exv10w1






Exhibit 10.1




AMENDMENT NO. 3 TO THE COMPANY’S MANAGEMENT STOCK PURCHASE PLAN




RECITALS:




     WHEREAS, LifePoint Hospitals, Inc. (the “Company”) established the LifePoint Hospitals, Inc.
Management Stock Purchase Plan (the “Plan”) effective May 11, 1999, in order to encourage equity
ownership in the Company among its executives and to align the financial interests of such
executives and the Company’s stockholders;



     WHEREAS, the Plan was (i) amended and restated effective December 16, 2002, without the need
for approval from the Company’s stockholders, (ii) amended with approval of the Company’s
stockholders, effective May 13, 2008, to increase the number of shares of the Company’s stock
available for issuance under the Plan, and (iii) amended, effective January 1, 2009, to comply with
Treasury Regulations promulgated under Section 409A of the Internal Revenue Code without the need
for approval from the Company’s stockholders;



     WHEREAS, the Plan provides for a ten year term;



     WHEREAS, Section 12 of the Plan provides that the board of directors of the Company may amend
the Plan at any time, subject to the approval of the Company’s stockholders where necessary;



     WHEREAS, the board of directors of the Company has authorized the amendment of the Plan to
extend its term indefinitely, provided that the Company shall not make new grants under the Plan
after May 11, 2009 unless such grants are approved by the Company’s stockholders; and



     WHEREAS, the Company intends to seek approval for continued grants under the Plan throughout
the Plan’s term, as extended by this amendment, at its annual meeting on May 12, 2009;



     NOW, THEREFORE, the Plan is hereby amended by restating Section 13 of the Plan in its entirety
as follows:



     13. Term of the Plan.




     The Plan shall remain in effect until such time that it is terminated by the
Board; provided, however, that no Restricted Shares may be granted and no Restricted
Share Units may be credited to Participants under the Plan after May 11, 2009,
unless approval for such action is given by the Company’s stockholders at the
Company’s 2009 annual meeting. If such approval is attained at the Company’s 2009
annual meeting, Restricted Shares may be granted and Restricted Share Units may be
credited under the Plan, in accordance with the Plan’s terms, until such time that
additional approval from the Company’s stockholders would be required under any law,
regulation or stock exchange requirement. Notwithstanding the foregoing, neither
termination of the Plan nor failure to receive approval from the Company’s
stockholders at the Company’s 2009 annual meeting shall, without the consent of any
Participant who then holds Purchased Shares or to whom Purchased Share Units are
then credited, alter or impair any rights or obligations in respect of such
Purchased Shares or Purchased Share Units.



     IN WITNESS WHEREOF, the undersigned officer of the Company has executed this Amendment on this
the 24th day of March, 2009.



	 	 	 	 	 	 	 
	 

	 	 	 	LIFEPOINT HOSPITALS, INC.	 	 
	 

	 	By:	 	/s/ John P. Bumpus	 	 
	 

	 	 	 	 

	 	 
	 

	 	Its:	 	EVP and Chief Administrative Officer