Ryan Danks

Steven Kramer

Seth Grossman

Rebecca Perlmutter

U.S. Department of Justice Antitrust Division

1401 H Street, N.W., Suite 4000

Washington, D.C. 20530

(202) 307-0001

Attorneys for the United States

Terry Goddard, Attorney General

Nancy Bonnell, Unit Chief, ID #016382

Consumer Protection and Advocacy Section

Department of Law Building, Room #259

1275 West Washington Street

Phoenix, AZ 85007-2997

(602) 542-7728

Attorneys for the State of Arizona

Andrew S. Gordon, ID #03660

Coppersmith Gordon Schermer & Brockelman PLC

2800 North Central Avenue, Suite 1000

Phoenix, AZ 85004

(602) 381-5460

Facsimile: (602) 224-6020

Attorney for Arizona Hospital and Healthcare Association and

AzHHA Service Corporation

UNITED STATES DISTRICT COURT

DISTRICT OF ARIZONA

United States of America and the State of Arizona,

Plaintiffs,

v.

Arizona Hospital and Healthcare Association and AzHHA Service Corporation,

Defendants.

CASE NO. CV07-1030-PHX

STIPULATION

STIPULATION

It is stipulated by and between the undersigned parties, by their respective attorneys, that:

1.	The Court has jurisdiction over the subject matter of this action and over the parties, and venue of this action is proper in the District of Arizona

2.	The parties stipulate that a proposed Final Judgment in the form attached as Exhibit A may be entered by the Court, upon the motion of any party or upon the Court's own motion, at any time after compliance with the requirements of the Antitrust Procedures and Penalties Act, 15 U.S.C. § 16, and without further notice to any party or other proceedings, provided that the United States has not withdrawn its consent, which it may do at any time before the entry of the proposed Final Judgment by serving notice thereof on Defendants and by filing that notice with the Court.

3.	If the United States has withdrawn its consent or the proposed Final Judgment is not entered pursuant to this Stipulation, the time has expired for all appeals of any Court ruling declining entry of the proposed Final Judgment, and the Court has not otherwise ordered continued compliance with the terms and provisions of the proposed Final Judgment, then the parties are released from all further obligations under this Stipulation, and the making of this Stipulation shall be without prejudice to any party in this or any other proceeding.

FOR PLAINTIFF

UNITED STATES OF AMERICA:

/s/ Ryan Danks

Ryan Danks

Litigation I Section

Antitrust Division

U.S. Department of Justice

1401 H Street, N.W., Suite 4000

Washington, D.C. 20530

(202) 307-0001

Facsimile: (202) 307-5802

FOR PLAINTIFF

STATE OF ARIZONA:

/s/ Nancy Bonnell

Terry Goddard, Attorney General

Nancy Bonnell, Unit Chief, ID # 016382

Consumer Protection and Advocacy Section

Department of Law Building, Room #259

1275 West Washington Street

Phoenix, AZ 85007-2997

(602) 542-7728

Facsimile: (602) 542-9088

FOR DEFENDANTS

ARIZONA HOSPITAL AND HEALTHCARE ASSOCIATION and AZHHA SERVICE CORPORATION:

/s/ Andrew S. Gordon

Andrew S. Gordon, ID #03660

Coppersmith Gordon Schermer & Brockelman PLC

2800 North Central Avenue, Suite 1000

Phoenix, AZ 85004

(602) 381-5460

Facsimile: (602) 224-6020

CERTIFICATE OF SERVICE

I hereby certify that on May 22, 2007, I electronically transmitted the attached document to the Clerk's Office using the CM/ECF System for filing and transmittal of a Notice of Electronic Filing to the following CM/ECF registrants:

Nancy Bonnell, Antitrust Unit Chief, ID #016382

Consumer Protection and Advocacy Section

Department of Law Building, Room #259

1275 West Washington Street

Phoenix, AZ 85007-2997

(602) 542-7728

Attorney for the State of Arizona

Andrew S. Gordon

Coppersmith Gordon Schermer & Brockelman PLC

2800 North Central Avenue, Suite 1000

Phoenix, AZ 85004

(602) 381-5460

Facsimile: (602) 224-6020

Attorney for the Defendants

/s/ Ryan Danks

United States Department of Justice

Antitrust Division