8-K

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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

April 19, 2004
Date of Report (date of earliest event reported)

COMMUNITY HEALTH SYSTEMS, INC.
(Exact name of Registrant as specified in charter)

Delaware (State or other jurisdiction of incorporation)	001-15925 (Commission File Number)	13-3893191 (I.R.S. Employer Identification No.)
155 Franklin Road, Suite 400 Brentwood, Tennessee 37027 (Address of principal executive offices)

Registrant's telephone number, including area code: (615) 373-9600

ITEM 12. Results of Operations And Financial Condition.

        The following information is being furnished pursuant to Item 12, "Results of Operations and Financial Condition." Consequently, it is not deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K. On April 18, 2004, Community Health Systems, Inc. (the "Company"), announced operating results for the quarter ended March 31, 2004. A copy of the related press release is attached as Exhibit 99.1 to this Form 8-K.

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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 thereunto duly authorized.

Date: April 19, 2004	COMMUNITY HEALTH SYSTEMS, INC. (Registrant)
	By:	/s/  WAYNE T. SMITH Wayne T. Smith Chairman of the Board, President and Chief Executive Officer (principal executive officer)
	By:	/s/  W. LARRY CASH W. Larry Cash Executive Vice President, Chief Financial Officer and Director (principal financial officer)
	By:	/s/  T. MARK BUFORD T. Mark Buford Vice President and Corporate Controller (principal accounting officer)

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        Index to Exhibits Filed with the Current Report on Form 8-K Dated April 19, 2004

Exhibit Number	Description
99.1	Press Release dated April 18, 2004

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SIGNATURES

EX-99.1

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Exhibit Number 99.1

Investor Contact: W. Larry Cash
Executive Vice President
and Chief Financial Officer
(615) 373-9600

COMMUNITY HEALTH SYSTEMS, INC. ANNOUNCES
FIRST QUARTER 2004 RESULTS WITH
NET OPERATING REVENUES UP 24.7%, NET INCOME UP 21.4% AND
NET INCOME PER SHARE (DILUTED) UP 18.2%

BRENTWOOD, Tenn. (April 18, 2004)—Community Health Systems, Inc. (NYSE: CYH) today announced financial and operating results for the first quarter ended March 31, 2004.

        Net operating revenues for the first quarter ended March 31, 2004, totaled $822.4 million, a 24.7% increase compared with $659.3 million for the same period last year. Net income increased 21.4% to $40.7 million, or $0.39 per share (diluted), on 109.1 million weighted average shares outstanding for the quarter ended March 31, 2004, compared with $33.5 million, or $0.33 per share (diluted), on 107.8 million weighted average shares outstanding for the same period last year. Refer to page 3 for "Financial Highlights."

        Adjusted EBITDA for the first quarter of 2004 was $125.0 million, compared with $106.6 million for the same period last year, representing a 17.3% increase. Adjusted EBITDA is EBITDA adjusted to exclude minority interest in earnings. The Company uses adjusted EBITDA as a measure of liquidity. Net cash provided by operating activities for the first quarter of 2004 was $61.7 million, compared with $8.5 million for the same period last year. The change between periods would not have been as large, had net cash provided by operating activities for both periods not been lowered primarily by the build-up of accounts receivable related to acquisitions, refer to page 3, footnote (c).

        The consolidated financial results for the first quarter ended March 31, 2004, reflect a 17.8% increase in total admissions, compared with the first quarter of 2003. This increase is attributable to the Company's acquisition success and strong internal growth. On a same-store basis, admissions increased 1.9% and net operating revenues increased 8.2%, compared with the same period last year. The Company has had consistent same-store net operating revenue growth, as these results represent the 17^th consecutive quarter of 8.0% growth or better.

        "The financial and operating results for the first quarter indicate a solid start to 2004 for Community Health Systems," commented Wayne T. Smith, chairman, president and chief executive officer of Community Health Systems, Inc. "Our ability to consistently deliver higher net operating revenues and earnings and drive volumes in our hospital facilities every quarter reaffirms our confidence in the strength of our operating strategy. Our standardized and centralized operating platform has continued to be a key differentiator for the Company as further evidenced by our impressive same-store growth metrics for the first quarter. This strategic approach has allowed us to effectively implement our systems and processes into acquired facilities, thereby improving hospital operations and ultimately delivering more favorable and consistent results."

        "Community Health Systems continues to be a leader in the non-urban hospital industry as a result of the successful execution of our acquisition strategy," Smith added. "Our growing recognition in the marketplace as the acquirer of choice has allowed us to continue to build on this momentum. We are off to a promising start for 2004 with the execution of a definitive agreement to acquire Galesburg

Cottage Hospital in Illinois. We believe the investment opportunities in well-managed, non-urban hospitals continue to look favorable for proven operators like Community Health Systems. We intend to leverage our favorable track record and strong community relationships into further opportunities in 2004, and remain confident we will meet our acquisition goals this year."

        Located in the Nashville, Tennessee suburb of Brentwood, Community Health Systems is a leading operator of general acute care hospitals in non-urban communities throughout the country. Through its subsidiaries, the Company currently owns, leases or operates 72 hospitals in 22 states. Its hospitals offer a broad range of inpatient medical and surgical services, outpatient treatment and skilled nursing care. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under the symbol "CYH."

        Community Health Systems will provide a pre-recorded management presentation discussing these results. This presentation will be available online with accompanying slides at www.chs.net and www.fulldisclosure.com beginning at 9:30 a.m. Central time, 10:30 a.m. Eastern time, and will be available online through May 19, 2004. A digital recording of the call will also be available by dialing (800) 642-1687 or (706) 645-9291 and will continue through April 26, 2004. To access this recording, please enter 6656265 when prompted for the Conference I.D. A copy of the Company's Form 8-K (including this press release) will also be available on the Company's website at www.chs.net.

Statements contained in this news release regarding expected operating results, acquisition transactions and other events are forward-looking statements that involve risk and uncertainties. Actual future events or results may differ materially from these statements. Readers are referred to the documents filed by Community Health Systems, Inc. with the Securities and Exchange Commission, including the Company's Registration Statement on Form S-3 (Registration Statement No. 333-112084), and Form 10-K for the year ended December 31, 2003. These filings identify important risk factors and other uncertainties that could cause actual results to differ from those contained in the forward-looking statements.

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COMMUNITY HEALTH SYSTEMS, INC.
Financial Highlights
(Unaudited)
(In thousands, except net income per share amounts)

	Three Months Ended March 31,
	2004			2003
Net operating revenues	$	822,376		$	659,277
Adjusted EBITDA(a)	$	125,023		$	106,574
Net income	$	40,726		$	33,539
Net income per share—basic	$	0.41		$	0.34
Weighted average number of shares outstanding—basic		98,699			98,355
Net income per share—diluted	$	0.39		$	0.33
Weighted average number of shares outstanding—diluted		109,136	(b)		107,820	(b)
Net cash provided by operating activities	$	61,731	(c)	$	8,510	(c)

(a)

EBITDA consists of income before interest, income taxes, and depreciation and amortization. Adjusted EBITDA is EBITDA adjusted to exclude minority interest in earnings. We have from time to time sold minority interests in certain of our subsidiaries or acquired subsidiaries with existing minority interest ownership positions. We believe that it is useful to present adjusted EBITDA because it excludes the portion of EBITDA attributable to these third party interests and clarifies for investors our Company's portion of EBITDA generated by our operations. We use adjusted EBITDA as a measure of liquidity. We have included this measure because we believe it provides investors with additional information about our ability to incur and service debt and make capital expenditures. Adjusted EBITDA is the key component in the determination of our compliance with some of the covenants under our senior secured credit facility, as well as to determine the interest rate and commitment fee payable under the senior secured credit facility.

Adjusted EBITDA is not a measurement of financial performance or liquidity under generally accepted accounting principles. It should not be considered in isolation or as a substitute for net income, operating income, cash flows from operating, investing or financing activities, or any other measure calculated in accordance with generally accepted accounting principles. The items excluded from adjusted EBITDA are significant components in understanding and evaluating financial performance and liquidity. Our calculation of adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.

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The following table reconciles adjusted EBITDA, as defined, to our net cash provided by operating activities as derived directly from our consolidated financial statements for the three months ended March 31, 2004 and 2003 (in thousands):

	Three Months Ended March 31,
	2004			2003
Adjusted EBITDA	$	125,023		$	106,574
Interest expense, net		(18,772	)		(17,016	)
Provision for income taxes		(26,701	)		(22,405	)
Other non-cash expenses, net		(491	)		(22	)
Net changes in operating assets and liabilities, net of effects of acquisitions		(17,328	)		(58,621	)
Net cash provided by operating activities	$	61,731		$	8,510

(b)

Adjusted to include assumed exercise of employee stock options and assumed conversion of convertible notes. Since the income per share impact of the conversion of the convertible notes is less than the basic income per share for both periods presented, the convertible notes are dilutive and accordingly, must be included in the fully diluted calculation (after tax interest savings of $2.2 million per quarter and 8.6 million shares added to the number of weighted average diluted shares).

(c)

The change in net cash provided by operating activities between the three months ended March 31, 2004 and the same period in 2003 is an increase of 625%. Net cash provided by operating activities for the three months ended March 31, 2004, was lower by approximately $9.0 million due primarily to the use of cash to cover the continued build-up of accounts receivable related to the Company's acquisition completed in the fourth quarter of 2003 where we did not purchase the seller's accounts receivable. Net cash provided by operating activities for the three months ended March 31, 2003, was lower by approximately $26.5 million due primarily to the use of cash to cover the build-up of accounts receivable related to the acquisition of seven hospitals on January 1, 2003 where we did not purchase the seller's accounts receivable. Had net cash provided by operating activities for both periods not been lowered primarily by the build-up of accounts receivable related to acquisitions, the change between periods would have been an increase of approximately 102%.

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COMMUNITY HEALTH SYSTEMS, INC.
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands, except net income per share amounts)

			Three Months Ended March 31,
			2004		2003
Net operating revenues			$	822,376	$	659,277
Operating expenses:
	Salaries and benefits			330,428		268,772
	Provision for bad debts			86,111		62,341
	Supplies			99,392		76,820
	Other operating expenses			181,422		144,770
	Depreciation and amortization			38,451		33,242
	Minority interests in earnings			373		372
		Total expenses		736,177		586,317
Income from operations				86,199		72,960
Interest expense, net				18,772		17,016
Income before income taxes				67,427		55,944
Provision for income taxes				26,701		22,405
Net income			$	40,726	$	33,539
Net income per share—basic			$	0.41	$	0.34
Net income per share—diluted			$	0.39	$	0.33
Weighted average number of shares outstanding:
	Basic			98,699		98,355
	Diluted			109,136		107,820
Net income per share calculation:
	Net income		$	40,726	$	33,539
	Add—Convertible notes interest, net of taxes			2,189		2,189
	Adjusted net income		$	42,915	$	35,728
Weighted average number of shares outstanding—basic				98,699		98,355
Add effect of dilutive securities:
	Unvested common shares			39		133
	Employee stock options			1,816		750
	Convertible notes			8,582		8,582
Weighted average number of shares outstanding—diluted				109,136		107,820
	Net income per share—diluted		$	0.39	$	0.33

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COMMUNITY HEALTH SYSTEMS, INC.
Selected Operating Data
(Unaudited)
($ in thousands)

	For the Three Months Ended March 31,
	Consolidated								Same-Store
	2004			2003			% Change		2004			2003			% Change
Number of hospitals		72			70					69			69
Licensed beds		7,810			6,972					6,854			6,909
Beds in service		6,187			5,403					5,384			5,364
Admissions		72,633			61,648		17.8	%		62,602			61,429		1.9	%
Adjusted admissions		130,972			110,730		18.3	%		112,678			110,328		2.1	%
Patient days		300,657			245,252		22.6	%		252,634			244,388		3.4	%
Average length of stay (days)		4.1			4.0					4.0			4.0
Occupancy rate (average beds in service)		53.4	%		50.6	%				51.6	%		50.7	%
Net operating revenues	$	822,376		$	659,277		24.7	%	$	708,908		$	655,273		8.2	%
Net inpatient revenue as a % of total net operating revenues		51.3	%		53.1	%				51.8	%		53.0	%
Net outpatient revenue as a % of total net operating revenues		47.2	%		45.8	%				46.9	%		45.8	%
Income from operations	$	86,199		$	72,960		18.1	%	$	78,745		$	72,606		8.5	%
Income from operations as a % of net operating revenues		10.5	%		11.1	%				11.1	%		11.1	%
Depreciation and amortization	$	38,451		$	33,242				$	33,973		$	33,041
Minority interest in earnings	$	373		$	372				$	373		$	372
Liquidity Data:
Adjusted EBITDA	$	125,023		$	106,574		17.3	%
Adjusted EBITDA as a % of net operating revenues		15.2	%		16.2	%
Net cash provided by operating activities	$	61,731		$	8,510
Net cash provided by operating activities as a % of net operating revenue		7.5	%		1.3	%

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COMMUNITY HEALTH SYSTEMS, INC.
Condensed Consolidated Balance Sheets
(Unaudited)
($ in thousands)

			March 31, 2004			December 31, 2003
ASSETS
Current assets:
	Cash and cash equivalents		$	16,100		$	16,331
	Patient accounts receivable, net			583,875			559,097
	Other current assets			120,010			120,652
		Total current assets		719,985			696,080
Property and equipment				1,804,419			1,772,461
	Less accumulated depreciation and amortization			(405,970	)		(377,116	)
		Property and equipment, net		1,398,449			1,395,345
Goodwill, net				1,159,263			1,155,797
Other assets, net				102,566			102,989
		Total assets	$	3,380,263		$	3,350,211
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
	Current maturities of long-term debt		$	22,163		$	29,677
	Accounts payable and accrued liabilities			355,881			368,387
		Total current liabilities		378,044			398,064
Long-term debt				1,441,294			1,444,981
Other long-term liabilities				173,050			156,577
Stockholders' equity				1,387,875			1,350,589
		Total liabilities and stockholders' equity	$	3,380,263		$	3,350,211

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COMMUNITY HEALTH SYSTEMS, INC.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
($ in thousands)

			Three Months Ended March 31,
			2004			2003
Cash flows from operating activities
	Net Income		$	40,726		$	33,539
	Adjustments to reconcile net income to net cash provided by (used in) operating activities:
	Depreciation and amortization			38,451			33,242
	Minority interest in earnings			373			372
	Other non-cash expenses, net			(491	)		(22	)
	Net changes in operating assets and liabilities, net of effects of acquisitions			(17,328	)		(58,621	)
		Net cash provided by operating activities		61,731			8,510
Cash flows from investing activities
	Acquisitions of facilities and other related equipment			(3,986	)		(147,241	)
	Purchases of property and equipment, net			(39,058	)		(32,258	)
	Increase in other assets			(7,408	)		(7,428	)
		Net cash used in investing activities		(50,452	)		(186,927	)
Cash flows from financing activities
	Proceeds from exercise of stock options			1,012			133
	Stock buy-back			—			(10,290	)
	Redemption of minority investments in joint ventures			(993	)		(86	)
	Distribution to minority investors in joint ventures			(328	)		(1,161	)
	Borrowing under credit agreement			34,440			80,000
	Repayments of long-term indebtedness			(45,641	)		(3,460	)
		Net cash provided by (used in) financing activities		(11,510	)		65,136
Net change in cash and cash equivalents				(231	)		(113,281	)
Cash and cash equivalents at beginning of period				16,331			132,844
Cash and cash equivalents at end of period			$	16,100		$	19,563

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COMMUNITY HEALTH SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2004 RESULTS WITH NET OPERATING REVENUES UP 24.7%, NET INCOME UP 21.4% AND NET INCOME PER SHARE (DILUTED) UP 18.2%
COMMUNITY HEALTH SYSTEMS, INC. Condensed Consolidated Statements of Operations (Unaudited) (In thousands, except net income per share amounts)
COMMUNITY HEALTH SYSTEMS, INC. Condensed Consolidated Balance Sheets (Unaudited) ($ in thousands)
COMMUNITY HEALTH SYSTEMS, INC. Condensed Consolidated Statements of Cash Flows (Unaudited) ($ in thousands)