51 % with adjustment on a Weekly basis to the rate the remarketing agent believes will cause the bonds to have a market value equal to the principal amount up to a maximum of 12%. The bondholders have the right to tender bonds at interest rate reset dates. The University, therefore, entered into standby bond purchase agreements with banks to provide liquidity in case of tender. The principal amount of the Series of 2002 bonds is due March 2032; and the principal amount of the Series A of 2001 is due 18 April 2031. The bonds are not subject to sinking fund redemption; however, the University has the option to redeem the bonds prior to their scheduled maturity." Refunding Series 2002 -general obligation bonds issued in May 2002 for the purpose of refunding the Second Refunding 1 992A Series (such bonds were previously issued to refund the Second Refunding 1988 Series, 1989 Series and 1991 Series Bonds). Principal payments are due annually, in amounts ranging from $4,585,000 to $16,540,000 through August 2016. The bonds pay interest at rates ranging from 4.79% to 5.25%. The bonds are not subject to redemption prior to maturity.* Refunding Series 2001 -general obligation bonds issued in December 2001 for the purpose of refunding the Refunding Series 1992 Bonds (such bonds were previously issued to refund the 1986 Series and the First Refunding Series of 1988 Bonds). Principal payments are due annually, in amounts ranging from $8,425,000 to $9,290,000 through March 2011. The bonds pay interest at rates ranging from 5.000/ to 5.25%/. The bonds are not subject to redemption prior to maturity.Pennsylvania Higher Educational Facilities Authority University Revenue Bonds (issued for The Pennsylvania State University)

• Series 2006 -Pennsylvania Higher Educational Facilities Authority (PHEFA) University Revenue Bonds issued by the Pennsylvania State University in April 2006 for the purpose of funding the costs of sprinkler system installation and repairs in certain of the University's dormitories during the period 2006-2008, related design costs and payment of issuance costs. Principal payments are due annually in amounts ranging from $175,000 to $280,000 through September 2020, with an additional payment of $1,610,000 due September 2025. The bonds pay interest at rates ranging from 3.65% to 5.125%, with PHEFA subsidizing the annual interest cost to the University for interest rates greater than 3.00%. The bonds are subject to sinking fund redemption beginning September 2021 and early redemption provisions, at the option of the University, beginning September 2016.* Series 2004 -Pennsylvania Higher Educational Facilities Authority University Revenue Bonds issued by the Pennsylvania State University in May 2004 for the purpose of funding the costs of sprinkler system installation and repairs in certain of the University's dormitories during 2004-2005.

Principal payments are due annually in amounts ranging from $205,000 to $325,000 through September 2019, with an additional payment of $1,905,000 due September 2024. The bonds pay interest at rates ranging from 3.10% to 5.00%, with PHEFA subsidizing the annual interest cost to the University for interest rates greater than 3.00%. The bonds are subject to sinking fund redemption beginning September 2020 and early redemption provisions, at the option of the University, beginning September 2014.* Series 2002 -Pennsylvania Higher Educational Facilities Authority University Revenue Bonds issued by the Pennsylvania State University in June 2002 for the purpose of funding the costs of sprinkler system installation and repairs in certain of the University's dormitories during the period 2002 through 2004. Principal payments are due annually in amounts ranging from $305,000 to $425,000 through March 2017, with an additional payment of $2,435,000 due March 2022. The bonds pay interest at rates ranging from 3.750/ to 5.00%/, with PHEFA subsidizing the annual interest cost to the University for interest rates greater than 3.00%. The bonds are subject to sinking fund redemption beginning March 2018 and early redemption provisions, at the option of the University, beginning March 2011.Lycoming County Authority College Revenue Bonds (issued for Penn College)*Series 2008 -Lycoming County Authority College Revenue Bonds issued by Penn College in February 2008 for the purpose of funding various construction projects at the Penn College campus. Principal payments are due annually in amounts ranging from $1,455,000 to $4,140,000 through October 2037.The bonds pay interest at rates ranging from 3.50% to 5.50%.19 April 2031. The bonds are not subject to sinking fund redemption; however, the University has the option to redeem the bonds prior to their scheduled maturity.

• Refunding Series 2002 -general obligation bonds issued in May 2002 for the purpose of refunding the Second Refunding 1992A Series (such bonds were previously issued to refund the Second Refunding 1988 Series, 1989 Series ana 1991 Series Bonds). Principal payments are due annually, in amounts ranging from $4,585,000 to $16,540,000 through August 2016. The bonds pay interest at rates ranging from 4.79% to 5.25%. The bonds are not subject to redemption prior to maturity.
• Refunding Series 2001 -general obligation bonds issued in December 2001 for the purpose of refunding the Refunding Series 1992 Bonds (such bonds were previously issued to refund the 1986 Series and the First Refunding Series of 1988 Bonds). Principal payments are due annually, in amounts ranging from $8,425,000 to $9,290,000 through March 2011. The bonds pay interest at rates ranging from 5.00% to 5.25%. The bonds are not subject to redemption prior to maturity.

Pennsylvania Higher Educational Facilities Authority University Revenue Bonds (issued for The Pennsylvania State University)

• Series 2006 -Pennsylvania Higher Educational Facilities Authority (PHEFA) University Revenue Bonds issued by the Pennsylvania State University in April 2006 for the purpose of funding the costs of sprinkler system installation and repairs in certain of the University's dormitories during the period 2006-2008, related design costs and payment of issuance costs. Principal payments are due annually in amounts ranging from $175,000 to $280,000 through September 2020, with an additional payment of $1,610,000 due September 2025. The bonds pay iriterest at rates ranging from 3.65% to 5.125%, with PHEFA subsidizing the annual interest cost to the University for interest rates greater than 3.00%. The bonds are subject to sinking fund redemption beginning September 2021 and early redemption provisions, at the option of the University, beginning September 2016.
• Series 2004 -Pennsylvania Higher Educational Facilities Authority University Revenue Bonds issued by the Pennsylvania State University in May 2004 for the purpose of funding the costs of sprinkler system installation and repairs in certain of the University's dormitories during 2004-2005.

Principal payments are due annually in amounts ranging from $205,000 to $325,000 through September 2019, with an additional payment of $1,905,000 due September 2024. The bonds pay interest at rates ranging from 3.10% to 5.00%, with PHEFA subsidizing the annual interest cost to the University for interest rates greater than 3.00%. The bonds are subject to sinking fund redemption beginning September 2020 and early redemption provisions, at the option of the University, beginning September 2014.

• Series 2002 -Pennsylvania Higher Educational Facilities Authority University Revenue Bonds issued by the Pennsylvania State University in June 2002 for the purpose of funding the costs of sprinkler system installation and repairs in certain of the University's dormitories during the period 2002 through 2004. Principal payments are due annually in amounts ranging from $305,000 to $425,000 through March 2017, with an additional payment of $2,435,000 due March 2022. The bonds pay interest at rates ranging from 3.75% to 5.00%, with PHEFA subsidizing the annual interest cost to the University for interest rates greater than 3.00%. The bonds are subject to sinking fund redemption beginning March 2018 and early redemption provisions, at the option of the University, beginning March 2011. Lycoming County Authority College Revenue Bonds (issued for Penn College)
• Series 2008 -Lycoming County Authority College Revenue Bonds issued by Penn College in February 2008 for the purpose of funding various construction projects at the Penn College campus. Principal payments are due annually in amounts ranging from $1,455,000 to $4,140,000 through October 2037. The bonds pay interest at rates ranging from 3.50% to 5.50%. 19

" Series 2005 -Lycoming County Authority College Revenue Bonds issued by Penn College in February 2005 for the purpose of refunding $7,765,000 of the Authority's College Bonds, Series of 1997, funding a deposit into the debt service reserve account, funding various construction and renovation projects and payment of costs of issuance of 2005 Bonds. Principal payments are due annually in amounts ranging from $500,000 to $1,855,000 through January 2025. The bonds pay interest at rates ranging from 3.00% to 5.00%.* Series 2003 -Lycoming County Authority College Revenue Bonds issued by Penn College in February 2003 for the purpose of refunding $17,385,000 of the Authority's College Revenue Bonds, Series of 1993 and the payment of costs of issuance of 2003 Bonds. Principal payment is due in the amount of$3,315,000 in November 2008. The bonds pay interest at rates ranging from 4.00% to 4.625%.* Series 2002 -Lycoming County Authority College Revenue Bonds issued by Penn College in May 2002 for the purpose of funding various construction projects at the Penn College campus. Principal payments are due annually in amounts ranging from $350,000 to $2,775,000 through May 2032. The bonds pay interest at rates ranging from 4.00% to 5.25%.* Series 2000 -Lycoming County Authority College Revenue Bonds issued by Penn College in December 2000 for the purpose of funding various construction projects, refunding the 1996 Lycoming County Authority College Revenue Bonds, advance refunding $4,235,000 of the 1997 Lycoming County Authority College Revenue Bonds (1997 Series Bonds), funding of a deposit to the debt service fund reserve account established under the indenture and payment of the costs of issuance of the Series 2000 Bonds. Principal payments are due annually in amounts ranging from $30,000 to $5,225,000 through July 2030. The bonds pay interest at rates ranging from 4.75% to 5.50%.* Series 1997 -Lycoming County Authority College Revenue Bonds issued by Penn College in September 1997 for the purpose of funding various construction projects at the Penn College campus.Principal payments are due annually in amounts ranging from $275,000 to $5,010,000 through July 2018. The bonds pay interest at rates ranging from 4.90%' to 5.25%. The 1997 Series Bonds were refunded by the 2000 Series Bonds at par amounting to $4,235,000. These bonds were paid in full during 2008.* Series 1993 -Lycoming County Authority College Revenue Bonds issued by Penn College in 1993 for the purpose of undertaking a series of capital improvement projects. Principal payments are due annually in amounts ranging from $450,000 to $1,302,000 through November 2015. The bonds pay interest at rates ranging from 6.00% to 6.15%.Maturities and sinking fund requirements on bonds payable for each of the next five fiscal years and thereafter are summarized as follows: Annual Year Installments 2009 $ 37,130,000 2010 35,460,000 2011 35,335,000 2012 27,630,000 2013 29,035,000 Thereafter 749,629,000 The fair value of the University's bonds payable is estimated based on current rates offered for similar issues with similar security, terms and maturities using available market information as supplied by the various financial institutions who act as trustees or custodians for the University. At June 30, 2008, the carrying value and estimated fair value of the University's bonds payable, including issuance premiums, are$941,450,000 and $934,952,000, respectively. At June 30, 2007, the carrying value and estimated fair value of the University's bonds payable, including issuance premiums, were $853,443,000 and$845,086,000, respectively. Certain bond issues have associated issuance premiums, these issuance premiums total $27,231,000 and $24,704,000 at June 30, 2008 and 2007, respectively and are presented within the statement of financial position as long-term debt. These issuance premiums will be amortized over the term of the respective outstanding bonds.20* Series 2005 -Lycoming County Authority College Revenue Bonds issued by Penn College in February 2005 for the purpose of refunding $7,765,000 of the Authority's College Bonds, Series of 1997, funding a deposit into the debt service reserve account, funding various construction and renovation projects and payment of costs of issuance of 2005 Bonds. Principal payments are due annually in amounts ranging from $500,000 to $1,855,000 through January 2025. The bonds pay interest at rates ranging from 3.00% to 5.00%.

• Series 2003 -Lycoming County Authority College Revenue Bonds issued by Penn College in February 2003 for the purpose of refunding

$17,385,000 of the Authority's College Revenue Bonds, Series of 1993 and the payment of costs of issuance of 2003 Bonds. PrinCipal payment is due in the amount of $3,315,000 in November 2008. The bonds pay interest at rates ranging from 4.00% to 4.625%.

• Series 2002 -Lycoming County Authority College Revenue Bonds issued by Perin College in May 2002 for the purpose of funding various construction projects at the Penn College campus. Principal payments are due annually in amounts ranging from $350,000 to $2,775,000 through May 2032. The bonds pay interest at rates ranging from 4.00% to 5.25%.
• Series 2000 -Lycoming County Authority College Revenue Bonds issued by Penn College in December 2000 for the purpose of funding various construction projects, refunding the 1996 Lycoming County Authority College Revenue Bonds, advance refunding

$4,235,000 of the 1997 Lycoming County Authority College Revenue Bonds (1997 Series Bonds), funding of a deposit to the debt service fund reserve account established under the indenture and payment of the costs of issuance of the Series 2000 Bonds. Principal payments are due annually in amounts ranging from $30,000 to $5,225,000 through July 2030. The bonds pay interest at rates ranging from 4.75% to 5.50%.

• Series 1997 -Lycoming County Authority College Revenue Bonds issued by Penn College in September 1997 for the purpose of funding various construction projects at the Penn College campus. Principal payments are due annually in amounts ranging from $275,000 to $5,010,000 through July 2018. The bonds pay interest at rates ranging from 4.90%' to 5.25%. The 1997 Series Bonds were refunded by the 2000 Series Bonds at par amounting to $4,235,000.

These bonds were paid in full during 2008.

• Series 1993 -Lycoming County Authority College Revenue Bonds issued by Penn College in 1993 for the purpose of undertaking a series of capital improvement projects.

Principal payments are due annually in amounts ranging from $450,000 to $1,302,000 through November 2015. The bonds pay interest at rates ranging from 6.00% to 6.15%. Maturities and sinking fund requirements on bonds payable for each of the next five fiscal years and thereafter are summarized as follows: 2009 2010 2011 2012 2013 Thereafter Annual Installments $ 37,130,000 35,460,000 35,335,000 27,630,000 29,035,000 749,629,000 The fair value of the University's bonds payable is estimated based on current rates offered for similar issues with similar security, terms and maturities using available market information as supplied by the various financial institutions who act as trustees or custodians for the University. At June 30, 2008, the carrying value and estimated fair value of the University's bonds payable, including issuance premiums, are $941,450,000 and $934,952,000, respectively. At June 30, 2007, the carrying value and estimated fair value of the University's bonds payable, including issuance premiums, were $853,443,000 and $845,086,000, respectively. Certain bond issues have associated issuance premiums, these issuance premiums total $27,231,000 and $24,704,000 at June 30, 2008 and 2007, respectively and are presented within the statement of financial position as long-term debt. These issuance premiums will be amortized over the term of the respective outstanding bonds. 20 Note payable and capital leases A $10,000,000 demand note payable bearing interest at a variable rate (3.00% at June 30, 2008) is included in the current portion of long-term debt within the statements of financial position.The University has certain lease agreements in effect which are considered capital leases that are included as long-term debt in the statements of financial position. These leases have been capitalized at the net present value of the minimum lease payments. The University has recorded fixed assets in the amount of$82,870,000 and $26,946,000 at June 30, 2008 and 2007, respectively, representing capitalized leases.Future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of June 30, 2008 are as follows: Year 2009 $ 8,378,000 2010 8,279,000 2011 8,210,000 2012 7,796,000 2013 6,905,000 Thereafter 162,337,000 Total minimum lease payments 201,905,000 Less imputed interest (130,493,000) Capital lease obligation 71,412,000 Current portion 4,030,000 Long-term portion $ 67,382,00Q The University has entered into a Master Building Sublease with ADG -Hospital Drive Associates ("ADG-HDA"), a limited partnership (of which the University maintains a 75% interest, carried at $1,489,000 and$1,329,000 in investments at June 30, 2008 and 2007, respectively), which required ADG-HDA to construct the Centre Medical Sciences Building ("Building") and lease it to the University for an initial term of twenty-five years. The Building was constructed on land jointly owned by the University and Mount Nittany Medical Center, which has been leased by ADG-HDA for a term of sixty years. The University has subleased portions of the Building to the Mount Nittany Medical Center and other healthcare related entities.During 2007, TMSHMC entered into a lease agreement for a facility currently under construction located on the Medical Center's campus. As a result of certain provisions contained within the lease and related agreements, the Medical Center accounted for the facility as an owned facility and therefore recognized non-cash construction costs incurred as of June 30, 2007 (included as construction in progress), together with a corresponding deferred lease obligation, as of June 30, 2007, in the amount of $31,324,000. During 2008, TMSHMC capitalized additional costs related to the facility in the amount of $17,276,000. In March 2008, the facility was opened and the deferred obligation in the amount of $48,600,000 was reclassified to a capital lease obligation.

7. OPERATING LEASES The University has certain lease agreements in effect which are considered operating leases. During the year ended June 30, 2008, the University recorded expenses of $22,481,000 for leased equipment and$15,619,000 for leased building space. During the year ended June 30, 2007, the University recorded expenses of $23,570,000 for leased equipment and $13,541,000 for leased building space.21 Note payable and capital leases A $10,000,000 demand note payable bearing interest at a variable rate (3.00% at June 30, 2008) is included in the current portion of long-term debt within the statements of financial position.

The University has certain lease agreements in effect which are considered capital leases that are included as long-term debt in the statements of financial position. These leases have been capitalized at the net present value of the minimum lease payments. The University has recorded fixed assets in the amount of $82,870,000 and $26,946,000 at June 30, 2008 and 2007, respectively, representing capitalized leases. Future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of June 30, 2008 are as follows: Year 2009 2010 2011 2012 2013 Thereafter Total minimum lease payments Less imputed interest Capital lease obligation Current portion Long-term portion $ 8,378,000 8,279,000 8,210,000 7,796,000 6,905,000 162,337,000 201,905,000 (130,493,000) 71,412,000 4,030,000 $ 67 382 000 The University has entered into a Master Building Sublease with ADG -Hospital Drive Associates HDA"), a limited partnership (of which the University maintains a 75% interest, carried at $1,489,000 and $1,329,000 in investments at June 30, 2008 and 2007, respectively), which required ADG-HDA to construct the Centre Medical Sciences Building ("Building") and lease it to the University for an initial term of five years. The Building was constructed on land jOintly owned by the University and Mount Nittany Medical Center, which has been leased by ADG-HDA for a term of sixty years. The University has subleased portions of the Building to the Mount Nittany Medical Center and other healthcare related entities. During 2007, TMSHMC entered into a lease agreement for a facility currently under construction located on the Medical Center's campus. As a result of certain provisions contained within the lease and related agreements, the Medical Center accounted for the facility as an owned facility and therefore recognized non-cash construction costs incurred as of June 30, 2007 (included as construction in progress), together with a corresponding deferred lease obligation, as of June 30, 2007, in the amount of $31,324,000. During 2008, TMSHMC capitalized additional costs related to the facility in the amount of $17,276,000. In March 2008, the facility was opened and the deferred obligation in the amount of $48,600,000 was reclassified to a capital lease obligation.

7. OPERATING LEASES The University has certain lease agreements in effect which are considered operating leases. During the year ended June 30, 2008, the University recorded expenses of $22,481,000 for leased equipment and $15,619,000 for leased building space. During the year ended June 30, 2007, the University recorded expenses of $23,570,000 for leased equipment and $13,541,000 for leased building space. 21 Future minimum lease payments under operating leases as of June 30, 2008 are as follows: Year 2009 $ 16,299,000 2010 12,801,000 2011 10,440,000 2012 7,798,000 2013 6,186,000 Thereafter 40,705,000 Total minimum lease payments $ 94,229.000

8. RETIREMENT BENEFITS The University provides retirement benefits for substantially all regular employees, primarily through either contributory defined benefit plans administered by the Commonwealth of Pennsylvania State Employees' Retirement System and The Public School Employees' Retirement System or defined contribution plans administered by the Teachers Insurance and Annuity Association

-College Retirement Equity Fund and Fidelity Investments. The University is billed for its share of the estimated actuarial cost of the defined benefit plans ($10,614,000 and $9,866,000 for the years ended June 30, 2008 and 2007, respectively). The University's total cost for retirement benefits, included in expenses, is $99,263,000 and $92,863,000 for theyears ended June 30, 2008 and 2007, respectively.

9. POSTRETIREMENT BENEFITS The University sponsors a retiree medical plan covering eligible retirees and eligible dependents.

For the 2008 benefit plan year, this program includes a Preferred Provider Organization ("PPO") plan for retirees and their dependents who are not eligible for Medicare, a Medicare Advantage Private Fee For Service ("PFFS") plan and a Medicare Supplement plan. In addition, the University provides retiree life insurance benefits of $5,000 at no cost to the retiree. A limited number of retirees have $10,000 of life insurance coverage; $5,000 of which is provided by the University and $5,000 is paid by the retiree.Retirees are eligible for medical coverage and life insurance after they retire if:* they are at least age 60 and have at least 15 years of regular full-time employment and participation in a University-sponsored medical plan immediately preceding the retirement date OR" regardless of age, if they have at least 25 years of regular full-time service. The last 10 of those 25 years of University service must be continuous and they must participate in a University -sponsored medical plan during the last 10 years immediately preceding the retirement date.The retiree PPO medical plan and the $5,000 life insurance coverage are self-funded programs, and all medical claims, death benefits and other expenses are paid from the unrestricted net assets of the University. The PFFS plan and the Medicare Supplement plan are fully insured. The retirees pay varying amounts for coverage under the medical plan. As of January 1, 2008, the monthly amounts ranged from$10 to $221 depending on age and dependent coverage options selected.Effective June 30, 2007, the University adopted SFAS No. 158, Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans -an amendment of SFAS No's. 87, 88, 106 and 132(R)("SFAS No. 158"). The new standard requires that the funded status of the plan be fully recognized as a net asset or liability within the statements of financial position. Additionally, SFAS No. 158 requires an employer to measure the funded status of the plan as of the date of the fiscal year-end statement of financial position. The University has historically measured and continues to measure the funded status of the plan as of June 30.22 Future minimum lease payments under operating leases as of June 30, 2008 are as follows: 2009 2010 2011 2012 2013 Thereafter Total minimum lease payments 8. RETIREMENT BENEFITS $ 16,299,000 12,801,000 10,440,000 7,798,000 6,186,000 40,705,000 $ 94.229,000 The University provides retirement benefits for substantially all regular employees, primarily through either contributory defined benefit plans administered by the Commonwealth of Pennsylvania State Employees' Retirement System and The Public School Employees' Retirement System or defined contribution plans administered by the Teachers Insurance and Annuity Association -College Retirement Equity Fund and Fidelity Investments. The University is billed for its share of the estimated actuarial cost of the defined benefit plans ($10,614,000 and $9,866,000 for the years ended June 30, 2008 and 2007, respectively). The University's total cost for retirement benefits, included in expenses, is $99,263,000 and $92,863,000 for the years ended June 30, 2008 and 2007, respectively.

9. POSTRETIREMENT BENEFITS The University sponsors a retiree medical plan covering eligible retirees and eligible dependents.

For the 2008 benefit plan year, this program includes a Preferred Provider Organization ("PPO") plan for retirees and their dependents who are not eligible for Medicare, a Medicare Advantage Private Fee For Service ("PFFS") plan and a Medicare Supplement plan. In addition, the University provides retiree life insurance benefits of $5,000 at no cost to the retiree. A limited number of retirees have $10,000 of life insurance coverage; $5,000 of which is provided by the University and $5,000 is paid by the retiree. Retirees are eligible for medical coverage and life insurance after they retire if:

• they are at least age 60 and have at least 15 years of regular full-time employment and participation in a University-sponsored medical plan immediately preceding the retirement date OR
• regardless of age, if they have at least 25 years of regular full-time service. The last 10 of those 25 years of University service must be continuous and they must participate in a University

-sponsored medical plan during the last 10 years immediately preceding the retirement date. The retiree PPO medical plan and the $5,000 life insurance coverage are self-funded programs, and all medical claims, death benefits and other expenses are paid from the unrestricted net assets of the University. The PFFS plan and the Medicare Supplement plan are fully insured. The retirees pay varying amounts for coverage under the medical plan. As of January 1, 2008, the monthly amounts ranged from $10 to $221 depending on age and dependent coverage options selected. Effective June 30, 2007, the University adopted SFAS No. 158, Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans -an amendment of SFAS No's. 87, 88,106 and 132(R) ("SFAS No. 158"). The new standard requires that the funded status of the plan be fully recognized as a net asset or liability within the statements of financial position. Additionally, SFAS No. 158 requires an employer to measure the funded status of the plan as of the date of the fiscal year-end statement of financial position. The University has historically measured and continues to measure the funded status of the plan as of June 30. 22 The incremental effect of adopting the provision of SFAS No. 158 on the University's statement of financial position at June 30, 2007 is as follows: Prior to Adoption Effect of Adoption$ 103,601,000 $ (103,601,000) As Reported$ 834,562,000 $ 2,978,050,000 Accrued postretirement benefits Unrestricted net assets$ 730,961,000 $ 3,081,651,000 Included in unrestricted net assets at June 30, 2008 and 2007 are the following amounts that have not yet been recognized in net periodic postretirement cost: unrecognized prior service cost (benefit) of ($194,389,000) and ($216,018,000) and unrecognized actuarial loss of $334,646,000 and $319,619,000, respectively. The following sets forth the plan's benefit obligation, plan assets and funded status reconciled with the amounts recognized in the University's consolidated statements of financial position at June 30: Change in benefit obligation: 2008 2007Benefit obligation at beginning of year Service cost Interest cost Actuarial loss Benefits paid Plan amendment Plan assumptionsBenefit obligation at end of year$ 834,562,000 32,882,000 53,390,000 32,793,000 (29,290,000) $ 924.337.000 $ 822,552,000 29,693,000 48,168,000 72,109,000 (29,081,000) (178,478,000) 69,599,000 $ 834.562.000 Change in plan assets: 2008 2007 Fair value of plan assets at beginning of year Employer contributions Benefits paid Fair value of plan assets at end of yearFunded status Unrecognized prior service cost (benefit)Unrecognized net actuarial loss Accrued postretirement benefit expense$29,290,000 (29,290,000) $ (924,337,000) $ (924.337.000) 29,081,000 (29,081,000) $ (834,562,000) Net periodic postretirement cost includes the following components for the years ended June 30: 2008 2007 Service cost Interest cost Amortization of prior service cost Amortization of unrecognized net loss Net periodic postretirement cost$ 32,882,000 53,390,000 (21,629,000) 17,766,000 $ 82.409.000 $ 29,693,000 48,168,000 (21,629,000) 16,863,000 $ 73.095,000 The assumed healthcare cost trend rate used in measuring the accumulated postretirement benefit obligation was 9.00% and_9.50% for the 2007-2008 and 2006-2007 plan years, respectively, reduced by 0.50% per year to a fixed level of 5.00%. The weighted average postretirement benefit obligation discount rate was 6.25% for each of the years ended June 30, 2008 and 2007, respectively. 23 The incremental effect of adopting the provIsion of SFAS No. 158 on the University's statement of financial position at June 30, 2007 is as follows: Accrued postretirement benefits Unrestricted net assets Prior to Adoption $ 730,961,000 $ 3,081,651,000 Effect of Adoption $ 103,601,000 $ (103,601,000) As Reported $ 834,562,000 $ 2,978,050,000 Included in unrestricted net assets at June 30, 2008 and 2007 are the following amounts that have not yet been recognized in net periodic postretirement cost: unrecognized prior service cost (benefit) of ($194,389,000) and ($216,018,000) and unrecognized actuarial loss of $334,646,000 and $319,619,000, respectively. The following sets forth the plan's benefit obligation, plan assets and funded status reconciled with the amounts recognized in the University's consolidated statements of financial position at June 30: Change in benefit obligation: 2008 2007 Benefit obligation at beginning of year $ 834,562,000 $ 822,552,000 Service cost 32,882,000 29,693,000 Interest cost 53,390,000 48,168,000 Actuarial loss 32,793,000 72,109,000 Benefits paid (29,290,000) (29,081,000) Plan amendment (178,478,000) Plan assumptions 69,599,000 Benefit obligation at end of year $ 924,337,000 $ 834.562,000 Change in plan assets: 2008 2007 Fair value of plan assets at beginning of year $ $ Employer contributions 29,290,000 29,081,000 Benefits paid (29,290,000) (29,081,000) Fair value of plan assets at end of year $ $ Funded status $ (924,337,000) $ (834,562,000) Unrecognized prior service cost (benefit) Unrecognized net actuarial loss Accrued postretirement benefit expense $ (924 33Z QQQ) $ 562 QQQ) Net periodic postretirement cost includes the following components for the years ended June 30: 2008 2007 Service cost $ 32,882,000 $ 29,693,000 Interest cost 53,390,000 48,168,000 Amortization of prior service cost (21,629,000) (21,629,000) Amortization of unrecognized net loss 17,766,000 16,863,000 Net periodic postretirement cost $ 82 4Q9 QQQ $ 73 Q95,QQQ The assumed healthcare cost trend rate used in measuring the accumulated postretirement benefit obligation was 9.00% and_9.50% for the 2007-2008 and 2006-2007 plan years, respectively, reduced by 0.50% per year to a fixed level of 5.00%. The weighted average postretirement benefit obligation discount rate was 6.25% for each of the years ended June 30, 2008 and 2007, respectively. 23 If the healthcare cost trend rate assumptions were increased by 1% in each year, the accumulated postretirement benefit obligation would be increased by $160,053,000 and $145,204,000 as of June 30, 2008 and 2007, respectively. The effect of this change on the sum of the service cost and interest cost components of the net periodic postretirement benefit cost would be an increase of $17,898,000 and$16,311,000 as of June 30, 2008 and 2007, respectively. If the healthcare cost trend rate assumptions were decreased by 1% in each year, the accumulated postretirement benefit obligation would be decreased by$127,972,000 and $115,930,000 as of June 30, 2008 and 2007, respectively. The effect of this change on the sum of the service cost and interest cost components of the net periodic postretirement benefit cost would be a decrease of $13,958,000 and $12,664,000 as of June 30, 2008 and 2007, respectively.The postretirement benefits expected to be paid in each year for 2009-2013 are $34,045,000, $36,427,000,$38,902,000, $41,391,000 and $43,614,000, respectively. The benefits expected to be paid in the five years from 2014-2018 are $259,031,000. Gains and losses in excess of 10% of the accumulated postretirement benefit obligation are amortized over the average future service to assumed retirement of active participants.

10. THE MILTON S. HERSHEY MEDICAL CENTER The University's wholly-owned subsidiary, TMSHMC, owns the assets of the clinical enterprise of the Hershey Medical Center complex. The University owns the Hershey Medical Center complex, including all buildings and land occupied by the University Hospital and operates the College of Medicine.

The clinical facilities of the Hershey Medical Center complex are leased to TMSHMC and TMSHMC makes certain payments to support the College of Medicine.11. CONTINGENCIES AND COMMITMENTS Contractual Obliqations The University has contractual obligations for the construction of new buildings and for additions to existing buildings in the amount of $427,549,000 of which $311,370,000 has been paid or accrued as of June 30, 2008. The contract costs are being financed from available resources and from borrowings. Under the terms of certain limited partnership agreements, the University is obligated to periodically advance additional funding for private equity and real estate investments. The University has unfunded commitments of approximately $280,520,000 as of June 30, 2008 for which capital calls have not been exercised. Such commitments generally have fixed expiration dates or other termination clauses. The University maintains sufficient liquidity in its investment portfolio in the event that such calls are exercised. Letters of Credit The University has outstanding letters of credit in the amount of $15,404,000 and $17,328,000 as of June 30, 2008 and 2007, respectively. These letters of credit are used primarily to comply with minimum state and federal regulatory laws that govern various University activities. The fair value of these letters of credit approximates contract values based on the nature of the fee arrangements with the issuing banks.Self-Insurance The University has a coordinated program of commercial and self-insurance for medical malpractice claims at TMSHMC through the use of a qualified trust and a domestic captive insurance company in combination with a self-insured retention layer and is supplementing this program through participation in the Pennsylvania Medical Care Availability and Reduction of Error Fund ("Mcare Fund"), formerly the Pennsylvania Medical Professional Liability Catastrophe Loss Fund ("CAT Fund"), in accordance with Pennsylvania law. An estimate of the present value, discounted at 4%, of the medical malpractice claims liability in the amount of $74,234,000 and $72,877,000 is recorded as of June 30, 2008 and 2007, respectively. 24 If the healthcare cost trend rate assumptions were increased by 1 % in each year, the accumulated postretirement benefit obligation would be increased by $160,053,000 and $145,204,000 as of June 30, 2008 and 2007, respectively. The effect of this change on the sum of the service cost and interest cost components of the net periodic postretirement benefit cost would be an increase of $17,898,000 and $16,311,000 as of June 30, 2008 and 2007, respectively. If the healthcare cost trend rate assumptions were decreased by 1 % in each year, the accumulated postretirement benefit obligation would be decreased by $127,972,000 and $115,930,000 as of June 30, 2008 and 2007, respectively. The effect of this change on the sum of the service cost and interest cost components of the net periodic postretirement benefit cost would be a decrease of $13,958,000 and $12,664,000 as of June 30, 2008 and 2007, respectively. The postretirement benefits expected to be paid in each year for 2009-2013 are $34,045,000, $36,427,000, $38,902,000, $41,391,000 and $43,614,000, respectively. The benefits expected to be paid in the five years from 2014-2018 are $259,031,000. Gains and losses in excess of 10% of the accumulated postretirement benefit obligation are amortized over the average future service to assumed retirement of active participants.

10. THE MILTON S. HERSHEY MEDICAL CENTER The University's wholly-owned subsidiary, TMSHMC, owns the assets of the clinical enterprise of the Hershey Medical Center complex. The University ow'ns the Hershey Medical Center complex, including all buildings and land occupied by the University Hospital and operates the College of Medicine.

The clinical facilities of the Hershey Medical Center complex are leased to TMSHMC and TMSHMC makes certain payments to support the College of Medicine.

11. CONTINGENCIES AND COMMITMENTS Contractual Obligations The University has contractual obligations for the construction of new buildings and for additions to existing buildings in the amount of $427,549,000 of which $311,370,000 has been paid or accrued as of June 30, 2008. The contract costs are being financed from available resources and from borrowings.

Under the terms of certain limited partnership agreements, the University is obligated to periodically advance additional funding for private equity and real estate investments. The University has unfunded commitments of approximately $280,520,000 as of June 30, 2008 for which capital calls have not been exercised. Such commitments generally have fixed expiration dates or other termination clauses. The University maintains sufficient liquidity in its investment portfolio in the event that such calls are exercised. Letters of Credit The University has outstanding letters of credit in the amount of $15,404,000 and $17,328,000 as of June 30, 2008 and 2007, respectively. These letters of credit are used primarily to comply with minimum state and federal regulatory laws that govern various University activities. The fair value of these letters of credit approximates contract values based on the nature of the fee arrangements with the issuing banks. Self-Insurance The University has a coordinated program of commercial and self-insurance for medical malpractice claims at TMSHMC through the use of a qualified trust and a domestic captive insurance company in combination with a self-insured retention layer and is supplementing this program through participation in the Pennsylvania Medical Care Availability and Reduction of Error Fund ("Mcare Fund"), formerly the Pennsylvania Medical Professional Liability Catastrophe Loss Fund ("CAT Fund"), in accordance with Pennsylvania law. An estimate of the present value, discounted at 4%, of the medical malpractice claims liability in the amount of $74,234,000 and $72,877,000 is recorded as of June 30, 2008 and 2007, respectively. 24 On July 1, 2003, TMSHMC became self-insured for all medical malpractice claims asserted on or after July 1, 2003, for all amounts that are below the coverage of the TMSHMC's excess insurance policies and not included in the insurance coverage of the Mcare Fund. Under the self-insurance program, TMSHMC is required to maintain a malpractice trust fund in an amount at least equal to the expected loss of known claims. The balance of this trust fund was $24,648,000 and $16,399,000 at June 30, 2008 and 2007, respectively. TMSHMC intends to fund any claims due during the next year from cash flows from operations. With approval from the Pennsylvania Department of Labor and Industry ("PA-DLI"), the University elected to self-insure potential obligations applicable to workers' compensation. Certain claims under the program are contractually administered by a private agency. The University purchased insurance coverage for excess obligations over $600,000 per incident. An estimate of the self-insured workers' compensation claims liability in the amount of $11,081,000 and $9,662,000 is recorded as of June 30, 2008 and 2007, respectively. The University has established a trust fund, in the amount of $11,001,000 and $9,955,000 at June 30, 2008 and 2007, respectively, as required by PA-DLI, to provide for the payment of claims under this self-insurance program. TMSHMC is self-insured for workers' compensation claims and has purchased an excess policy through a commercial insurer which covers individual claims in excess of $500,000 per incident for workers' compensation claims.The University and TMSHMC are self-insured for certain health care benefits provided to employees. The University and TMSHMC have purchased excess policies which cover employee health benefit claims in excess of $500,000 and $300,000 per employee per year, respectively. The University and TMSHMC provide for reported claims and claims incurred but not reported.Liti~gation and Contingencies Various legal proceedings have arisen in the course of conducting University business. The outcome of such litigation is not expected to have a material effect on the financial position of the University. Based on its operation of the University Hospital (see Note 10), the University, like the healthcare industry, is subject to numerous laws and regulations of federal, state and local governments. Compliance with these laws and regulations can be subject to government review and interpretation, as well as regulatory actions.Recently, government reviews of healthcare providers for compliance with regulations have increased. Although the University believes it has done its best to comply with these numerous regulations, such government reviews could result in significant repayments of previously billed and collected revenues from patient services.12. SUBSEQUENT EVENT On September 29, 2008, the University was notified that Wachovia Bank N.A., as Trustee (the "Trustee") of the Common Fund for Short Term Investments (the "Fund") was initiating the process of terminating the Fund. As part of this termination plan the Trustee has established procedures for an orderly liquidation and distribution of the assets of the Fund to all participants. Liquidity in the Fund was restricted based upon each participant's account value as of the close of business on September 26, 2008. The University's holdings in the Fund as of September 26, 2008 were $465,335,000. As of September 30, 2008, the University has received 10% of the account value and fully anticipates that approximately 50%will be available for withdrawal by October 31, 2008. It is expected that 60% of the Fund will be available by December 31, 2008, 74% by September 30, 2009 and the balance of 26% thereafter. As a result, at June 30, 2008, the University designated $298,037,000 as short-term investments within the consolidated statements of financial position based on the estimate of the timing of the liquidation of the Fund. The University's investment in the Fund at June 30, 2007 of $236,297,000 was reclassified from cash and cash equivalents to short-term investments to conform with the 2008 presentation. The University has evaluated the impact of this termination plan and the availability of funds and has determined that the plan does not have a material impact on the University's financial statements or overall liquidity. 25 On July 1, 2003, TMSHMC became self-insured for all medical malpractice claims asserted on or after July 1, 2003, for all amounts that are below the coverage of the TMSHMC's excess insurance policies and not included in the insurance coverage of the Mcare Fund. Under the self-insurance program, TMSHMC is required to maintain a malpractice trust fund in an amount at least equal to the expected loss of known claims. The balance of this trust fund was $24,648,000 and $16,399,000 at June 30, 2008 and 2007, respectively. TMSHMC intends to fund any claims due during the next year from cash flows from operations. With approval from the Pennsylvania Department of Labor and Industry ("PA-DU"), the University elected to self-insure potential obligations applicable to workers' compensation. Certain claims under the program are contractually administered by a private agency. The University purchased insurance coverage for excess obligations over $600,000 per incident. An estimate of the self-insured workers' compensation claims liability in the amount of $11,081,000 and $9,662,000 is recorded as of June 30, 2008 and 2007, respectively. The University has established a trust fund, in the amount of $11,001,000 and $9,955,000 at June 30, 2008 and 2007, respectively, as required by PA-DU, to provide for the payment of claims under this self-insurance program. TMSHMC is self-insured for workers' compensation claims and has purchased an excess policy through a commercial insurer which covers individual claims in excess of $500,000 per incident for workers' compensation claims. The University and TMSHMC are self-insured for certain health care benefits provided to employees. The University and TMSHMC have purchased excess policies which cover employee health benefit claims in excess of $500,000 and $300,000 per employee per year, respectively. The University and TMSHMC provide for reported claims and claims incurred but not reported. Litigation and Contingencies Various legal proceedings have arisen in the course of conducting University business. The outcome of such litigation is not expected to have a material effect on the financial position of the University. Based on its operation of the University Hospital (see Note 10), the University, like the healthcare industry, is subject to numerous laws and regulations of federal, state and local governments. Compliance with these laws and regulations can be subject to government review and interpretation, as well as regulatory actions. Recently, government reviews of healthcare providers for compliance with regulations have increased. Although the University believes it has done its best to comply with these numerous regulations, such government reviews could result in significant repayments of previously billed and collected revenues from patient services.

12. SUBSEQUENT EVENT On September 29, 2008, the University was notified that Wachovia Bank N.A., as Trustee (the "Trustee")

of the Common Fund for Short Term Investments (the "Fund") was initiating the process of terminating the Fund. As part of this termination plan the Trustee has established procedures for an orderly liquidation and distribution of the assets of the Fund to all participants. Liquidity in the Fund was restricted based upon each partiCipant's account value as of the close of business on September 26, 2008. The University's holdings in the Fund as of September 26, 2008 were $465,335,000. As of September 30, 2008, the University has received 10% of the account value and fully anticipates that approximately 50% will be available for withdrawal by October 31, 2008. It is expected that 60% of the Fund will be available by December 31, 2008, 74% by September 30, 2009 and the balance of 26% thereafter. As a result, at June 30, 2008, the University designated $298,037,000 as short-term investments within the consolidated statements of financial position based on the estimate of the timing of the liquidation of the Fund. The University's investment in the Fund at June 30, 2007 of $236,297,000 was reclassified from cash and cash equivalents to short-term investments to conform with the 2008 presentation. The University has evaluated the impact of this termination plan and the availability of funds and has determined that the plan does not have a material impact on the University's financial statements or overall liquidity. 25

THE PENNSYLVANIA STATE UNIVERSITY BOARD OF TRUSTEES as of September 30, 2008 APPOINTED BY THE GOVERNOR MEMBERS EX OFFICIO ELECTED BY BOARD REPRESENTING BUSINESS AND INDUSTRY CYNTHIA A. BALDWIN Partner, Duane Morris LLP EUGENE B. CHAIKEN Chairman/CEO, Almo Corporation ALVIN H. CLEMENS Chairman and Chief Executive Officer Health Benefits Direct Corporation RODNEY P. HUGHES Graduate Student The Pennsylvania State University IRA M. LUBERT Chairman and Co-founder Independence Capital Partners and Lubert-Adler Partners, L.P.PATRICIA K. POPRIK President, First American Municipals Inc.EDWARD G. RENDELL Governor Commonwealth of Pennsylvania* DENNIS C WOLFF SecretaryPennsylvania Department of Agriculture GERALD L. ZAHORCHAK Secretary Pennsylvania Department of Education MICHAEL DiBERARDINIS Secretary, Pennsylvania Department of Conservation and Natural Resources GRAHAM B. SPANIER President of the University ROBERT J. LEWIS Chief Executive Officer Orbital Engineering, Inc.*Governor's Non-Voting Representative JAMES S. BROADHURST Chairman Eatn Park Hospitality Group, Inc.EDWARD R. HINTZ, JR.President HHR Asset Management, LLC EDWARD P. JUNKER III Retired Vice ChairmanPNC Bank Corp. ROBERT D. METZGAR President North Penn Pipe & Supply, Inc.LINDA B. STRUMPF Vice President and Chief Investment Officer The Ford Foundation JOHN P. SURMA Chairman and Chief Executive Officer United States Steel Corporation ELECTED BY ALUMNI ELECTED BY DELEGATES FROM AGRICULTURAL SOCIETIES MARIANNE E. ALEXANDER President Emerita Public Leadership Education Network H. JESSE ARNELLE Attorney STEVE A. GARBAN Senior Vice President for Finance and OperationslTreasurer Emeritus The Pennsylvania State University GEORGE T HENNING, JR.Business Consultant and Retired CFO LTV Corporation DAVID R. JONES Assistant Managing Editor (Retired)The New York Times DAVID M. JOYNER Orthopedic PhysicianJOEL N. MYERS President AccuWeather, Inc.ANNE RILEY Teacher PAUL V. SUHEY Orthopedic Surgeon Martin and Suhey OrthopedicsKEITH W. ECKEL Sole Proprietor and President Fred W. Eckel Sons Farms, Inc.SAMUEL E. HAYES, JR.BARRON L. HETHERINGTON Owner, B & R Farms BETSY E. HUBER Master, Pennsylvania State Grange KEITH E. MASSER PresidentSterman Masser, Inc.CARL T. SHAFFER President Pennsylvania Farm Bureau EMERITI TRUSTEES HOWARD 0. BEAVER, JR.Director and Retired Chairman of the Board Carpenter Technology Corporation CHARLES C. BROSIUS Retired President, Madboro Mushrooms WALTER J. CONTI Retired Owner Cross Keys Inn/Pipersville Inn DONALD M. COOK, JR.Retired President SEMCOR, Inc.MARIAN U. BARASH COPPERSMITH Retired Chairman of the Board The Barash Group ROBERT M. FREY Attorney-at-Law J. LLOYD HUCK Retired Chairman of the Board Merck and Company, Inc.ROGER A. MADIGAN State Senator 23rd Senatorial District BARRY K. ROBINSON Senior Counsel for Corporate Affairs Recording Industry Association of America L. J. ROWELL, JR.Retired Chairman and Chief Executive Officer Provident Mutual Life Insurance Company STANLEY G. SCHAFFER Retired President Duquesne Light Company WILLIAM A. SCHREYER Chairman Emeritus Merrill Lynch & Co., Inc.CECILE M. SPRINGER President, Springer Associates HELEN D. WISE Former Deputy Chief of Staff for Programs and Secretary of the Cabinet, Governor's Office BOYD E. WOLFF Retired, Owner and Operator Wolfden Farms QUENTIN E. WOOD Retired Chairman of the Board and CEO Quaker State Corporation EDWARD P. ZEMPRELLI Attorney THE PENNSYLVANIA STATE UNIVERSITY APPOINTED BY THE GOVERNOR CYNTHIA A. BALDWIN Partner, Duane Morris LLP EUGENE B. CHAIKEN Chairman/CEO, Alma Corporation ALVIN H. CLEMENS Chairman and Chief Executive Officer Health Benefits Direct Corporation RODNEY P. HUGHES Graduate Student The Pennsylvania State University IRA M. LUBERT Chairman and Co-founder Independence Capital Partners and Lubert-Adler Partners, L.P. PATRICIA K. POPRIK President, First American Municipals Inc. MARIANNE E. ALEXANDER President Emerita Public Leadership Education Network H. JESSE ARNELLE Attorney STEVE A. GARBAN Senior Vice President for Finance and OperationsfTreasurer Emeritus The Pennsylvania State University GEORGE T. HENNING, JR. Business Consultant and Retired CFO LTV Corporation DAVID R. JONES Assistant Managing Editor (Retired) The New York Times HOWARD O. BEAVER, JR. Director and Retired Chairman of the Board Carpenter Technology Corporation CHARLES C. BROSIUS Retired President, Marlboro Mushrooms WALTER J. CONTI Retired Owner Cross Keys Inn/Pipersville Inn DONALD M. COOK. JR. Retired President SEMCOR. Inc. MARIAN U. BARASH COPPERSMITH Retired Chairman of the Board The Barash Group ROBERT M. FREY Attorney-at-Law ELECTED BY ALUMNI BOARD OF TRUSTEES as of September 30, 2008 MEMBERS EX OFFICIO EDWARD G. RENDELL Governor Commonwealth of Pennsylvania* DENNIS C WOLFF Secretary Pennsylvania Department of Agriculture GERALD L. ZAHORCHAK Secretary Pennsylvania Department of Education MICHAEL DiBERARDINIS Secretary, Pennsylvania Department of Conservation and Natural Resources GRAHAM B. SPANIER President of the University ROBERT J. LEWIS Chief Executive Officer Orbital Engineering, Inc. *Governor'g Non-Voting Representative DAVID M. JOYNER Orthopedic Physician JOEL N. MYERS President AccuWeather, Inc. ANNE RILEY Teacher PAUL V. SUHEY Orthopedic Surgeon Martin and Suhey Orthopedics EMERITI TRUSTEES J. LLOYD HUCK Retired Chairman of the Board Merck and Company, Inc. ROGER A. MADIGAN State Senator 23rd Senatorial District BARRY K. ROBINSON Senior Counsel for Corporate Affairs Recording Industry Association of America L. J. ROWELL, JR. Retired Chairman and Chief Executive Officer Provident Mutual Life Insurance Company STANLEY G. SCHAFFER Retired President Duquesne Light Company ELECTED BY BOARD REPRESENTING BUSINESS AND INDUSTRY JAMES S. BROADHURST Chairman Eat'n Park Hospitality Group, Inc. EDWARD R. HINTZ, JR. President HHR Asset Management, LLC EDWARD P. JUNKER III Retired Vice Chairman PNC Bank Corp. ROBERT D. METZGAR President North Penn Pipe & Supply, Inc. LINDA B. STRUMPF Vice President and Chief Investment Officer The Ford Foundation JOHN P. SURMA Chairman and Chief Executive Officer United States Steel Corporation ELECTED BY DELEGATES FROM AGRICULTURAL SOCIETIES KEITH W. ECKEL Sole Proprietor and President Fred W. Eckel Sons Farms, Inc. SAMUEL E. HAYES, JR. BARRON L. HETHERINGTON Owner, B & R Farms BETSY E. HUBER Master, Pennsylvania State Grange KEITH E. MASSER President Sterman Masser, Inc. CARL T. SHAFFER President Pennsylvania Farm Bureau WILLIAM A. SCHREYER Chairman Emeritus Merrill Lynch & Co., Inc. CECILE M. SPRINGER President, Springer Associates HELEN D. 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