FORM 4
 
o Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations
may continue.
See Instruction 1(b). UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
 
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 OMB APPROVAL

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(Print or Type Responses)

1. Name and Address of Reporting Person*   Rutledge           John            M.	2. Issuer Name and Ticker or Trading Symbol   Province Healthcare Company (PRV)		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) o Director                          o  10% Owner x Officer (give title below)    o  Other (specify below)
(Last)       (First)        (Middle)       105 Westwood Place, Suite 400	3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary)	4. Statement for Month/Year   6/2002	Chief Operating Officer
(Street)       Brentwood,      TN       37027		5. If Amendment, Date of Original (Month/Year)	7. Individual or Joint/Group Filing (Check Applicable Line)   x Form filed by One Reporting Person o Form filed by More than One Reporting Person
(City)          (State)          (Zip)
TABLE I — NON-DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED

1. Title of Security (Instr. 3)	2. Transaction Date (Month/ Day/ Year)	3.  Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Inst. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect  (I) (Instr.  4)	7. Nature of Indirect Beneficial Ownership (Instr.  4)
		Code	V	Amount	(A) or (D)	Price
Common Stock	6/7/02	M		161,257	A	$2.035 per share	162,516 (See Note 2)	D
Common Stock	6/10/02	M		106,543	A	See Note 1	162,516	D
Common Stock	6/10/02	S		106,543	D	$26.00 per share	162,516	D
Common Stock	6/19/02	S		3,326	D	$26.00 per share	162,516	D

Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction,
4(b)(v). Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. (Over)
SEC 1474 (3-99)

FORM 4 (continued) Table II — Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date   (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

6. Date Exercisable and Expiration Date   (Month/Day/ Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of derivative Securities Beneficially Owned at End of Month (Instr. 4)

10.  Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercis- able

Expira- tion Date

Title

Amount or Number of Shares

Employee Stock Options

$2.035 per share

See Note 3

M

161,527

See Note 4

3/3/2007

Common Stock

161,527

0

Employee Stock Options

$7.111 per share

6/10/02

M

57,937

See Note 5

2/10/08

Common Stock

57,937

32,063 (See Note 2)

D

Employee Stock Options

$6.722 per share

6/10/02

M

26,831

See Note 6

2/25/09

Common Stock

26,831

17,888 (See Note 2)

D

Employee Stock Options

$6.333 per share

6/10/02

M

21,505

7/14/99

7/14/09

Common Stock

21,505

0

Employee Stock Options

$16.667 per share

3/4/02

A

214,294

See Note 7

3/4/12

Common Stock

214,294

214,294

D

Employee Stock Options

$21.08 per share

3/13/02

A

27,562

3/13/02

3/13/12

Common Stock

27,562

27,562

D

Employee Stock Options

$23.50 per share

5/22/02

A

119,437

5/22/02

5/22/12

Common Stock

119,437

119,437

D

Page 2 of 3

Form 4 (continued)

Explanation of Responses:

Note 1: 270 shares were acquired at $2.035 per share; 57,937 shares were acquired at $7.111 per share; 26,831 shares were acquired at $6.722 per share; 21,505 shares were acquired at $6.333 per share.

Note 2: The number of securities and derivative securities beneficially owned at the end of the month has been adjusted to reflect a 3-for-2 stock split on April 30, 2002.

Note 3: 161,257 options were exercised on 6/7/02; 270 options were exercised on 6/10/02.

Note 4: 54 options were exercisable on 12/15/97; 13,933 options were exercisable on 12/15/98; 49,180 options were exercisable on each of 12/15/99, 12/15/00 and 12/15/01.

Note 5: 18,000 options were exercisable on each of 2/10/99, 2/10/00 and 2/10/01; 3,937 options were exercisable on 2/10/02.

Note 6: 8,943 options were exercisable on 2/25/00; 8,944 options were exercisable on each of 2/25/01 and 2/25/02.

Note 7: 71,431 options will become exercisable on each of 3/4/03, 3/4/04 and 3/4/05.

	/s/ John M. Rutledge	7/2/02
	** Signature of Reporting Person	Date
**  Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
Page 3 of 3 SEC 1474 (3-99)