Second Supplemental Indenture



 Exhibit 4.15 
 SECOND SUPPLEMENTAL INDENTURE 
  
 This Second Supplemental Indenture (this “Supplemental Indenture”), dated as of July 25, 2012, among HMA CAT, LLC, a Texas limited liability company (the “Guaranteeing
Subsidiary”), a subsidiary of Health Management Associates, Inc., a Delaware corporation (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). 

W I T N E S S E T H

 WHEREAS, the Company and the Guarantors (as defined in the Indenture referred to below) have heretofore
executed and delivered to the Trustee an indenture (the “Indenture”), dated as of November 18, 2011, providing for the issuance of 7.375% Senior Notes due 2020 of the Company (the “Notes”); 

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary shall execute and deliver
to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally Guarantee all of the Company’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein and under the
Indenture; and 
 WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute
and deliver this Supplemental Indenture. 
 NOW THEREFORE, in consideration of the foregoing and for other good
and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders as follows: 

1.          Capitalized
Terms.    Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture. 
 2.          Subsidiary Guarantor.     The Guaranteeing Subsidiary hereby agrees to be a Subsidiary Guarantor under the
Indenture and to be bound by the terms of the Indenture applicable to Guarantors, including Article 10 thereof. 
 3.          Governing Law.        THIS SUPPLEMENTAL INDENTURE WILL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK (WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAWS). EACH OF THE PARTIES HERETO AGREES TO SUBMIT TO THE JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF
OR RELATING TO THE INDENTURE, THE NOTES, THE NOTE GUARANTEES OR THE TRANSACTIONS CONTEMPLATED BY THE INDENTURE. 
 4.          Waiver of Jury Trial.    EACH OF THE GUARANTEEING SUBSIDIARY AND THE TRUSTEE HEREBY IRREVOCABLY WAIVES, TO THE
FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS SUPPLEMENTAL INDENTURE, THE INDENTURE, THE NOTES OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.


5.          Counterparts.    The parties
may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. 
 6.          Headings.    The headings of the Sections of this Supplemental Indenture have been inserted for convenience of
reference only, are not to be considered a part of this Supplemental Indenture and shall in no way modify or restrict any of the terms or provisions hereof. 







 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental
Indenture to be duly executed, all as of the date first above written. 
  

							
	 HMA CAT, LLC
	 	
			
	 By:
	 	 /s/ Linda A. Epstein
	 	
		 	 Name: Linda A. Epstein
	 	
		 	 Title: Vice President
	 	
		
	 U.S. BANK NATIONAL ASSOCIATION, 
	 	
		 	 as Trustee
	 	
			
	 By:
	 	 /s/ Michael C. Daly
	 	
		 	 Name: Michael C. Daly
	 	
		 	 Title: Vice President
	 	


  
  
  

 
 [Signature Page of 2011 Second Supplemental Indenture]