EX-4.8C






Exhibit 4.8(c)




          AMENDMENT No. 2, dated as of March 2, 2009 (this “Amendment”), to the Credit
Agreement, dated as of November 17, 2006 (as amended on February 16, 2007, the “Credit
Agreement”), among HCA Inc. (the “Company” or the “Parent Borrower”), HCA UK
Capital Limited (the “European Subsidiary Borrower” and, collectively with the Parent
Borrower, the “Borrowers”), the lending institutions from time to time parties thereto
(each a “Lender” and, collectively, the “Lenders”), Bank of America, N.A., as
Administrative Agent, Swingline Lender and Letter of Credit Issuer, JPMorgan Chase Bank, N.A. and
Citicorp North America, Inc., as Co-Syndication Agents, Banc of America Securities LLC, J.P. Morgan
Securities Inc., Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, as Joint Lead Arrangers and Bookrunners, Deutsche Bank Securities Inc. and Wachovia
Capital Markets LLC, as Joint Bookrunners, and Merrill Lynch Capital Corporation, as Documentation
Agent. Capitalized terms used but not defined herein have the meanings provided in the Credit
Agreement.




          WHEREAS, Section 14.1 of the Credit Agreement permits the Required Lenders or, with the
consent of the Required Lenders, the Administrative Agent and/or the Collateral Agent, to enter
into amendments, supplements or other modifications to the Credit Agreement and the other Credit
Documents with the relevant Credit Parties;




          WHEREAS, the Credit Parties desire to amend the Credit Agreement and the other Credit
Documents on the terms set forth herein;




          NOW, THEREFORE, in consideration of the premises and covenants contained herein and for other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto, intending to be legally bound hereby, agree as follows:




          Section 1 Amendments.




          (a) Section 1.1 of the Credit Agreement is hereby amended by adding the following definitions
in proper alphabetical order:





          “Additional General Intercreditor Agreement” shall mean, in connection with any
incurrence of any Future Secured Notes constituting First Lien Obligations, any agreement,
in form reasonably satisfactory to the Administrative Agent, among the Collateral Agent, on
behalf of the holders of such First Lien Obligations, and the collateral agent and
authorized representatives (or either thereof if reasonably satisfactory to the
Administrative Agent) for the holders of each of the Senior Second Lien Notes, the
Additional Senior Second Lien Notes and any other Indebtedness secured on a pari passu basis
with the Senior Second Lien Notes and the Additional Senior Second Lien Notes, in each case
to the extent then outstanding, providing that the Liens securing such Senior Second Lien
Notes, Additional Senior Second Lien Notes and any other Indebtedness secured on a pari
passu basis with the Senior Second Lien Notes is subordinated to the Lien of the Collateral
Agent for the benefit of the holders of such First Lien Obligations on substantially the
same basis as is provided for with respect to the Lien securing the Obligations pursuant to
the General Intercreditor Agreement.



 









 






          “Additional Receivables Intercreditor Agreement” shall mean, in connection with any
incurrence of any Future Secured Notes constituting First Lien Obligations, any agreement,
in form reasonably satisfactory to the Administrative Agent, between the Collateral Agent,
on behalf of the holders of such First Lien Obligations, and the Receivables Collateral
Agent providing that the Liens of the Collateral Agent for the benefit of the holders of
such First Lien Obligations are junior to the Liens securing the obligations under the ABL
Facility to substantially the same extent as the Liens securing the Obligations are junior
to the Liens securing the obligations under the ABL Facility pursuant to the Receivables
Intercreditor Agreement.




          “Additional Senior Second Lien Notes” shall mean the Parent Borrower’s $310,000,000
aggregate principal amount of 9.875% senior secured notes due 2017.




          “First Lien Intercreditor Agreement” shall mean the Intercreditor Agreement
substantially in the form of Exhibit M among the Administrative Agent, the
Collateral Agent and the representatives for purposes thereof for any other First Lien
Secured Parties, as the same may be amended, supplemented, restated, modified, or waived
from time to time in accordance with the terms thereof.




          “First Lien Obligations” shall mean the Obligations and the Future Secured Notes
Obligations (other than any Future Secured Notes Obligations that are secured by a Lien
ranking junior to the Lien securing the Obligations), collectively.




          “First Lien Secured Parties” shall mean the Secured Parties and the Future Secured
Notes Secured Parties and any representative on their behalf for such purposes (other than
the holders of any Future Secured Notes Obligations, and any such representative on their
behalf, that are secured by a Lien ranking junior to the Lien securing the Obligations),
collectively.




          “Future Secured Notes” shall mean senior secured notes (which notes may either have the
same lien priority as the Obligations or may be secured by a Lien ranking junior to the Lien
securing the Obligations) in each case issued by the Parent Borrower or a U.S. Guarantor,
(a) the terms of which do not provide for any scheduled repayment, mandatory redemption or
sinking fund obligations prior to the Tranche B-1 Term Loan Maturity Date (other than
customary offers to repurchase upon a change of control, asset sale or event of loss and
customary acceleration rights after an event of default), (b) the covenants, events of
default, guarantees, collateral and other terms of which (other than interest rate and
redemption premiums), taken as a whole, are not more restrictive to the Parent Borrower and
the Subsidiaries than those in this Agreement; provided that a certificate of an
Authorized Officer of the Parent Borrower delivered to the Administrative Agent at least
three Business Days (or such shorter period as the Administrative Agent may reasonably
agree) prior to the incurrence of such Indebtedness, together with a reasonably detailed
description of the material terms and conditions of such Indebtedness or drafts of the
documentation relating thereto, stating that the Parent Borrower has determined in good
faith that such terms and conditions satisfy the foregoing requirement shall be conclusive
evidence that such terms and conditions satisfy the foregoing requirement unless the Administrative Agent notifies the Parent Borrower within



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two Business Days after receipt of such certificate that it disagrees with such
determination (including a reasonable description of the basis upon which it disagrees), and
(c) of which no Subsidiary of the Parent Borrower (other than a U.S. Guarantor) is an
obligor and which are not secured by any Collateral other than the U.S. Collateral.




          “Future Secured Notes Documents” shall mean any document or instrument issued or
executed and delivered with respect to any Future Secured Notes by any Credit Party.




          “Future Secured Notes Obligations” shall mean, if any Future Secured Notes are issued,
all advances to, and debts, liabilities, obligations, covenants and duties of, any Credit
Party arising under any Future Secured Notes Document, whether direct or indirect (including
those acquired by assumption), absolute or contingent, due or to become due, now existing or
hereafter arising and including interest and fees that accrue after the commencement by or
against any Credit Party or any Affiliate thereof of any proceeding under any bankruptcy or
insolvency law naming such Person as the debtor in such proceeding, regardless of whether
such interest and fees are allowed claims in such proceeding.




          “Future Secured Notes Secured Parties” shall mean the holders from time to time of the
Future Secured Notes Obligations.




          “Second Amendment Date” shall have the meaning assigned thereto in Section 4 hereof,
which date occurred on March 2, 2009.



          (b) Section 1.1 of the Credit Agreement is hereby amended by deleting the definition of
“Collateral Agent” contained therein and replacing it with the following:





          “Collateral Agent” shall mean, with respect to references to such term in this
Agreement and the European Security Documents, Bank of America, N.A., in its capacity as
collateral agent for the Lenders under this Agreement in accordance with the terms of this
Agreement, and with respect to references to such term in the U.S. Security Documents, Bank
of America, N.A., in its capacity as collateral agent for the First Lien Secured Parties
under the U.S. Security Documents in accordance with the terms of the U.S. Security
Documents, or any successor collateral agent pursuant to any such document.



          (c) Section 1.1 of the Credit Agreement is hereby amended by deleting the definition of
“Debt Incurrence Prepayment Event” contained therein and replacing it with the following:





          “Debt Incurrence Prepayment Event” shall mean any issuance or incurrence by the Parent
Borrower or any of the Restricted Subsidiaries of any Indebtedness (excluding any
Indebtedness permitted to be issued or incurred under Section 10.1 other than
Section 10.1(o) or Section 10.1(y)(i)).



          (d) Section 1.1 of the Credit Agreement is hereby amended by changing the the proviso in the
definition of “Permitted Additional Debt” as follows:




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     (i) deleting the word “is” immediately following the words “Parent Borrower” on the
first full line of such proviso;




     (ii) replacing the word “five” with “three” immediately after the words “at least”; and




     (iii) replacing the words “prior to such incurrence” with “within two Business Days
after receipt of such certificate” immediately after the words “notifies the Parent
Borrower”.



          (e) Section 1.1 of the Credit Agreement is hereby amended by deleting the word “and” in the
definition of “Revaluation Date” immediately before clause (b) therein and inserting the following
immediately prior to the period at the end of such definition:





“; and (c) in the case of Term Loans, (i) any date of prepayment of Term Loans pursuant to
Section 5.2 and (ii) such other dates as the Administrative Agent may determine.



          (f) Section 1.1 of the Credit Agreement is hereby amended by deleting the definition of
“U.S. Security Documents” contained therein and replacing it with the following:





          “U.S. Security Documents” shall mean, collectively, (a) the U.S. Guarantee, (b) the
U.S. Pledge Agreement, (c) the U.S. Security Agreement, (d) the Mortgages, (e) the
Intercreditor Agreements, (f) the First Lien Intercreditor Agreement and (g) each other
security agreement or other instrument or document executed and delivered pursuant to
Section 9.11, 9.12 or 9.14 or pursuant to any other such U.S.
Security Documents or Future Secured Notes Documents to secure all of the Obligations.



          (g) Section 5.2 of the Credit Agreement is hereby amended by adding the following proviso at
the end of clause (a)(i) of such Section:




“; provided that, with respect to the Net Cash Proceeds of an Asset Sale Prepayment
Event, Casualty Event or Permitted Sale Leaseback, in each case solely to the extent with
respect to any U.S. Collateral, the Parent Borrower may use a portion of such Net Cash
Proceeds to prepay or repurchase Future Secured Notes with a Lien on the U.S. Collateral
ranking pari passu with the Liens securing the Obligations to the extent any applicable
Future Secured Notes Document requires the issuer of such Future Secured Notes to prepay or
make an offer to purchase such Future Secured Notes with the proceeds of such Prepayment
Event, in each case in an amount not to exceed the product of (x) the amount of such Net
Cash Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding
principal amount of the Future Secured Notes with a Lien on the U.S. Collateral ranking pari
passu with the Liens securing the Obligations and with respect to which such a requirement
to prepay or make an offer to purchase exists and the denominator of which is the sum of the
outstanding principal amount of such Future Secured Notes and the outstanding principal
amount of Term Loans .”



          (h) Section 10.1 of the Credit Agreement is hereby amended by:





     (i) deleting the word “and” at the end of clause (w);



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     (ii) deleting the period at the end of clause (x) and replacing it with “; and”




     (iii) adding the following clause (y) immediately after clause (x) of such Section:




     “(y) Indebtedness in respect of (i) Future Secured Notes to the extent that such
Indebtedness is incurred no earlier than 90 days before the Second Amendment Date and the
Net Cash Proceeds therefrom are, no later than three (3) Business Days (or on or before, at
the Parent Borrower’s option, the Second Amendment Date, in the case of the Additional
Senior Second Lien Notes) after the receipt thereof, applied to permanently repay Term Loans
in accordance with Section 5.2 and (ii) any refinancing, refunding, renewal or
extension of any Indebtedness specified in subclause (i) above; provided that,
except to the extent otherwise permitted hereunder, (x) the principal amount of any such
Indebtedness is not increased above the principal amount thereof outstanding immediately
prior to such refinancing, refunding, renewal or extension (except for any original issue
discount thereon and the amount of fees, expenses and premium in connection with such
refinancing), (y) the direct and contingent obligors with respect to such Indebtedness are
not changed and (z) such Indebtedness otherwise complies with clauses (a) and (b) of the
definition of Future Secured Notes”.



          (i) Section 10.1 of the Credit Agreement is hereby amended by replacing the term “Obligations”
with “First Lien Obligations” in the parenthetical in clause (y)(ii) of the final paragraph of such
Section.




          (j) Section 10.2 of the Credit Agreement is hereby amended by deleting clause (a) contained
therein in its entirety and replacing it with the following:





     “(a) Liens arising under (i) the Credit Documents securing the Obligations; (ii) the
U.S. Security Documents securing Future Secured Notes Obligations that constitute First Lien
Obligations permitted to be incurred under Section 10.1(y); provided that,
in the case of this subclause (ii), (A) the holders of such Indebtedness (or a
representative thereof on behalf of such holders) shall have delivered to the Collateral
Agent an Additional First Lien Secured Party Consent (as defined in the U.S. Security
Agreement), (B) the Parent Borrower shall have complied with the other requirements of
Section 8.17 of the U.S. Security Agreement with respect to such Future Secured
Notes Obligations, and (C) the Collateral Agent shall have entered into an Additional
General Intercreditor Agreement and an Additional Receivables Intercreditor Agreement with
respect to such Future Secured Notes Obligations and, in the case of the first issuance of
Future Secured Notes constituting First Lien Obligations, the Collateral Agent, the
Administrative Agent and the representative for the holders of such First Lien Obligations
shall have entered into the First Lien Intercreditor Agreement and (iii) any Future Secured
Notes Documents on the Senior Second Lien Notes Collateral securing Future Secured Notes
Obligations permitted to be incurred under Section 10.1(y) and secured by a Lien
ranking junior to
the Lien securing the Obligations; provided that, in the case of this subclause
(iii), such Future Secured Notes Obligations comply with the proviso to Section
10.2(c);



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          (k) Section 10.2 of the Credit Agreement is hereby amended by deleting the proviso to clause
(c) contained therein and replacing it with the following:





“; provided that, either (i) such Indebtedness is subject to the General
Intercreditor Agreement as “Junior Lien Obligations” pursuant to the requirements of such
definition contained in the General Intercreditor Agreement and, at the time such
Indebtedness is incurred, the holders of such Indebtedness (or a representative thereof on
behalf of such holders) shall have agreed, if any Additional General Intercreditor Agreement
is then in effect, that such Indebtedness shall constitute “Junior Lien Obligations” under
such Additional General Intercreditor Agreement (and either (x) at the time of the
incurrence of such Indebtedness or (y) at the time, if any, that any future Additional
General Intercreditor Agreement is entered into following such incurrence, such holders or
their representative shall agree that such Indebtedness shall constitute “Junior Lien
Obligations” under such future Additional General Intercreditor Agreement) or (ii) the
holders of such Indebtedness (or a representative thereof on behalf of such holders) shall
have entered into one or more intercreditor agreements reasonably acceptable to the
Collateral Agent providing that the Lien securing such Indebtedness shall rank junior to the
Lien securing the First Lien Obligations on a basis at least as substantially favorable to
the First Lien Secured Parties as the basis on which the Lien securing the Senior Second
Lien Notes ranks junior to the Lien securing the Obligations on the Closing Date pursuant to
the General Intercreditor Agreement);



          (l) Section 10.2 of the Credit Agreement is hereby amended by replacing the term “Obligations”
with “First Lien Obligations” in clause (A)(ii) and in the parenthetical contained in clause
(B)(iii)(II), in each case, in the final paragraph of such Section.




          (m) Section 10.12 of the Credit Agreement is hereby amended by replacing the term
“Obligations” with “First Lien Obligations” in such Section.




          (n) The U.S. Security Agreement is hereby amended and restated in the form attached as
Exhibit A hereto.




          (o) The U.S. Pledge Agreement is hereby amended and restated in the form attached as
Exhibit B hereto.




          Section 2 Consent to Amend Intercreditor Agreement. The Required Lenders hereby give
their consent to permit the Collateral Agent to enter into (a) the First Lien Intercreditor
Agreement in substantially the form attached hereto as Exhibit C hereto effective upon the date of
the first issuance of Future Secured Notes constituting First Lien Obligations in compliance with
the Credit Agreement (after giving effect to this Amendment), (b) Additional General Intercreditor
Agreements and Additional Receivables Intercreditor Agreements with respect to any issuance of
Future Secured Notes constituting First Lien Obligations in compliance with the Credit Agreement
(after giving effect to this Amendment) (c) any other additional intercreditor agreement with the
Junior Lien Collateral Agent (as defined in the
General Intercreditor Agreement) with respect to the subordination of the Lien of the Junior
Lien Collateral Agent on the same basis as set forth in the General Intercreditor Agreement to the
Liens of the Collateral Agent for the benefit all of the First Lien Secured Parties on and after
the



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Second Amendment Date and (d) any supplements to any agreements referred to in the foregoing
clauses (a) through (c) in compliance with such documents.




          Section 3 Representations and Warranties, No Default. Each Borrower represents and
warrants to the Lenders as of the date hereof and as of the Second Amendment Date:





     (a) The execution and delivery of this Amendment by the Borrowers has been duly
authorized.




     (b) The execution, delivery and performance by each of the Borrowers of this Amendment,
will not (a) contravene any applicable provision of any material law, statute, rule,
regulation, order, writ, injunction or decree of any court or governmental instrumentality,
(b) result in any breach of any of the terms, covenants, conditions or provisions of, or
constitute a default under, or result in the creation or imposition of (or the obligation to
create or impose) any Lien upon any of the property or assets of any Credit Party or any of
the Restricted Subsidiaries (other than Liens created under the Credit Documents or Liens
subject to the Intercreditor Agreements) pursuant to, the terms of any material indenture,
loan agreement, lease agreement, mortgage, deed of trust, agreement or other material
instrument to which such Credit Party or any of the Restricted Subsidiaries is a party or by
which it or any of its property or assets is bound or (c) violate any provision of the
certificate of incorporation, by-laws or other organizational documents of such Credit Party
or any of the Restricted Subsidiaries.




     (c) The representations and warranties set forth in the Credit Agreement and in the
other Credit Documents are true and correct in all material respects with the same effect as
if made on the Second Amendment Date, except to the extent such representations and
warranties expressly relate to an earlier date, in which case such representations and
warranties shall have been true and correct in all material respects as of such earlier
date.




     (d) At the time of and after giving effect to this Amendment, no Default or Event of
Default has occurred and is continuing



          Section 4 Conditions to Effectiveness of Amendment. This Amendment will become
effective (the “Second Amendment Date”) upon





	 	(a)	 	receipt by the Administrative Agent of:
	 
	 	(i)	 	executed signature pages to this Amendment from the Required
Lenders and each Credit Party party to the Credit Agreement;
	 
	 	(ii)	 	the U.S. Security Agreement, executed and delivered by a duly
authorized officer of each grantor party thereto; and
	 
	 	(iii)	 	the U.S. Pledge Agreement, executed and delivered by a duly
authorized officer of each pledgor party thereto;




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          (b) effectiveness of an amendment to the ABL Facility permitting the incurrence of Future
Secured Notes in form and substance reasonably acceptable to the Administrative Agent (it being
understood that the draft amendment to the ABL Facility previously provided to the Administrative
Agent is satisfactory);




          (c) receipt by the Administrative Agent of $292,022,616.10 constituting 100% of the Net Cash
Proceeds from the issuance of the Additional Senior Second Lien Notes, to be applied on a pro-rata
basis among the Term Loans in accordance with Section 5.2 of the Credit Agreement;




          (d) payment by the Company of (i) the fees owed to the Agents or their Affiliates and payable
on the Second Amendment Date as previously agreed to in writing and (ii) the reasonable costs and
expenses of the Administrative Agent and the Collateral Agent in connection with this Amendment
(including the reasonable fees, disbursements and other charges of Cahill Gordon & Reindel LLP as
counsel to the Agents and of any local counsel to the Agents in connection with this Amendment);
and




          (e) the Agents shall have received the executed legal opinions, in form and substance
reasonably satisfactory to the Agents, of (i) Simpson Thacher & Bartlett LLP, special New York
counsel to the Parent Borrower, (ii) Robert A. Waterman, General Counsel of the Parent Borrower and
(iii) Bass, Berry & Sims PLC, special Tennessee counsel to certain of the U.S. Guarantors.




          Section 5 Counterparts. This Amendment may be executed in any number of counterparts
and by different parties hereto on separate counterparts, each of which when so executed and
delivered shall be deemed to be an original, but all of which when taken together shall constitute
a single instrument. Delivery of an executed counterpart of a signature page of this Amendment by
facsimile transmission shall be effective as delivery of a manually executed counterpart hereof.




          Section 6 Applicable Law. THIS AMENDMENT SHALL BE GOVERNED BY, CONSTRUED AND ENFORCED
IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.




          Section 7 Headings. The headings of this Amendment are for purposes of reference only
and shall not limit or otherwise affect the meaning hereof.




          Section 8 Effect of Amendment. Except as expressly set forth herein, this Amendment
shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the
rights and remedies of the Lenders or the other Secured Parties under the Credit Agreement or any
other Credit Document, and shall not alter, modify, amend or in any way affect any of the terms,
conditions, obligations, covenants or agreements contained in the Credit Agreement or any other
provision of either such agreement or any other Credit Document. Each and every term, condition,
obligation, covenant and agreement contained in the Credit Agreement or any other Credit Document
is hereby ratified and re-affirmed in all respects and
shall continue in full force and effect. Each Credit Party reaffirms its obligations under
the Credit Documents to which it is party and the validity of the Liens granted by it pursuant to
the




-8-









 







Security Documents. From and after the effective date of this Amendment, all references to the
Credit Agreement in any Credit Document shall, unless expressly provided otherwise, refer to the
Credit Agreement as amended by this Amendment.




          Section 9 Real Estate Matters. No later than 90 days following each incurrence of
Future Secured Notes constituting First Lien Obligations the Parent Borrower shall deliver or cause
to be delivered to the following:




          (a) amendments to each Mortgage to which a U.S. Credit Party is then party (except to the
extent the Administrative Agent determines such amendment is not required) for purposes of
providing the benefit of the security interest of such Mortgage for the benefit of the holders of
such Future Secured Notes on substantially the same basis as is provided under the U.S. Security
Agreement and U.S. Pledge Agreement provided pursuant to Section 4 hereof (and with such other
changes as are reasonably acceptable to the Collateral Agent and the Parent Borrower);




          (b) executed legal opinions, in form and substance reasonably satisfactory to the Collateral
Agent, with respect to such amended Mortgages;




          (c) with respect to each amended Mortgage, a date-down and modification endorsement to the
policy or policies of title insurance insuring the Lien of each Mortgage, issued by a nationally
recognized title insurance company insuring the Lien of each amended Mortgage as a valid Lien on
the Mortgaged Property described therein, free of any other Liens except as expressly permitted by
Section 10.2 or consented to by the Collateral Agent, together with such endorsements, coinsurance
and reinsurance as the Collateral Agent may reasonably request having the effect of a valid, issued
and binding title insurance policy; and




          (d) in the case of the first incurrence of Future Secured Notes constituting First Lien
Obligations (and not any subsequent issuance) with respect to each Mortgaged Property subject to a
Mortgage by any U.S. Credit Party, a completed “Life-of-Loan” Federal Emergency Management Agency
Standard Flood Hazard Determination (together with (y) a notice about special flood hazard area
status and flood disaster assistance duly executed by the Parent Borrower and each U.S. Credit
Party relating thereto and (z) evidence of insurance with respect to the Mortgaged Properties in
form and substance reasonably satisfactory to the Collateral Agent.






-9-









 





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



	 	 	 	 	 
	 	HCA INC.

 	 
	 	By:  	/s/ David G. Anderson
 	 
	 	 	Name:  	David G. Anderson 	 
	 	 	Title:  	Senior Vice President,
Finance and Treasurer 	 
	 



	 	 	 	 	 
	 	HCA UK CAPITAL LIMITED

 	 
	 	By:  	/s/ Michael Neeb
 	 
	 	 	Name:  	Michael Neeb 	 
	 	 	Title:  	Director 	 
	 



	 	 	 	 	 
	 	Each of the U.S. GUARANTORS listed on Schedule

II hereto

 	 
	 	By:  	/s/ John M. Franck II
 	 
	 	 	Name:  	John M. Franck II 	 
	 	 	Title:  	Vice President and Asst. Secretary 	 
	 



[Amendment No. 2 to Credit Agreement]









 









 











	 	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA UK HOLDINGS LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA UK CAPITAL LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA UK SERVICES LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA INTERNATIONAL

	 	 	)	 	 	 	 	 
	HOLDINGS LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA UK INVESTMENTS

	 	 	)	 	 	 	 	 
	LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 





[Amendment No. 2 to Credit Agreement]




 









 





	 	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	THE HARLEY STREET

	 	 	)	 	 	 	 	 
	CANCER CLINIC LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA INTERNATIONAL

	 	 	)	 	 	 	 	 
	LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA UK LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	ST MARTINS LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	ST MARTINS HEALTHCARE

	 	 	)	 	 	 	 	 
	LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor
	 
	 	 	 	 	 	 	 	 
	EXECUTED by

	 	 	)	 	 	 	 	 
	HCA STAFFING LIMITED

	 	 	)	 	 	Director
	 	/s/ Michael Neeb
	acting by

	 	 	)	 	 	 	 	Michael Neeb
	 

	 	 	)	 	 	Witness:
	 	/s/ George Petrounakos
	as a European Guarantor

	 	 	)	 	 	 	 	George Petrounakos
	 

	 	 	 	 	 	 	 	Legal Advisor






[Amendment No. 2 to Credit Agreement]




 









 





	 	 	 	 	 	 	 	 	 
	EXECUTED by

LA TOUR FINANCE LIMITED PARTNERSHIP

	 	 	)

)	 	 	 
	 	 
	acting by

HCA SWITZERLAND HOLDING SARL, general 

partner acting by

	 	 	)	 	 	 	 	 






	 	 	 	 	 
	 	 	 
	     /s/ R. Milton Johnson
 	 
	R. Milton Johnson 	 
	 	 	 
	and





	 	 	 	 	 
	 	 	 
	/s/ John M. Franck II
 	 
	John M. Franck II 	 
	acting under the authority of the company 	 
	 



[Amendment No. 2 to Credit Agreement]





 









 





	 	 	 	 	 
	 	BANK OF AMERICA, N.A., as

Administrative Agent, Collateral Agent and a Lender

 	 
	 	By:  	/s/ David H. Strickert
 	 
	 	 	Name:  	David H. Strickert 	 
	 	 	Title:  	Senior Vice President 	 
	 




 









 





Schedule II

to Amendment No. 2




	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	By its	 	 	By its	 	 	By the General	 
	 	 	 	 	General	 	 	Sole	 	 	Partner of its	 
	 	U.S. Guarantor	 	 	Partner	 	 	Member	 	 	Sole Member	 
	 	American Medicorp Development Co.
	 	 	 	 	 	 	 	 	 	 
	 	Bay Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Brigham City Community Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Brookwood Medical Center of Gulfport, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Capital Division, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Centerpoint Medical Center of Independence, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Central Florida Regional Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Central Shared Services, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Central Tennessee Hospital Corporation
	 	 	 	 	 	 	 	 	 	 
	 	CHCA Bayshore, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	CHCA Conroe, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	CHCA Mainland, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	CHCA West Houston, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	CHCA Woman’s Hospital, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Chippenham & Johnston-Willis Hospitals, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	CMS GP, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Colorado Health Systems, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbia ASC Management, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Jacksonville Healthcare System, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbia LaGrange Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbia Medical Center of Arlington Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Medical Center of Denton Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Medical Center of Las Colinas, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbia Medical Center of Lewisville Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Medical Center of McKinney Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Medical Center of Plano Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia North Hills Hospital Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Ogden Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbia Parkersburg Healthcare System, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Columbia Plaza Medical Center of Fort Worth Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Polk General Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbia Rio Grande Healthcare, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia Riverside, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbia Valley Healthcare System, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Columbia/Alleghany Regional Hospital, Incorporated
	 	 	 	 	 	 	 	 	 	 
	 	Columbia/HCA John Randolph, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbine Psychiatric Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Columbus Cardiology, Inc.
	 	 	 	 	 	 	 	 	 	 
	 





 









 






	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	By its	 	 	By its	 	 	By the General	 
	 	 	 	 	General	 	 	Sole	 	 	Partner of its	 
	 	U.S. Guarantor	 	 	Partner	 	 	Member	 	 	Sole Member	 
	 	Conroe Hospital Corporation
	 	 	 	 	 	 	 	 	 	 
	 	Dallas/Ft. Worth Physician, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Dauterive Hospital Corporation
	 	 	 	 	 	 	 	 	 	 
	 	Dublin Community Hospital, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Eastern Idaho Health Services, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Edmond Regional Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Edward White Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	El Paso Surgicenter, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Encino Hospital Corporation, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	EP Health, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Fairview Park GP, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Fairview Park, Limited Partnership

	 	 	*	 	 	 	 	 	 	 
	 	Frankfort Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Galen Property, LLC
	 	 	 	 	 	 	 	 	 	 
	 	General Healthserv, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Good Samaritan Hospital, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Goppert-Trinity Family Care, LLC
	 	 	 	 	 	 	 	 	 	 
	 	GPCH-GP, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Grand Strand Regional Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Green Oaks Hospital Subsidiary, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Greenview Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Hamilton Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA — IT&S Field Operations, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA — IT&S Inventory Management, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA Central Group, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA Health Services of Florida, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA Health Services of Louisiana, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA Health Services of Oklahoma, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA Health Services of Tennessee, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA Health Services of Virginia, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HCA Management Services, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	HCA Realty, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HD&S Corp. Successor, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Health Midwest Office Facilities Corporation
	 	 	 	 	 	 	 	 	 	 
	 	Health Midwest Ventures Group, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Healthtrust MOB, LLC

	 	 	 	 	 	*	 	 	 	 
	 	Hendersonville Hospital Corporation
	 	 	 	 	 	 	 	 	 	 
	 	Hospital Corporation of Tennessee
	 	 	 	 	 	 	 	 	 	 
	 	Hospital Corporation of Utah
	 	 	 	 	 	 	 	 	 	 
	 	Hospital Development Properties, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	HSS Holdco, LLC
	 	 	 	 	 	 	 	 	 	 
	 	HSS Systems VA, LLC
	 	 	 	 	 	 	 	 	 	 
	 	HSS Systems, LLC
	 	 	 	 	 	 	 	 	 	 
	 	HSS Virginia, L.P.

	 	 	*	 	 	 	 	 	 	 
	 





2









 






	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	By its	 	 	By its	 	 	By the General	 
	 	 	 	 	General	 	 	Sole	 	 	Partner of its	 
	 	U.S. Guarantor	 	 	Partner	 	 	Member	 	 	Sole Member	 
	 	HTI Memorial Hospital Corporation
	 	 	 	 	 	 	 	 	 	 
	 	Integrated Regional Lab, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Integrated Regional Laboratories, LLP

	 	 	*	 	 	 	 	 	 	 
	 	JFK Medical Center Limited Partnership

	 	 	*	 	 	 	 	 	 	 
	 	KPH-Consolidation, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Lakeland Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Lakeview Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Largo Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Las Vegas Surgicare, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Lawnwood Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Lewis-Gale Hospital, Incorporated
	 	 	 	 	 	 	 	 	 	 
	 	Lewis-Gale Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Lewis-Gale Physicians, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Los Robles Regional Medical Center
	 	 	 	 	 	 	 	 	 	 
	 	Management Services Holdings, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Marietta Surgical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Marion Community Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	MCA Investment Company
	 	 	 	 	 	 	 	 	 	 
	 	Medical Centers of Oklahoma, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Medical Office Buildings of Kansas, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Memorial Healthcare Group, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — ACH, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — LRHC, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — LSH, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — MCI, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — MMC, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — OPRMC, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — PFC, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — RBH, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — RMC, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Division — RPC, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Midwest Holdings, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Montgomery Regional Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Mountain View Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Nashville Shared Services General Partnership

	 	 	*	 	 	 	 	 	 	 
	 	National Patient Account Services, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	New Port Richey Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	New Rose Holding Company, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	North Florida Immediate Care Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	North Florida Regional Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Northern Utah Healthcare Corporation
	 	 	 	 	 	 	 	 	 	 
	 	Northern Virginia Community Hospital, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Northlake Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Notami Hospitals of Louisiana, Inc.
	 	 	 	 	 	 	 	 	 	 
	 





3









 






	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	By its	 	 	By its	 	 	By the General	 
	 	 	 	 	General	 	 	Sole	 	 	Partner of its	 
	 	U.S. Guarantor	 	 	Partner	 	 	Member	 	 	Sole Member	 
	 	Notami Hospitals, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Okaloosa Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Okeechobee Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Outpatient Cardiovascular Center of Central Florida, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Palms West Hospital Limited Partnership

	 	 	*	 	 	 	 	 	 	 
	 	Palmyra Park Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Pasadena Bayshore Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Plantation General Hospital Limited Partnership

	 	 	*	 	 	 	 	 	 	 
	 	Pulaski Community Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Redmond Park Hospital, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Redmond Physician Practice Company
	 	 	 	 	 	 	 	 	 	 
	 	Reston Hospital Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Retreat Hospital, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Rio Grande Regional Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Riverside Healthcare System, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Riverside Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Samaritan, LLC
	 	 	 	 	 	 	 	 	 	 
	 	San Jose Healthcare System, LP

	 	 	*	 	 	 	 	 	 	 
	 	San Jose Hospital, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	San Jose Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	San Jose, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Sarasota Doctors Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	SJMC, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Southern Hills Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Spotsylvania Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Spring Branch Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Spring Hill Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	St. Mark’s Lone Peak Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Sun City Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Sunrise Mountainview Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Surgicare of Brandon, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Surgicare of Florida, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Surgicare of Houston Women’s, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Surgicare of Manatee, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Surgicare of New Port Richey, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Surgicare of Palms West, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Surgicare of Riverside, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Tallahassee Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	TCMC Madison-Portland, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Terre Haute Hospital GP, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Terre Haute Hospital Holdings, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Terre Haute MOB, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Terre Haute Regional Hospital, L.P.

	 	 	*	 	 	 	 	 	 	 
	 	Timpanogos Regional Medical Services, Inc.
	 	 	 	 	 	 	 	 	 	 
	 





4









 






	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	By its	 	 	By its	 	 	By the General	 
	 	 	 	 	General	 	 	Sole	 	 	Partner of its	 
	 	U.S. Guarantor	 	 	Partner	 	 	Member	 	 	Sole Member	 
	 	Trident Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	Utah Medco, LLC
	 	 	 	 	 	 	 	 	 	 
	 	VH Holdco, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	VH Holdings, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Virginia Psychiatric Company, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	W & C Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Walterboro Community Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Wesley Medical Center, LLC
	 	 	 	 	 	 	 	 	 	 
	 	West Florida Regional Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	West Valley Medical Center, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Western Plains Capital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	WHMC, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	Woman’s Hospital of Texas, Incorporated
	 	 	 	 	 	 	 	 	 	 
	 	Women’s and Children’s Hospital, Inc.
	 	 	 	 	 	 	 	 	 	 
	 






5