8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

______________________________

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 20, 2004 (May 20, 2004)

Province Healthcare Company

(Exact Name of Registrant as Specified in Its Charter)

Delaware	0-23639	62-1710772
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
105 Westwood Place Suite 400 Brentwood, Tennessee (Address of Principal Executive Offices)		37027 (Zip Code)

(615) 370-1377
(Registrant’s Telephone Number, Including Area Code)

TABLE OF CONTENTS

Ex-99 Press Release

Item 5. Other Events

     On May 20, 2004, Province Healthcare Company announced that it signed a definitive agreement to acquire, through a long-term lease, substantially all of the assets of Memorial Medical Center in Las Cruces, New Mexico from The City of Las Cruces, New Mexico and The County of Doña Ana, New Mexico. Memorial Medical Center is licensed for 286 acute care beds and reported net revenues of approximately $150 million for the year ended December 31, 2003. It is anticipated that the acquisition will close in the second quarter of this fiscal year, subject to customary closing conditions and regulatory approvals.

Item 7. Financial Statements and Exhibits

(a) Exhibits

99 Copy of the press release, dated May 20, 2004, of Province Healthcare Company announcing that the Company signed a definitive agreement to acquire substantially all of the assets of Memorial Medical Center in Las Cruces, New Mexico.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PROVINCE HEALTHCARE COMPANY
	By:	/s/ Steve Brumfield Steve Brumfield Assistant Vice President and Controller
Date: May 20, 2004

EX-99

                                                                      EXHIBIT 99

[PROVINCE HEALTHCARE LOGO]

                                        NEWS RELEASE
                                        FOR IMMEDIATE RELEASE

                                        CONTACT: PAMELA L. JETER
                                        VICE PRESIDENT, INVESTOR  RELATIONS
                                        (615) 370-1377

           PROVINCE HEALTHCARE SIGNS DEFINITIVE AGREEMENT TO ACQUIRE
                       HOSPITAL IN LAS CRUCES, NEW MEXICO

         Brentwood, TN, May 20, 2004 - Province Healthcare Company (NYSE:PRV)
today announced the signing of a definitive agreement to acquire, through a
long-term lease, substantially all of the assets of Memorial Medical Center in
Las Cruces, New Mexico from The City of Las Cruces, New Mexico and The County of
Dona Ana. The 286-bed hospital reported net revenues of approximately $150
million for the year ended December 31, 2003. The transaction is anticipated to
close before the end of the second quarter ending June 30, 2004, subject to
customary closing conditions and regulatory approvals.

         Martin S. Rash, Chairman and Chief Executive Officer of Province, said,
"We are most pleased that the Board of Finance of New Mexico unanimously
approved this transaction between Province Healthcare and the City of Las Cruces
and Dona Ana County. We are excited to be in another New Mexico community as we
have found the state to be an excellent environment for the delivery of
healthcare by the Company. We look forward to continuing the delivery of quality
healthcare, recruiting new physicians and bringing additional services to the
community."

         Province Healthcare is a provider of healthcare services in attractive
non-urban markets in the United States. The Company owns or leases 19 general
acute care hospitals in 12 states with a total of 2,200 licensed beds. The
Company also provides management services to 36 non-urban hospitals in 14 states
with a total of 3,033 licensed beds.

         Certain statements contained in this release, constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. These statements may include projections of
revenues, income or loss, capital expenditures, capital structure, or other
financial items, statements regarding



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the plans and objectives of management for future operations, statements of
future economic performance, statements of the assumptions underlying or
relating to any of the foregoing statements, and other statements which are
other than statements of historical fact. These statements are based on current
estimates of future events, and the Company has no obligation to update or
correct these estimates unless considered material to the Company.
Forward-looking statements involve known and unknown risks and uncertainties
which may cause the Company's actual results in future periods to differ
materially from forecasted results. Those risks include, among others, risks
associated with general economic and business conditions, the effect of future
governmental regulations, changes in reimbursement levels by government
programs, including Medicare and Medicaid or other third party payors,the
Company's continued ability to recruit and retain physicians and the Company's
ability to successfully complete and integrate acquisitions. Those and other
risks are described in the Company's reports and filings with the Securities and
Exchange Commission.

 CONTACT: PAMELA L. JETER, PROVINCE HEALTHCARE COMPANY (PRV) AT (615) 370-1377






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