8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): April 13, 2005

Province Healthcare Company

(Exact name of registrant as specified in its charter)

Delaware	001-31320	62-1710772
(State or Other	(Commission File Number)	(IRS Employer
Jurisdiction of		Identification No.)
Incorporation)

105 Westwood Place	37027
Suite 400	(Zip Code)
Brentwood, Tennessee
(Address of Principal Executive Offices)

(615) 370-1377

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 8.01 Other Events.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Ex-99.1 Press Release
Ex-99.2 Press Release

Item 8.01 Other Events.

     On April 13, 2005, Province Healthcare Company (the “Company”) and LifePoint Hospitals, Inc. (“LifePoint Hospitals”) jointly issued a press release announcing that the exchange ratio in connection with LifePoint Hospitals’ proposed acquisition of the Company will be 0.2917. The exchange ratio equals the fraction of a share of common stock of Lakers Holding Corp. (“New LifePoint”) which, together with $11.375 in cash, will be exchanged for each share of Company common stock held by Company stockholders. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

     On April 13, 2005, the Company issued a press release announcing that, in connection with its cash tender offer and consent solicitation relating to its outstanding 7 1/2% Senior Subordinated Notes due 2013 (the “Notes”), the Company will pay $1,120.43 for each $1,000 principal amount of Notes purchased in the tender offer, plus accrued and unpaid interest up to, but not including, the date of payment for the Notes. A copy of the press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

Item 9.01 Financial Statements and Exhibits.

     (a) Not Applicable

     (b) Not Applicable

     (c) Exhibits.

The exhibits listed below and in the accompanying Exhibit Index are filed as part of this Current Report on Form 8-K.

Exhibit No.		Description
	99.1	Press Release jointly issued on April 13, 2005, by Province Healthcare Company and LifePoint Hospitals, Inc.
	99.2	Press Release issued on April 13, 2005, by Province Healthcare Company

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/ Howard T. Wall
	Howard T. Wall
	Senior Vice President, General Counsel and Secretary

Date: April 13, 2005

EXHIBIT INDEX

Exhibit No.		Description
	99.1	Press Release jointly issued on April 13, 2005, by Province Healthcare Company and LifePoint Hospitals, Inc.
	99.2	Press Release issued on April 13, 2005, by Province Healthcare Company

EX-99.1

                                                                    Exhibit 99.1

                        (LIFEPOINT HOSPITALS, INC. LOGO)

CONTACT:  FOR LIFEPOINT HOSPITALS, INC.          FOR PROVINCE HEALTHCARE COMPANY
            MICHAEL J. CULOTTA                   CHRISTOPHER T. HANNON
            CHIEF FINANCIAL OFFICER              CHIEF FINANCIAL OFFICER
            (615) 372-8512                       (615) 376-7266


            LIFEPOINT HOSPITALS, INC. AND PROVINCE HEALTHCARE COMPANY
                            ANNOUNCE EXCHANGE RATIO
                     IN CONNECTION WITH PROPOSED ACQUISITION

BRENTWOOD, TENNESSEE (April 13, 2005) - LifePoint Hospitals, Inc. ("LifePoint
Hospitals") (NASDAQ: LPNT) and Province Healthcare Company ("Province
Healthcare") (NYSE: PRV) jointly announced today that the exchange ratio in
connection with LifePoint Hospitals' proposed acquisition of Province Healthcare
will be 0.2917. The exchange ratio equals the fraction of a share of common
stock of Lakers Holding Corp. ("New LifePoint") which, together with $11.375 in
cash, will be exchanged for each share of Province Healthcare common stock held
by Province Healthcare stockholders. The exchange ratio assumes that the closing
of the proposed merger will take place, as currently scheduled, on Friday, April
15, 2005, and is subject to change if the closing does not occur for any reason
on the scheduled date.

     New LifePoint is a newly formed holding company which will be renamed
LifePoint Hospitals, Inc. after the consummation of the proposed merger.

     LifePoint Hospitals, Inc. currently operates 30 hospitals in non-urban
communities. In most cases, the LifePoint Hospitals facility is the only
hospital in its community. LifePoint Hospitals' non-urban operating strategy
offers continued operational improvement by focusing on its five core values:
delivering high quality patient care, supporting physicians, creating excellent
workplaces for its employees, providing community value and ensuring fiscal
responsibility. Headquartered in Brentwood, Tennessee, LifePoint Hospitals is
affiliated with approximately 9,900 employees.

     Province Healthcare Company, a provider of healthcare services in
attractive non-urban markets in the United States, owns or leases 21 general
acute care hospitals in 13 states with a total of 2,529 licensed beds.

                               ******
IMPORTANT LEGAL INFORMATION
In connection with the proposed transaction between LifePoint Hospitals and
Province Healthcare, Lakers Holding Corp. has filed with the Securities and
Exchange Commission (the "SEC") a joint proxy statement/prospectus, as part of a
Registration Statement on Form S-4, and other relevant materials have been filed
by LifePoint Hospitals and Province Healthcare. The definitive joint proxy
statement/prospectus was mailed to the stockholders of LifePoint Hospitals and
Province Healthcare on or about February 22, 2005. Investors and security
holders are advised to read the joint proxy statement/prospectus and other
relevant materials when they become available, as well as any amendments or
supplements to those documents, because they will contain important information
about Lakers Holding Corp., LifePoint Hospitals, Province Healthcare and the
proposed transaction. In addition, the joint proxy statement/prospectus and
other relevant materials filed by LifePoint Hospitals or Province Healthcare
with the SEC may be obtained free of charge at the SEC's web site at
www.sec.gov. In addition, investors and security holders may obtain free copies
of the documents filed with the SEC by LifePoint Hospitals or Lakers Holding
Corp. by contacting Investor Relations,






LifePoint Hospitals, Inc., 103 Powell Court, Suite 200, Brentwood, Tennessee,
37027, Phone: (615) 372-8500 and by Province Healthcare by contacting Investor
Relations, Province Healthcare Company, 105 Westwood Place, Suite 400,
Brentwood, Tennessee, 37027, Phone: (615) 370-1377.

This release includes forward-looking statements based on current management
expectations. Numerous factors exist which may cause results to differ from
these expectations. Many of the factors that will determine the companies'
future results are beyond the companies' ability to control or predict with
accuracy. Such forward-looking statements, particularly those statements
regarding the effects of the proposed transaction, reflect the current
expectations and beliefs of the managements of LifePoint Hospitals and Province
Healthcare, are not guarantees of performance of LifePoint Hospitals, Province
Healthcare or the combined entity following completion of the proposed
transaction, and are subject to a number of risks, uncertainties, assumptions
and other factors that could cause actual results to differ from those described
in the forward-looking statements. For example, such risks, uncertainties,
assumptions and other factors relating to the proposed transaction include,
without limitation, the possibility that (1) problems may arise in successfully
integrating the businesses of the two companies; (2) the acquisition may involve
unexpected costs; (3) the combined company may be unable to achieve cost-cutting
synergies; (4) the businesses may suffer as a result of uncertainty surrounding
the acquisition; and (5) the combined company may be subject to future
regulatory or legislative actions. These forward-looking statements are also
subject to other risks and uncertainties, including, without limitation, (i)
reduction in payments to healthcare providers by government and commercial
third-party payors, as well as changes in the manner in which employers provide
healthcare coverage to their employees; (ii) the possibility of adverse changes
in, and requirements of, applicable laws, regulations, policies and procedures,
including those required by LifePoint Hospitals' corporate integrity agreement;
(iii) the ability to manage healthcare risks, including malpractice litigation,
and the lack of state and federal tort reform; (iv) the availability, cost and
terms of insurance coverage; (v) the highly competitive nature of the healthcare
business, including the competition to recruit and retain physicians and other
healthcare professionals; (vi) the ability to attract and retain qualified
management and personnel; (vii) the geographic concentration of the companies'
operations; (viii) the ability to acquire hospitals on favorable terms; (ix) the
ability to operate and integrate newly acquired facilities successfully; (x) the
availability and terms of capital to fund the companies' business strategies;
(xi) changes in the companies' liquidity or indebtedness; (xii) the potential
adverse impact of government investigations and litigation involving the
business practices of healthcare providers, including whistleblowers
investigations; (xiii) volatility in the market value of each company's common
stock; (xiv) changes in general economic conditions in the markets the companies
serve; (xv) LifePoint Hospitals' reliance on information technology systems
maintained by HCA Inc.; (xvi) the costs of complying with the Americans With
Disabilities Act; and (xvii) those risks and uncertainties described from time
to time in the companies' filings with the SEC, including those related to the
proposed transaction. Therefore, the companies' future results may differ
materially from those described in this release. Neither LifePoint Hospitals nor
Province Healthcare undertakes any obligation to update any forward-looking
statements, or to make any other forward-looking statements, whether as a result
of new information, future events or otherwise.

All references to "LifePoint Hospitals" as used throughout this release refer to
LifePoint Hospitals, Inc. and its affiliates. All references to "Province
Healthcare" as used throughout this release refer to Province Healthcare Company
and its affiliates.

EX-99.2

                                                                    Exhibit 99.2
(PROVINCE HEALTHCARE LOGO)

                                                  NEWS RELEASE
                                                  FOR IMMEDIATE RELEASE

                                                  CONTACT: CHRISTOPHER T. HANNON
                                                  SENIOR VICE PRESIDENT AND
                                                  CHIEF FINANCIAL OFFICER
                                                  (615) 370-1377


         PROVINCE HEALTHCARE ANNOUNCES TENDER OFFER PRICE FOR ITS 7 1/2%
                       SENIOR SUBORDINATED NOTES DUE 2013

         BRENTWOOD, TN, APRIL 13, 2005 - Province Healthcare Company ("Province
Healthcare") (NYSE:PRV) announced today that, in connection with its cash tender
offer and consent solicitation for any and all of its $200,000,000 outstanding
principal amount of 7 1/2% Senior Subordinated Notes due 2013 (CUSIP No.
743977AF7) (the "Notes"), Province Healthcare will pay $1,120.43 for each $1,000
principal amount of Notes purchased in the tender offer, plus accrued and unpaid
interest up to, but not including, the date of payment for the Notes.

         The purchase price includes a consent payment of $20.00 per $1,000
principal amount of Notes. Holders of the Notes who have validly tendered, and
not withdrawn, their notes pursuant to the tender offer at or prior to 12:00
midnight, New York City time, on March 31, 2005 will receive the consent
payment. The purchase price for each $1,000 principal amount of Notes validly
tendered and accepted for purchase was determined by reference to a fixed spread
of 50 basis points over the yield (as reported by Bloomberg Government Pricing
Monitor on "Page PX5" at 2:00 p.m., New York City time, on April 12, 2005) of
the 2.625% U.S. Treasury Note due May 15, 2008.

         The tender offer is scheduled to expire at 12:00 midnight, New York
City time, on April 15, 2005, unless extended or earlier terminated. Province
Healthcare currently expects to accept for payment on April 15, 2005, any
previously tendered Notes and to accept for payment any Notes tendered after
such time but on or prior to the expiration date, on April 18, 2005, subject in
each case to satisfaction or waiver of all conditions precedent to the






consummation of the previously announced business combination with LifePoint
Hospitals, Inc. ("LifePoint Hospitals") and certain other conditions described
in more detail in the Offer to Purchase and Consent Solicitation Statement.

         The tender offer and consent solicitation are being made pursuant to
the Offer to Purchase and Consent Solicitation Statement and related Consent and
Letter of Transmittal. Copies of these documents may be obtained from Global
Bondholder Services Corporation, the information agent for the tender offer and
consent solicitation, at (866) 804-2200 (U.S. toll-free) and (212) 430-3774
(collect).

         Province Healthcare has retained Citigroup Global Markets Inc. to serve
as the dealer manager and solicitation agent for the tender offer and the
consent solicitation. Questions regarding the tender offer and consent
solicitation may be directed to Citigroup Global Markets Inc., Liability
Management Group, at (800) 558-3745 (U.S. toll free) and (212) 723-6106
(collect).

         In connection with the proposed transaction between LifePoint Hospitals
and Province Healthcare, Lakers Holding Corp., Delaware corporation formed as
part of the proposed transactions ("Lakers Holding"), has filed with the
Securities and Exchange Commission (the "SEC") a joint proxy
statement/prospectus, as part of a Registration Statement on Form S-4, as
amended, and other relevant materials. The definitive joint proxy
statement/prospectus was mailed to the stockholders of LifePoint Hospitals and
Province Healthcare on or about February 22, 2005. Investors and security
holders are advised to read the joint proxy statement/prospectus and other
relevant materials when they become available, as well as any amendments or
supplements to those documents, because they will contain important information
about Lakers Holding, LifePoint Hospitals, Province Healthcare and the proposed
transaction. In addition, the joint proxy statement/prospectus and other
relevant materials filed by LifePoint Hospitals or Province Healthcare with the
SEC may be obtained free of charge at the SEC's web site at www.sec.gov. In
addition, investors and security holders may obtain free copies of the documents
filed with the SEC by LifePoint Hospitals or Lakers Holding by contacting
Investor Relations, LifePoint Hospitals, Inc., 103 Powell Court, Suite 200,
Brentwood, Tennessee, 37027, Phone: (615) 372-8500 and





by Province Healthcare by contacting Investor Relations, Province Healthcare
Company, 105 Westwood Place, Suite 400, Brentwood, Tennessee, 37027, Phone:
(615) 370-1377.

         This document may contain statements that constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. All statements other than statements of historical fact are statements
that could be deemed forward-looking statements. Such forward-looking
statements, particularly those statements regarding the effects of the merger,
reflect LifePoint Hospitals, Inc.'s and Province Healthcare Company's current
expectations and beliefs, are not guarantees of performance of LifePoint
Hospitals or the newly formed combined entity and are subject to a number of
risks, uncertainties, assumptions and other factors that could cause actual
results to differ materially from those described in the forward-looking
statements. For example, such risks, uncertainties, assumptions and other
factors include, without limitation, the possibility that (1) problems may arise
in successfully integrating the businesses of the two companies; (2) the
acquisition may involve unexpected costs; (3) the combined company may be unable
to achieve cost-cutting synergies; (4) the businesses may suffer as a result of
uncertainty surrounding the acquisition; and (5) the combined company may be
subject to future regulatory or legislative actions. For a further discussion of
these and other risks, uncertainties, assumptions and other factors, see the
joint proxy statement/prospectus and LifePoint Hospitals' and Province
Healthcare's filings with the Securities and Exchange Commission. LifePoint
Hospitals and Province Healthcare undertake no duty to update forward-looking
statements.