##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K/A
 Amendment No. 1
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the fiscal year ended September 30, 2007
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to.
 Commission File Number: 333-117362
 IASIS HEALTHCARE LLC
  DELAWARE
(State or other jurisdiction 
of incorporation or organization)
    
    20-1150104
(I.R.S. Employer
Identification No.)DOVER CENTRE 
117 SEABOARD LANE, BUILDING E 
FRANKLIN, TENNESSEE
(Address of principal executive offices)
    
    37067
(Zip Code)
 (615) 844-2747
   o þ
 þ o
 þ o
 þ
  Large Accelerated filer o
    
    Accelerated filer o
    
    Non-Accelerated filer þ
 o þ




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TABLE OF CONTENTS  PART IIIItem 11. Executive Compensation.Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.Item 13. Certain Relationships and Related Transactions, and Director Independence.Item 14. Principal Accountant Fees and Services.PART IVItem 15. Exhibits and Financial Statement Schedules.SIGNATURESEX-31.3 SECTION 302 CERTIFICATION OF THE PEOEX-31.4 SECTION 302 CERTIFICATION OF THE PFO    Table of Contents  Explanatory Note
  
 PART III
 
 Item 11. Executive Compensation.
 COMPENSATION DISCUSSION AND ANALYSIS
 Executive Summary




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The Executive Compensation Process
 The Compensation Committee
  
    
    Reviewing and approving our compensation philosophy;
    
    Determining executive compensation levels;
    
    Annually reviewing and assessing performance goals and objectives for all
executive officers, with particular emphasis with respect to the Chief Executive
Officer, the Chief Operating Officer and the Chief Financial Officer; and
    
    Determining short-term and long-term incentive compensation for all executive
officers with particular emphasis with respect to the Chief Executive Officer, the
Chief Operating Officer and the Chief Financial Officer.
    Benchmarking Process




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##### Table of Contents



Pay for Performance
  
    
    Adjusted EBITDA year over year growth;
    
    Return on capital;
    
    Peer group comparisons including comparisons of net revenue growth, expense
margins and return on capital;
    
    Individual, company or division performance including certain core performance
measures;
    
    Promotion of an effective, company-wide program that fosters a culture of legal
compliance; and
    
    Response to unusual or extreme events.
  Internal Pay Equity
  Components of the Executive Compensation Program
 Employment Agreements




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Base Salary
   Short-Term Incentive Compensation




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##### Table of Contents



Annual Incentive Target Award Ranges (as a Percentage of Base Salary) for Fiscal 2007
 Threshold
    
    Budget
    
    MaximumDavid R. White
    
    
    20
    %
    
    
    100
    %
    
    
    200
    %W. Carl Whitmer
    
    
    10
    %
    
    
    50
    %
    
    
    100
    %Sandra K. McRee
    
    
    10
    %
    
    
    50
    %
    
    
    100
    %Frank A. Coyle
    
    
    
    
    
    
    35
    %
    
    
    John M. Doyle
    
    
    
    
    
    
    50
    %
    
    
    
  
    
    Adjusted EBITDA year over year growth;
    
    Return on capital;
    
    Peer group comparisons including comparisons of net revenue growth, expense
margins and return on capital;
    
    Individual, company or division performance including certain core performance
measures;
    
    Promotion of an effective, company-wide program that fosters a culture of legal
compliance; and
    
    Response to unusual or extreme events.
   Long-Term Incentive Compensation




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Non-qualified Executive Savings Plan




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Severance and Change in Control Agreements
  Perquisites
  Group term life insurance premiums.
  Impact of Tax and Accounting Rules




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##### Table of Contents



Recovery of Certain Awards
  Compensation Committee Conclusion
  Compensation Committee Report




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##### Table of Contents



Summary Compensation Table
  Change inPension ValueandNon-Equity
    
    NonqualifiedOption
    
    Incentive Plan
    
    Deferred
    
    All OtherSalary
    
    Bonus
    
    Awards
    
    Compensation
    
    Compensation
    
    CompensationName and Principal Position
    
    Year
    
    ($)
    
    ($)(2)
    
    ($)(1)
    
    ($)(3)
    
    Earnings ($)
    
    ($)(4)
    
    Total ($)David R. White
Chairman of the Board &
Chief Executive Officer
    
    
    2007
    
    
    
    786,042
    
    
    
    1,000,000
    
    
    
    
    
    
    
    1,169,063
    
    
    
    
    
    
    
    1,164,462
    
    
    
    4,113,573Sandra K. McRee
President and Chief
Operating Officer
    
    
    2007
    
    
    
    525,525
    
    
    
    800,000
    
    
    
    
    
    
    
    525,525
    
    
    
    
    
    
    
    853,940
    
    
    
    2,704,990W. Carl Whitmer
Chief Financial Officer
    
    
    2007
    
    
    
    468,481
    
    
    
    800,000
    
    
    
    
    
    
    
    468,481
    
    
    
    
    
    
    
    679,394
    
    
    
    2,416,356Frank A. Coyle
Secretary and General Counsel
    
    
    2007
    
    
    
    327,276
    
    
    
    150,000
    
    
    
    
    
    
    
    114,547
    
    
    
    
    
    
    
    117,024
    
    
    
    708,847John M. Doyle
Vice President and Chief
Accounting Officer
    
    
    2007
    
    
    
    246,250
    
    
    
    150,000
    
    
    
    
    
    
    
    123,125
    
    
    
    
    
    
    
    76,539
    
    
    
    595,914
 
 1
    
    Using the prospective transition method upon adoption of SFAS 123(R), the company has
implemented the fair value recognition provisions requiring all share-based payments to
employees granted on or after October 1, 2006, including grants of employee stock options, to
be recognized in the income statement based on their fair values. In accordance with the
provisions of SFAS 123(R), the company has elected to use the Black-Scholes-Merton model in
determining the fair value of its share-based payments. The fair value of compensation costs
will be amortized on a straight-line basis over the requisite service periods of the awards,
generally equal to the awards vesting periods. See the section regarding stock based
compensation in Note 2 to the audited financial statements, Significant Accounting Policies
for additional information.2.
    
    In connection with the refinancing and recapitalization transaction, certain executive
officers, including the named executive officers, received, in recognition of their efforts
associated with the increase in equity value of the company since the Transactions, a special
one-time compensation bonus. The named executive officers respective bonus is represented in
this column.3.
    
    Represents compensation for 2007 to the named executive officers made pursuant to the
companys short-term incentive bonus plan.




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##### Table of Contents



4.
    
    All other compensation in the Summary Compensation Table for fiscal 2007 consisted of the following: David
    
    
    Sandra
    
    
    Carl
    
    
    Frank
    
    
    JohnWhite
    
    
    McRee
    
    
    Whitmer
    
    
    Coyle
    
    
    DoylePayment to cancel preferred stock rollover
options (i)
    
    $
    1,157,033
    
    
    $
    848,837
    
    
    $
    674,504
    
    
    $
    103,770
    
    
    $
    70,563Matching contributions (ii)
    
    
    4,175
    
    
    
    3,861
    
    
    
    4,388
    
    
    
    12,925
    
    
    
    5,625Group term life insurance premiums (iii)
    
    
    3,254
    
    
    
    1,242
    
    
    
    502
    
    
    
    329
    
    
    
    351Totals
    
    $
    1,164,462
    
    
    $
    853,940
    
    
    $
    679,394
    
    
    $
    117,024
    
    
    $
    76,539
 
 (i)
    
    Represents cash payments made in connection with the refinancing and recapitalization transaction in April 2007.(ii)
    
    Represents total company contributions to each named executive officers accounts in the IASIS 401(k) Plan.
With respect to Mr. Coyle, amount also includes $6,277 in company contributions to his account in the companys non-qualified executive
savings plan.(iii)
    
    Represents insurance premiums paid by the company with respect to group term life insurance for the named executive officer. Grants of Plan-Based Awards in Fiscal Year 2007
 Estimated Future Payouts Under Non-Equity Incentive Plan Awards(1)Threshold
    
    Target
    
    MaximumName of Executive
    
    ($)
    
    ($)
    
    ($)David R White
    
    
    172,929
    
    
    
    786,042
    
    
    
    1,572,084Sandra K. McRee
    
    
    52,553
    
    
    
    262,763
    
    
    
    525,525W. Carl Whitmer
    
    
    46,848
    
    
    
    234,241
    
    
    
    468,481Frank A Coyle
    
    
    
    
    
    
    114,547
    
    
    
    John M. Doyle
    
    
    
    
    
    
    123,125
    
    
    
    
 
 1.
    
    Awards made under the 2007 Short Term Incentive Plan Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards Table
 Employment Agreements




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The 2004 Stock Option Plan




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Outstanding Equity Awards at Fiscal 2007 Year-End
  Option AwardsNumber of
    
    Number ofSecurities
    
    SecuritiesUnderlying
    
    UnderlyingUnexercised
    
    Unexercised
    
    Option
    
    OptionOptions (#)
    
    Options (#)
    
    Exercise
    
    ExpirationName
    
    Exercisable
    
    Unexercisable
    
    Price ($)
    
    Date(a)
    
    (b)
    
    (c)
    
    (d)
    
    (e)David R. White
    
    
    219,000
    
    
    
    73,000
    
    
    
    20.00
    
    
    
    6/23/1497,000
    
    
    
    97,000
    
    
    
    20.00
    
    
    
    3/22/151,100
    
    
    
    4,400
    
    
    
    35.68
    
    
    
    4/1/1630,826
    (1)
    
    
    
    
    
    
    8.75
    
    
    
    4/30/1029,832
    (1)
    
    
    
    
    
    
    8.75
    
    
    
    11/30/10Sandra K. McRee
    
    
    70,080
    
    
    
    46,720
    
    
    
    20.00
    
    
    
    6/23/1434,080
    
    
    
    51,120
    
    
    
    20.00
    
    
    
    3/22/15650
    
    
    
    2,600
    
    
    
    35.68
    
    
    
    4/1/1644,501
    (1)
    
    
    
    
    
    
    8.75
    
    
    
    5/31/11W. Carl Whitmer
    
    
    70,080
    
    
    
    46,720
    
    
    
    20.00
    
    
    
    6/23/1434,080
    
    
    
    51,120
    
    
    
    20.00
    
    
    
    3/22/15650
    
    
    
    2,600
    
    
    
    35.68
    
    
    
    4/1/165,073
    (1)
    
    
    
    
    
    
    8.75
    
    
    
    11/30/1030,288
    (1)
    
    
    
    
    
    
    8.75
    
    
    
    10/31/11Frank A. Coyle
    
    
    18,000
    
    
    
    12,000
    
    
    
    20.00
    
    
    
    9/9/1412,000
    
    
    
    18,000
    
    
    
    20.00
    
    
    
    3/22/152,000
    
    
    
    8,000
    
    
    
    35.68
    
    
    
    4/1/165,440
    (1)
    
    
    
    
    
    
    8.75
    
    
    
    4/30/10John M. Doyle
    
    
    10,980
    
    
    
    7,320
    
    
    
    20.00
    
    
    
    9/9/142,680
    
    
    
    4,020
    
    
    
    20.00
    
    
    
    3/22/152,600
    
    
    
    10,400
    
    
    
    35.68
    
    
    
    4/1/163,699
    (1)
    
    
    
    
    
    
    8.75
    
    
    
    6/16/12
 
 1.
    
    Represents fully vested options issued in connection with the Transactions




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Option Award Vesting Schedule for David R. White
 Grant Date
    
    Vesting Schedule6/23/04
    
    25% vests each year for four years from date of grant3/22/2005
    
    25% vests each year for four years from date of grant4/1/2006
    
    25% vests each year for four years from date of grant
 Option Award Vesting Schedule
Named Executive Officers except David R. White
 Grant Date
    
    Vesting Schedule6/23/04
    
    20% vests each year for five years from date of grant9/9/2004
    
    20% vests each year for five years from date of grant3/22/2005
    
    20% vests each year for five years from date of grant4/1/2006
    
    20% vests each year for five years from date of grant
 Option Exercises and Stock Vested for Fiscal 2007
 Option AwardsNumber of Preferred Shares
    
    ValueExecutive
    
    Underlying Rollover Options
    
    Realized(1)($)David R. White
    
    
    1,213.17
    
    
    
    1,157,033Sandra K. McRee
    
    
    890.02
    
    
    
    848,837W. Carl Whitmer
    
    
    707.23
    
    
    
    674,504Frank A. Coyle
    
    
    108.80
    
    
    
    103,770John M. Doyle
    
    
    73.99
    
    
    
    70,563
 
 1.
    
    Represents the cash payment made by the company equal to the excess of the accreted per share
value of the preferred stock over the exercise price of the preferred stock rollover options. Pension Benefits




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##### Table of Contents



Nonqualified Deferred Compensation for Fiscal 2007
  Executive
    
    Registrant
    
    Aggregate
    
    Aggregate
    
    AggregateContributions in
    
    Contributions
    
    Earnings
    
    Withdrawals/
    
    BalanceLast FY
    
    in Last FY
    
    in Last FY
    
    Distributions
    
    at Last FYEName
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)Frank A. Coyle
    
    
    55,642
    
    
    
    6,277
    (1)
    
    
    12,231
    
    
    
    
    
    
    
    85,278
 
 1.
    
    Our contribution of $6,277 to the nonqualified deferred compensation plan in 2007 is included in
the Summary Compensation Table for 2007 in the All Other Compensation column.     Employment Agreements




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##### Table of Contents



Potential Payments Upon Termination or Change in Control
 The Employment Agreements
  Death
        Disability




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##### Table of Contents



Termination by the Company for Cause
  By the Company without Cause




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##### Table of Contents



By the Executive for Good Reason
        By the Executive without Good Reason or the Executives Failure to Extend the Employment
Term
  Definition of Good Reason




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##### Table of Contents



The Companys Failure to Extend the Employment Term
        Definition of Change of Control
    not




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##### Table of Contents



IAS 2004 Stock Option Plan
 Vesting Date of Options
     Definition of Change of Control
  Definition of Good Reason
     Definition of Cause




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##### Table of Contents



Summary of Payments Made Upon Termination or a Change of Control
  Involuntary
    
    InvoluntaryTermination Without
    
    Termination For
    
    
    
    
    
    Resignation For
    
    
    
    
    
    
    
    
    
    
    
    
    
    Change InDavid R. White
    
    Cause ($)
    
    Cause ($)
    
    Resignation ($)
    
    Good Reason ($)
    
    Retirement ($)
    
    Death ($)
    
    Disability ($)
    
    Control ($)Cash severance
    
    
    3,955,126
    
    
    
    
    
    
    
    
    
    
    
    3,955,126
    
    
    
    
    
    
    
    1,977,563
    
    
    
    2,381,813
    
    
    
    3,955,126Non-equity
incentive for year
of termination
    
    
    1,169,063
    
    
    
    
    
    
    
    
    
    
    
    1,169,063
    
    
    
    
    
    
    
    1,169,063
    
    
    
    1,169,063
    
    
    
    1,169,063Health and welfare
continuation
    
    
    14,537
    
    
    
    
    
    
    
    
    
    
    
    14,537
    
    
    
    
    
    
    
    13,840
    
    
    
    13,840
    
    
    
    14,537Total
    
    
    5,138,726
    
    
    
    
    
    
    
    
    
    
    
    5,138,726
    
    
    
    
    
    
    
    3,160,466
    
    
    
    3,564,,716
    
    
    
    5,138,726
 Involuntary
    
    InvoluntaryTermination Without
    
    Termination For
    
    
    
    
    
    Resignation For
    
    
    
    
    
    
    
    
    
    
    
    
    
    Change InSandra K. McRee
    
    Cause
    
    Cause
    
    Resignation
    
    Good Reason
    
    Retirement
    
    Death
    
    Disability
    
    ControlCash severance
    
    
    2,132,130
    
    
    
    
    
    
    
    
    
    
    
    2,132,130
    
    
    
    
    
    
    
    1,066,065
    
    
    
    1,336,335
    
    
    
    2,132,130Non-equity
incentive for year
of termination
    
    
    525,525
    
    
    
    
    
    
    
    
    
    
    
    525,525
    
    
    
    
    
    
    
    525,525
    
    
    
    525,525
    
    
    
    525,525Health and welfare
continuation
    
    
    15,069
    
    
    
    
    
    
    
    
    
    
    
    15,069
    
    
    
    
    
    
    
    14,347
    
    
    
    13,840
    
    
    
    15,069Total
    
    
    2,672,724
    
    
    
    
    
    
    
    
    
    
    
    2,672,724
    
    
    
    
    
    
    
    1,605,937
    
    
    
    1,875,700
    
    
    
    2,672,724
 Involuntary
    
    InvoluntaryTermination Without
    
    Termination For
    
    
    
    
    
    Resignation For
    
    
    
    
    
    
    
    
    
    
    
    
    
    Change InW. Carl Whitmer
    
    Cause
    
    Cause
    
    Resignation
    
    Good Reason
    
    Retirement
    
    Death
    
    Disability
    
    ControlCash severance
    
    
    1,900,694
    
    
    
    
    
    
    
    
    
    
    
    1,900,694
    
    
    
    
    
    
    
    950,347
    
    
    
    1,191,280
    
    
    
    1,900,694Non-equity
incentive for year
of termination
    
    
    468,481
    
    
    
    
    
    
    
    
    
    
    
    468,481
    
    
    
    
    
    
    
    468,481
    
    
    
    468,481
    
    
    
    468,481Health and welfare
continuation
    
    
    17,042
    
    
    
    
    
    
    
    
    
    
    
    17,042
    
    
    
    
    
    
    
    16,225
    
    
    
    16,225
    
    
    
    17,042Total
    
    
    2,386,217
    
    
    
    
    
    
    
    
    
    
    
    2,386,217
    
    
    
    
    
    
    
    1,435,053
    
    
    
    1,675,986
    
    
    
    2,386,217




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##### Table of Contents



Director Compensation for Fiscal 2007
  Fees Earned
    
    Stockor Paid in
    
    Awards
    
    Option
    
    All OtherName
    
    Cash ($)
    
    ($)(1)(2)
    
    Awards ($)(1)(2)
    
    Compensation ($)
    
    Total ($)Jonathan J. Coslet
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    David Dupree
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Kirk E. Gorman
    
    
    37,500
    
    
    
    18,750
    
    
    
    5,783
    
    
    
    
    
    
    
    62,033Curtis Lane
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Todd B. Sisitsky
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Paul S. Levy
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Jeffrey C. Lightcap
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Sharad Mansukani
    
    
    37,500
    
    
    
    18,750
    
    
    
    4,277
    
    
    
    
    
    
    
    60,527
 
 1.
    
    Using the prospective transition method upon adoption of SFAS 123(R), the company has
implemented the fair value recognition provisions requiring all share-based payments to employees
granted on or after October 1, 2006, including grants of employee stock options, to be recognized
in the income statement based on their fair values. In accordance with the provisions of SFAS
123(R), the company has elected to use the Black-Scholes-Merton model in determining the fair value
of its share-based payments. The fair value of compensation costs will be amortized on a
straight-line basis over the requisite service periods of the awards, generally equal to the
awards vesting periods.2.
    
    Each option grant vests one year from date of grant. Similarly, the restrictions with respect to
the stock award are lifted one year from the date of grant. The date of grant for the stock award
and options award for Messrs. Gorman and Mansukani were February 14, 2007 and April 14, 2007,
respectively. The options will vest and the restrictions on the stock will be lifted for Mr. Gorman
and Mansukani February 14, 2008 and April 14, 2008, respectively, provided that the individuals
remain members of the board. Aggregate Options Held
    
    Aggregate Stock AwardsName
    
    at Fiscal Year End
    
    Held at Fiscal Year EndJonathan J. Coslet
    
    
    
    
    
    
    David Dupree
    
    
    
    
    
    
    Kirk E. Gorman
    
    
    2,240
    
    
    
    2,240Curtis Lane
    
    
    
    
    
    
    Todd B. Sisitsky
    
    
    
    
    
    
    Paul S. Levy
    
    
    
    
    
    
    Jeffrey C. Lightcap
    
    
    
    
    
    
    Sharad Mansukani
    
    
    2,003
    
    
    
    2,003




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Committee Interlocks and Insider Participation




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##### Table of Contents



Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters.
 Equity Compensation Plans
  
    
    the number of securities to be issued upon the exercise of outstanding options;
    
    the weighted-average exercise price of the outstanding options; and
    
    the number of securities remaining available for future issuance under the plans.
  Remaining Availablefor Future IssuanceNumber of
    
    
    
    
    
    
    Under EquitySecurities to be
    
    
    
    
    
    
    Compensation PlansIssued Upon
    
    
    Weighted-average
    
    
    (excluding securitiesExercise of
    
    
    Exercise Price of
    
    
    reflected in thePlan Category
    
    Outstanding Options
    
    
    Outstanding Options
    
    
    first column)Equity compensation plans
approved by security holders
common stock(1)
    
    
    1,654,275
    
    
    $
    20.78
    
    
    
    557,525Equity compensation plans not
approved by security
holders
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    1,654,275
    
    
    $
    20.78
    
    
    
    557,525
 
 (1)
    
    Consists of 163,150 shares of common stock to be issued upon exercise of rollover options
issued in connection with the Transactions, with an exercise price of $8.75 per share, and
1,491,125 shares of common stock to be issued upon exercise of options issued under IASs 2004
Stock Option Plan, with exercise prices ranging from $20.00 to $35.68 per share. Of the
2,048,650 shares of common stock currently authorized for issuance under the 2004 Stock Option
Plan, 557,525 shares remain available for future issuance. Beneficial Ownership of Common Stock




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##### Table of Contents



Percentage of
    
    Percentage ofPreferred Shares
    
    Common Shares
    
    Preferred Shares
    
    Common SharesBeneficial Owners
    
    Beneficially Owned
    
    Beneficially Owned (a)
    
    Beneficially Owned
    
    Beneficially OwnedIASIS Investment (b)(c)
    
    
    80,784
    
    
    
    14,600,000
    
    
    
    100.0
    %
    
    
    100.0
    %David R. White
    
    
    
    
    
    
    377,758
    
    
    
    *
    
    
    
    *Sandra K. McRee
    
    
    
    
    
    
    149,311
    
    
    
    *
    
    
    
    *W. Carl Whitmer
    
    
    
    
    
    
    140,171
    
    
    
    *
    
    
    
    *Frank A. Coyle
    
    
    
    
    
    
    37,440
    
    
    
    *
    
    
    
    *John M. Doyle
    
    
    
    
    
    
    19,959
    
    
    
    *
    
    
    
    *Jonathan J. Coslet (c)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    David Dupree
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Kirk E. Gorman (c)
    
    
    
    
    
    
    3,940
    (d)
    
    
    *
    
    
    
    *Curtis Lane
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Todd B. Sisitsky (c)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Paul S. Levy (e)
    
    
    15,187
    
    
    
    2,744,800
    
    
    
    18.8
    %
    
    
    18.8
    %Jeffrey C. Lightcap
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Sharad Mansukani (c)
    
    
    
    
    
    
    3,466
    (d)
    
    
    *
    
    
    
    *Current directors and
executive officers as
a group (21 persons)
    
    
    80,784
    
    
    
    15,360,825
    
    
    
    100.0
    %
    
    
    100.0
    %
 
 *
    
    Less than 1%.(a)
    
    The following shares of common stock subject to options converted by management in connection
with the Transactions currently exercisable or exercisable within
60 days of January 28, 2008,
are deemed outstanding for the purpose of computing the percentage ownership of the person
holding such options but are not deemed outstanding for the purpose of computing the
percentage ownership of any other person: Mr. White, 377,758; Ms. McRee, 149,311; Mr. Whitmer,
140,171; Mr. Coyle, 37,440; Mr. Doyle, 19,959; and all current directors and executive
officers as a group (21 persons), 760,825.(b)
    
    The membership interests of IASIS Investment are owned as follows: TPG, 74.4%, JLL, 18.8%,
and Trimaran, 6.8%. TPG Advisors III, Inc. and TPG Advisors IV, Inc. through their ownership
of TPG, which owns a controlling interest in IASIS Investment, may be deemed to beneficially
own all of the shares of preferred stock and common stock owned by IASIS Investment.(c)
    
    David Bonderman, James G. Coulter and William S. Price, III are directors, executive officers
and the sole shareholders of TPG Advisors III, Inc. and TPG Advisors IV, Inc. TPG Advisors
III, Inc. and TPG Advisors IV, Inc. through their ownership of TPG, which owns a controlling
interest in IASIS Investment, may be deemed to beneficially own all of the shares of preferred
stock and common stock owned by IASIS Investment. Messrs. Bonderman, Coulter and Price, by
virtue of their positions with TPG Advisors III, Inc. and TPG Advisors IV, Inc. may be deemed
to have investment powers and beneficial ownership with respect to all of the shares of
preferred stock and common stock owned by IASIS Investment. Each of Messrs. Bonderman, Coulter
and Price disclaims beneficial ownership of these shares of preferred stock and common stock.
None of Messrs. Coslet, Sisitsky, Gorman or Mansukani has investment power over any of the
shares of preferred stock and common stock owned by IASIS Investment.(d)
    
    Represents shares of restricted stock, and options currently or exercisable within 60 days of
January 28, 2008, granted to Messrs. Gorman and Mansukani pursuant to Director Compensation
and Restricted Stock Award Agreements.(e)
    
    Mr. Levy is a senior managing director of JLL Partners, Inc. which, through its controlling
interest in JLL, which owns 18.8% of IASIS Investment, may be deemed to beneficially own 18.8%
of the shares of preferred stock and common stock owned by IASIS Investment. Accordingly, Mr.
Levy may be deemed to beneficially own 18.8% of the shares of preferred stock and common stock
owned by IASIS Investment.




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##### Table of Contents



Item 13. Certain Relationships and Related Transactions, and Director Independence.
 IASIS Investment Limited Liability Company Operating Agreement
    Investor Rights Agreement
  Management Services Agreement




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##### Table of Contents



Income Tax Allocations
  Policy on Transactions with Related Persons
   
 Item 14. Principal Accountant Fees and Services.
  Fiscal
    
    Fiscal2007
    
    2006Audit Fees (a)
    
    $
    1,559,300
    
    
    $
    1,115,700Audit-Related Fees (b)
    
    
    209,500
    
    
    
    315,500Tax Fees
    
    
    20,100
    
    
    
    12,000All Other Fees (c)
    
    
    
    
    
    
    64,000
 
 (a)
    
    Audit Fees represent fees billed for professional services rendered for the audit of our
annual financial statements and review of our quarterly financial statements, and audit
services provided in connection with other statutory or regulatory filings.(b)
    
    Audit-Related Fees represent fees billed for assurance services related to the audit of our
financial statements, as well as certain due diligence projects.(c)
    
    All Other Fees represent fees for services provided to us not otherwise included in the
categories above.




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##### Table of Contents



PART IV
 
 Item 15. Exhibits and Financial Statement Schedules .
  Exhibit No.
    
    Description31.3
    
    Certification of Principal Executive Officer Pursuant to Rule
15d-14(a) under the Securities Exchange Act of 1934, as
Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of
200231.4
    
    Certification of Principal Financial Officer Pursuant to Rule
15d-14(a) under the Securities Exchange Act of 1934, as
Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002




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##### Table of Contents



SIGNATURES
  IASIS HEALTHCARE LLCDate: January 28, 2008
    By:
    /s/ David R. WhiteDavid R. WhiteChairman of the Board and Chief Executive Officer  Signature
    
    Title
    
    Date/s/ David R. White

David R. White
    
    Chairman of the Board and
Chief Executive Officer
(Principal Executive
Officer)
    
    January 28, 2008/s/ W. Carl Whitmer

W. Carl Whitmer
    
    Chief Financial Officer
(Principal Financial
Officer)
    
    January 28, 2008/s/ John M. Doyle

John M. Doyle
    
    Chief Accounting Officer
(Principal Accounting
Officer)
    
    January 28, 2008/s/ Johathon J. Coslet

Jonathan J. Coslet
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)
    
    January 28, 2008/s/ David Dupree

David Dupree
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)
    
    January 28, 2008/s/ Kirk E. Gorman

Kirk E. Gorman
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)
    
    January 28, 2008Curtis Lane
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)Todd B. Sisitsky
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)




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##### Table of Contents



Signature
    
    Title
    
    DatePaul S. Levy
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)/s/ Jeffrey C. Lightcap

Jeffrey C. Lightcap
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)
    
    January 28, 2008/s/ Sharad Mansukani

Sharad Mansukani
    
    Director of IASIS
Healthcare Corporation
(sole member of IASIS
Healthcare LLC)
    
    January 28, 2008