<PAGE>
                                                                   EXHIBIT 10.12



                            LIFEPOINT HOSPITALS, INC.
                         MANAGEMENT STOCK PURCHASE PLAN





                    As Amended and Restated December 16, 2002


<PAGE>

                            LIFEPOINT HOSPITALS, INC.
                         MANAGEMENT STOCK PURCHASE PLAN

                   AS AMENDED AND RESTATED DECEMBER 16, 2002

                                TABLE OF CONTENTS

<TABLE>
<S>                                                                                                              <C>
1.    Introduction................................................................................................1

2.    Definitions.................................................................................................1
       (a)   Agreement............................................................................................1
       (b)   Average Market Value.................................................................................1
       (c)   Base Salary..........................................................................................1
       (d)   Board................................................................................................1
       (e)   Cause................................................................................................2
       (f)   Code.................................................................................................2
       (g)   Committee............................................................................................2
       (h)   Company..............................................................................................2
       (i)   Disability...........................................................................................2
       (j)   Exchange Act.........................................................................................2
       (k)   Fair Market Value....................................................................................2
       (l)   Participant..........................................................................................3
       (n)   Plan.................................................................................................3
       (o)   Restricted Period....................................................................................3
       (p)   Purchased Share or Purchased Shares..................................................................3
       (q)   Purchased Share Unit or Purchased Share Units........................................................3
       (r)   Rule 16b-3...........................................................................................3
       (s)   Section 16 Person....................................................................................3
       (t)   Shares...............................................................................................3
       (u)   Subsidiary...........................................................................................3

3.    Administration of the Plan..................................................................................3

4.    Stock Subject to Plan.......................................................................................3

5.    Eligibility.................................................................................................4

6.    Purchased Shares............................................................................................4

7.    Termination of Employment...................................................................................6

8.    Change in Control...........................................................................................7

9.    Dilution and Other Adjustments..............................................................................9
</TABLE>


<PAGE>

<TABLE>
<S>                                                                                                              <C>
10.   Payment of Withholding and Payroll Taxes....................................................................9

11.   No Rights to Employment.....................................................................................9

12.   Amendment and Termination of the Plan......................................................................10

13.   Term of the Plan...........................................................................................10

14.   Governing Law..............................................................................................10
</TABLE>


                                        3
<PAGE>

                            LIFEPOINT HOSPITALS, INC.
                         MANAGEMENT STOCK PURCHASE PLAN

                     AS AMENDED AND RESTATED DECEMBER 16, 2002

1.       INTRODUCTION.

         The purposes of the LifePoint Hospitals, Inc. Management Stock Purchase
Plan are to attract and retain highly-qualified executives, to align executive
and stockholder long-term interests by creating a direct link between executive
compensation and stockholder return, to enable executives to develop and
maintain a substantial equity-based interest in LifePoint Hospitals, Inc., and
to provide incentives to such executives to contribute to the success of the
Company's business. The provisions of the Plan are intended to satisfy the
requirements of Section 16(b) of the Securities Exchange Act of 1934, as amended
from time to time, and shall be interpreted in a manner consistent with the
requirements thereof, as now or hereafter construed, interpreted and applied by
regulation, rulings and cases.

         The Plan was established by the Company effective May 11, 1999, the
date the Company's common stock was distributed to Columbia/HCA Healthcare
Corporation stockholders. The Plan is hereby amended and restated, effective
December 16, 2002, in accordance with action taken by the Board in order to
facilitate administration of the Plan. The Company has determined that, due to
the nature of the amendments contained herein, this amendment and restatement of
the Plan is effective without further action and without approval of the
Company's shareholders.

2.       DEFINITIONS.

         As used in this Plan, the following words and phrases shall have the
meanings indicated:

         (a)      "Agreement" shall mean an agreement entered into between the
                  Company and a Participant in connection with a grant under the
                  Plan.

         (b)      "Average Market Value" of a Share on any grant date shall mean
                  the average of the closing prices on the Nasdaq Stock Market
                  (or its equivalent if the Shares are not traded on the Nasdaq
                  Stock Market) of a Share for all trading days (including the
                  grant date, if a trading day) after the next preceding grant
                  date.

         (c)      "Base Salary" shall mean the base salary of the Participant
                  without taking into account any bonuses or other special
                  compensation received.

         (d)      "Board" shall mean the Board of Directors of the Company.

         (e)      "Cause" shall mean (i) the conviction of the Participant of a
                  felony under the laws of the United States or any state
                  thereof, whether or not appeal is taken, (ii) the


                                        1
<PAGE>


                  conviction of the Participant for a violation of criminal law
                  involving the Company or a Subsidiary and its business, (iii)
                  the willful misconduct of the Participant, or the willful or
                  continued failure by the Participant (except on account of
                  death or Disability) to substantially perform his employment
                  duties, which in either case has a material adverse effect on
                  the Company, (iv) the willful fraud or material dishonesty of
                  the Participant in connection with his performance of his
                  employment duties, (v) the use of alcohol in a manner which in
                  the opinion of the Company materially impairs the ability of
                  the Participant to effectively perform his employment duties,
                  or the use, possession, or sale of, or impaired performance
                  due to, controlled substances or (vi) sexual or other illegal
                  harassment of a Company or Subsidiary employee by the
                  Participant; provided, however, in no event shall the
                  Participant's employment be considered to have been terminated
                  for "Cause" unless and until the Participant receives written
                  notice from the Company stating the acts or omissions
                  constituting Cause and the Participant has the opportunity to
                  cure to the Company's satisfaction any such acts or omissions
                  (in the case of (iii) or (v) above) within 15 days of the
                  Participant's receipt of such notice.

         (f)      "Code" shall mean the Internal Revenue Code of 1986, as
                  amended from time to time.

         (g)      "Committee" shall mean the compensation committee appointed to
                  administer the Plan and shall consist of two or more directors
                  of the Company, (i) none of whom shall be officers or
                  employees of the Company, and (ii) all of whom, to the extent
                  deemed necessary or appropriate by the Board, shall satisfy
                  the requirements of a "non-employee director" within the
                  meaning of Rule 16b-3 of the Securities Exchange Act of 1934.
                  The members of the Committee shall be appointed by, and serve
                  at the pleasure of, the Board.

         (h)      "Company" shall mean LifePoint Hospitals, Inc., a Delaware
                  corporation.

         (i)      "Disability" shall mean a Participant's total and permanent
                  inability to perform his or her duties with the Company or any
                  Subsidiary by reason of any medically determinable physical or
                  mental impairment, within the meaning of Code section
                  22(e)(3).

         (j)      "Exchange Act" shall mean the Securities Exchange Act of 1934,
                  as amended from time to time and as now or hereafter
                  construed, interpreted and applied by regulations, rulings and
                  cases.

         (k)      "Fair Market Value" of a Share, Purchased Share or Purchased
                  Share Unit as of a given date as of a given date shall mean
                  the closing sales price of the common stock on the Nasdaq
                  Stock Market on the trading day immediately preceding the date
                  as of which the Fair Market Value is to be determined, or, in
                  the absence of any reported sales of Shares on such date, on
                  the first preceding date on which any such sale shall have
                  been reported (in either case, as reported in the Two Star
                  Edition of The Wall Street Journal). If the Shares are not
                  listed on the Nasdaq


                                        2
<PAGE>

                  Stock Market on the date as of which Fair Market Value is to
                  be determined, the Committee shall in good faith determine the
                  Fair Market Value in whatever manner it considers appropriate.

         (l)      "Participant" shall mean a person who receives a grant of
                  Purchased Shares under the Plan.

         (m)      "Plan" shall mean the LifePoint Hospitals, Inc. Management
                  Stock Purchase Plan, as in effect from time to time.

         (n)      "Restricted Period" shall have the meaning given in Section
                  6(b) hereof.

         (o)      "Purchased Share" or "Purchased Shares" shall mean the common
                  stock purchased hereunder subject to restrictions.

         (p)      "Purchased Share Unit" or "Purchased Share Units" shall have
                  the meaning given in Section 6(f) hereof.

         (q)      "Rule 16b-3" shall mean Rule 16b-3, as in effect from time to
                  time, promulgated by the Securities and Exchange Commission
                  under Section 16 of the Exchange Act, including any successor
                  to such Rule.

         (r)      "Section 16 Person" shall mean a Participant who is subject to
                  the reporting and short-swing liability provisions of Section
                  16 of the Exchange Act.

         (s)      "Shares" shall mean the common stock of the Company.

         (t)      "Subsidiary" shall have the meaning set forth in Section 8.

3.       ADMINISTRATION OF THE PLAN.

         The Plan shall be administered by the Committee. The Committee shall
have plenary authority in its discretion, but subject to the express provisions
of the Plan, to administer the Plan and to exercise all the powers and
authorities either specifically granted to it under the Plan or necessary or
advisable in the administration of the Plan, including, without limitation, to
interpret the Plan, to prescribe, amend and rescind rules and regulations
relating to the Plan, to determine the terms and provisions of the Agreements
(which need not be identical) and to make all other determinations deemed
necessary or advisable for the administration of the Plan. The Committee's
determinations on the foregoing matters shall be final and conclusive.

         No member of the Board or the Committee shall be liable for any action
taken or determination made in good faith with respect to the Plan or any grant
hereunder.

4.       STOCK SUBJECT TO PLAN.

         The maximum number of Shares which shall be distributed as Purchased
Shares or in respect of Purchased Share Units under the Plan shall be 250,000
Shares, which number shall be


                                        3
<PAGE>

subject to adjustment as provided in Section 9 hereof. Such Shares may be either
authorized but unissued Shares or Shares that shall have been or may be
reacquired by the Company.

         If any outstanding Purchased Shares or Purchased Share Units under the
Plan shall be forfeited, the related Shares shall (unless the Plan shall have
been terminated) again be available for use under the Plan.

5.       ELIGIBILITY.

         All employees or groups of employees designated by the Committee in its
discretion shall be eligible to become Participants in the Plan.

         Each Participant may elect, in writing, to reduce his Base Salary by a
specified percentage thereof up to a maximum percentage established by the
Committee with respect to his employment classification, as set forth in
Appendix A, and, in lieu of receiving such salary, receive a number of Purchased
Shares equal to the amount of such salary reduction divided by a dollar amount
equal to 75% of the Average Market Value of a Share on the date on which such
Purchased Shares are granted. Any such election shall be effective beginning
with the first pay period that ends after January 1 of the calendar year next
following the calendar year in which such election is made (and shall become
irrevocable on December 31 of the calendar year in which it is made). Any
cancellation of, or other change in, any such salary reduction election shall
become effective as of the first pay period ending after January 1 of the
calendar year next following the calendar year in which notice of such
cancellation or change is filed (and any such notice shall become irrevocable on
December 31 of the calendar year in which it is filed).

         Any salary reduction hereunder shall apply ratably to the Participant's
salary for each pay period covered by such election. Purchased Shares shall be
granted in respect of such salary reductions on June 30 and December 31 of each
calendar year. The number of Purchased Shares granted on each such grant date
shall be based upon the aggregate salary reduction for pay periods ending since
the next preceding grant date and 75% of the Average Market Value of a Share on
the grant date in question.

         In the event that a Participant who has elected salary reductions
hereunder shall terminate employment before Purchased Shares are granted in
respect of all such salary reductions, any salary reduction amounts in respect
of which Purchased Shares have not been granted by the date of Participant's
termination of employment shall be paid to the Participant promptly in cash.

6.       PURCHASED SHARES.

         Each grant of Purchased Shares under the Plan shall be evidenced by a
written Agreement between the Company and Participant, which shall be in such
form as the Committee shall from time to time approve and shall comply with the
following terms and conditions (and with such other terms and conditions not
inconsistent with such terms as the Committee, in its discretion, may
establish):


                                        4
<PAGE>

         (a)      NUMBER OF SHARES. Each Agreement shall state the number of
                  Purchased Shares to be granted thereunder.

         (b)      RESTRICTED PERIOD. Subject to such exceptions as may be
                  determined by the Committee in its discretion, the Restricted
                  Period shall be a three year period that begins with the date
                  that Purchased Shares are granted and ends on the first day of
                  the month that follows the third anniversary thereof.

         (c)      OWNERSHIP AND RESTRICTIONS. At the time of grant of Purchased
                  Shares, a certificate representing the number of Purchased
                  Shares granted shall be registered in the name of the
                  Participant. Such certificate shall be held by the Company or
                  any custodian appointed by the Company for the account of the
                  Participant subject to the terms and conditions of the Plan,
                  and shall bear such legend setting forth the restrictions
                  imposed thereon as the Committee, in its discretion, may
                  determine. The Participant shall have all rights of a
                  stockholder with respect to such Purchased Shares, including
                  the right to receive dividends and the right to vote such
                  Purchased Shares, subject to the following restrictions: (i)
                  the Participant shall not be entitled to delivery of the stock
                  certificate until the expiration of the Restricted Period and
                  the fulfillment of any other restrictive conditions set forth
                  in this Plan or the Agreement with respect to such Purchased
                  Shares; (ii) none of the Purchased Shares may be sold,
                  assigned, transferred, pledged, hypothecated or otherwise
                  encumbered or disposed of (except by will or the applicable
                  laws of descent and distribution) during such Restricted
                  Period or until after the fulfillment of any such other
                  restrictive conditions; and (iii) except as otherwise
                  determined by the Committee, all of the Purchased Shares shall
                  be forfeited and all rights of the Participant to such
                  Purchased Shares shall terminate, without further obligation
                  on the part of the Company, unless the Participant remains in
                  the continuous employment of the Company for the entire
                  Restricted Period and unless any other restrictive conditions
                  relating to the Purchased Shares are met. Any common stock,
                  any other securities of the Company and any other property
                  (except cash dividends) distributed with respect to the
                  Purchased Shares shall be subject to the same restrictions,
                  terms and conditions as such Purchased Shares (and shall be
                  similarly taken into account in determining the amount of any
                  cash payment to a Participant upon termination of employment).

         (d)      TERMINATION OF RESTRICTIONS. At the end of the Restricted
                  Period and provided that any other restrictive conditions of
                  the Purchased Shares are met, or at such earlier time as shall
                  be determined by the Committee, all restrictions set forth in
                  the Agreement relating to the Purchased Shares or in the Plan
                  shall lapse as to the Purchased Shares subject thereto, and a
                  stock certificate for the appropriate number of Shares, free
                  of the restrictions and restrictive stock legend (other than
                  as required under the Securities Act of 1933 or otherwise),
                  shall be delivered to the Participant or his or her
                  beneficiary or estate, as the case may be.

         (e)      PURCHASED SHARE UNITS. Notwithstanding anything elsewhere in
                  the Plan to the contrary, if during the Restricted Period
                  relating to a Participant's Purchased Shares the Committee
                  shall determine that the Company may lose its Federal


                                        5
<PAGE>

                  income tax deduction in connection with the future lapsing of
                  the restrictions on such Purchased Shares because of the
                  deductibility cap of section 162(m) of the Code, the
                  Committee, in its discretion, may convert some or all of such
                  Purchased Shares into an equal number of Purchased Share
                  Units, as to which payment will be postponed until such time
                  as the Company will not lose its Federal income tax deduction
                  for such payment under section 162(m). Until payment of the
                  Purchased Share Units is made, the Participant will be
                  credited with dividend equivalents on the Purchased Share
                  Units, which dividend equivalents will be converted into
                  additional Purchased Share Units. When payment of any
                  Purchased Share Units is made, it will be in the same form as
                  would apply if the Participant were then holding Purchased
                  Shares instead of Purchased Share Units.

7.       TERMINATION OF EMPLOYMENT

         The following rules shall apply, in the event of a Participant's
termination of employment with the Company and its Subsidiaries, with respect to
Purchased Shares held by the Participant at the time of such termination:

         (a)      TERMINATION OF EMPLOYMENT DURING RESTRICTED PERIOD. Except as
                  provided herein, if during the Restricted Period for any
                  Purchased Shares held by a Participant the Participant's
                  employment is terminated either (i) for Cause by the Company
                  or a Subsidiary or (ii) for any reason by the Participant, the
                  Participant shall forfeit all rights with respect to such
                  Purchased Shares, which shall automatically be considered to
                  be cancelled, and shall have only an unfunded right to receive
                  from the Company's general assets a cash payment equal to the
                  lesser of (i) the Fair Market Value of such Purchased Shares
                  on the Participant's last day of employment or (ii) the
                  aggregate Base Salary foregone by the Participant as a
                  condition of receiving such Purchased Shares.

                  Except as otherwise provided herein, if a Participant's
                  employment is terminated by the Company or a Subsidiary
                  without Cause during the Restricted Period for any Purchased
                  Shares held by the Participant, the Participant shall forfeit
                  all rights with respect to such Purchased Shares, which shall
                  automatically be considered to be cancelled, and shall have
                  only an unfunded right to receive from the Company's general
                  assets a cash payment equal to either (i) the Fair Market
                  Value of such Purchased Shares on the Participant's last day
                  of employment or (ii) the aggregate Base Salary foregone by
                  the Participant as a condition of receiving such Purchased
                  Shares, with the Committee to have the sole discretion as to
                  which of such amounts shall be payable.

                  If the employment of a Participant holding Purchased Share
                  Units terminates during the Restricted Period relating to such
                  Purchased Share Units, they shall be treated in a manner
                  substantially equivalent to the treatment of Purchased Shares.

         (b)      ACCELERATED LAPSE OF RESTRICTIONS. Upon a termination of
                  employment which results from a Participant's death or
                  Disability, all restrictions then outstanding


                                        6
<PAGE>

                  with respect to Purchased Shares held by such Participant
                  shall automatically expire and be of no further force and
                  effect.

         (c)      RETIREMENT OF PARTICIPANT. Upon the retirement of a
                  Participant, the Committee shall determine, in its discretion,
                  whether all restrictions then outstanding with respect to
                  Purchased Shares held by the Participant shall expire or
                  whether the Participant shall instead be treated as though the
                  Participant's employment had been terminated by the Company
                  without Cause, as described above.

8.       CHANGE IN CONTROL.

         Upon the occurrence of a "change in control" of the Company (as defined
below), the Restricted Period shall automatically terminate as to all Purchased
Shares awarded under the Plan (as to which such Restricted Period has not
previously terminated). For purposes hereof, "change in control" of the Company
shall be deemed to have occurred upon the occurrence of any of the following
after the date on which the Corporation becomes a publicly-held Corporation:

         (a)      An acquisition (other than directly from the Company) of any
                  voting securities of the Company (the "Voting Securities") by
                  any "Person" (as the term Person is used for purposes of
                  Section 13(d) or 14(d) of the Securities Exchange Act of 1934,
                  as amended (the "1934 Act")) immediately after which such
                  Person has "Beneficial Ownership" (within the meaning of Rule
                  13d-3 promulgated under the 1934 Act) of 20% or more of the
                  combined voting power of the then outstanding Voting
                  Securities; provided, however, that in determining whether a
                  change in control has occurred, Voting Securities which are
                  acquired in a "Non-Control Acquisition" (as hereinafter
                  defined) shall not constitute an acquisition which would cause
                  a change in control. A "Non-Control Acquisition" shall mean an
                  acquisition by (i) an employee benefit plan (or a trust
                  forming a part thereof) maintained by (A) the Company or (B)
                  any corporation or other Person of which a majority of its
                  voting power or its equity securities or equity interest is
                  owned directly or indirectly by the Company (a "Subsidiary")
                  or (ii) the Company or any Subsidiary.

         (b)      The individuals who, as of the date the Company issues any
                  class of equity securities required to be registered under
                  Section 12 of the 1934 Act, are members of the Board (the
                  "Incumbent Board"), cease for any reason to constitute at
                  least two-thirds of the Board; provided, however, that if the
                  election, or nomination for election, by the Company's
                  stockholders of any new director was approved by a vote of at
                  least two-thirds of the Incumbent Board, such new director
                  shall, for purposes of this Agreement, be considered as a
                  member of the Incumbent Board; provided, further, however,
                  that no individual shall be considered a member of the
                  Incumbent Board if (1) such individual initially assumed
                  office as a result of either an actual or threatened "Election
                  Contest" (as described in Rule 14a-11 promulgated under the
                  1934 Act) or other actual or threatened solicitation of
                  proxies or consents by or on


                                        7
<PAGE>

                  behalf of a Person other than the Board (a "Proxy Contest")
                  including by reason of any agreement intended to avoid or
                  settle any Election Contest or Proxy Contest or (2) such
                  individual was designated by a Person who has entered into an
                  agreement with the Company to effect a transaction described
                  in clause (a) or (c) of this Section 8; or

         (c)      Consummation, after approval by stockholders of the Company,
                  of:

                  (1)      A merger, consolidation or reorganization involving
                           the Company, unless,

                           (A)      The stockholders of the Company, immediately
                           before such merger, consolidation or reorganization,
                           own, directly or indirectly immediately following
                           such merger, consolidation or reorganization, at
                           least 75% of the combined voting power of the
                           outstanding Voting Securities of the corporation
                           resulting from such merger or consolidation or
                           reorganization or its parent corporation (the
                           "Surviving Corporation") in substantially the same
                           proportion as their ownership of the Voting
                           Securities immediately before such merger,
                           consolidation or reorganization;

                           (B)      The individuals who were members of the
                           Incumbent Board immediately prior to the execution of
                           the agreement providing for such merger,
                           consolidation or reorganization constitute at least
                           two-thirds of the members of the board of directors
                           of the Surviving Corporation; and

                           (C)      No Person (other than the Company, any
                           Subsidiary, any employee benefit plan (or any trust
                           forming a part thereof) maintained by the Company,
                           the Surviving Corporation or any Subsidiary, or any
                           Person who, immediately prior to such merger,
                           consolidation or reorganization, had Beneficial
                           Ownership of 20% or more of the then outstanding
                           Voting Securities) has Beneficial Ownership of 20% or
                           more of the combined voting power of the Surviving
                           Corporation's then outstanding Voting Securities.

                  (2)      A complete liquidation or dissolution of the Company;
                           or

                  (3)      An agreement for the sale or other disposition of all
                           or substantially all of the assets of the Company to
                           any Person (other than a transfer to a Subsidiary).

         Notwithstanding the foregoing, a change in control shall not be deemed
to occur solely because any Person (the "Subject Person") acquired Beneficial
Ownership of more than the permitted amount of the outstanding Voting Securities
as a result of the acquisition of Voting Securities by the Company which, by
reducing the number of Voting Securities outstanding, increased the proportional
number of shares Beneficially Owned by the Subject Person, provided


                                        8
<PAGE>

that if a change in control would occur (but for the operation of this sentence)
as a result of the acquisition of Voting Securities by the Company, and after
such share acquisition by the Company, the Subject Person becomes the Beneficial
Owner of any additional Voting Securities which increases the percentage of the
then outstanding Voting Securities Beneficially Owned by the Subject Person,
then a change in control shall occur.

9.       DILUTION AND OTHER ADJUSTMENTS.

         In the event of any merger, reorganization, consolidation,
recapitalization, stock dividend, stock split, or other change in corporate
structure affecting the Shares, such substitution or adjustment shall be made in
the aggregate number of Shares that may be distributed as Purchased Shares or in
respect of Purchased Share Units under the Plan, and the number of Purchased
Shares and/or Purchased Share Units outstanding under the Plan, as may be
determined to be appropriate by the Committee in its sole discretion; provided,
however, that the number of Shares thus subject to the Plan shall always be a
whole number.

         In addition, in the event of any such change in corporate structure,
the calculation of the Average Market Value of a Share for the grant date
coincident with or next following such event may be adjusted by the Committee in
such manner as it considers to be appropriate.

10.      PAYMENT OF WITHHOLDING AND PAYROLL TAXES.

         Subject to the requirements of Section 16(b) of the Exchange Act, the
Committee shall have discretion to permit or require a Participant, on such
terms and conditions as it determines, to pay all or a portion of any taxes
arising in connection with a grant of Purchased Shares hereunder, or the lapse
of restrictions with respect thereto, by having the Company withhold Shares or
by the Participant's delivering other Shares having a then-current Fair Market
Value equal to the amount of taxes to be withheld. In the absence of such
withholding or delivery of Shares, the Company shall otherwise withhold from any
payment under the Plan all amounts required by law to be withheld.

11.      NO RIGHTS TO EMPLOYMENT.

         Nothing in the Plan or in any grant made or Agreement entered into
pursuant hereto shall confer upon any Participant the right to continue in the
employ of the Company or any Subsidiary or to be entitled to any remuneration or
benefits not set forth in the Plan or such Agreement, or interfere with, or
limit in any way, the right of the Company or any Subsidiary to terminate such
Participant's employment. Grants made under the Plan shall not be affected by
any change in duties or position of a Participant as long as such Participant
continues to be employed by the Company or a Subsidiary.


                                        9
<PAGE>

12.      AMENDMENT AND TERMINATION OF THE PLAN.

         The Board, at any time and from time to time, may suspend, terminate,
modify or amend the Plan; provided, however, that an amendment which requires
stockholder approval for the Plan to continue to comply with any law, regulation
or stock exchange requirement shall not be effective unless approved by the
requisite vote of stockholders. No suspension, termination, modification or
amendment of the Plan may adversely affect any grants previously made, unless
the written consent of the Participant is obtained.

13.      TERM OF THE PLAN.

         The Plan shall terminate ten years from the date that the Plan was
approved by the Board. No other grants may be made after such termination, but
termination of the Plan shall not, 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.

14.      GOVERNING LAW.

         The Plan and the rights of all persons claiming hereunder shall be
construed and determined in accordance with the laws of the State of Delaware
without giving effect to the choice of law principles thereof, except to the
extent that such laws are preempted by Federal law.

                                       ***

         IN WITNESS WHEREOF, the undersigned authority has executed this
instrument on this 16 day of December, 2002, in accordance with action taken by
the Board on December 16, 2002, to approve this amendment and restatement of the
Plan.


                                    LIFEPOINT HOSPITALS, INC.



                                    By:
                                         -------------------------
                                    Its:
                                         -------------------------


                                       10
<PAGE>

                                   APPENDIX A

<TABLE>
<CAPTION>
EMPLOYEE CLASSIFICATION                                 MAXIMUM SALARY PERCENTAGE
-----------------------------------------------         -------------------------
<S>                                                     <C>
Corporate Managers, Directors, Vice                                15%
Presidents and other Officers who otherwise do
not participate in the LifePoint Executive
Stock Purchase Plan
-----------------------------------------------         -------------------------

Hospital CEOs, CFOs, CNOs and COOs                                 15%
-----------------------------------------------         -------------------------
</TABLE>