10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2012

Or

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

For the transition period from              to             

Commission file number 1-11239

HCA Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	27-3865930
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
One Park Plaza Nashville, Tennessee	37203
(Address of principal executive offices)	(Zip Code)

(615) 344-9551

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date.

Class of Common Stock	Outstanding at April 30, 2012
Voting common stock, $.01 par value	438,792,200 shares

HCA HOLDINGS, INC.

Form 10-Q

March 31, 2012

		Page of Form  10-Q
Part I.	Financial Information
Item 1.	Financial Statements (Unaudited):
	Condensed Consolidated Comprehensive Income Statements — for the quarters ended March  31, 2012 and 2011		2
	Condensed Consolidated Balance Sheets — March 31, 2012 and December 31, 2011		3
	Condensed Consolidated Statements of Cash Flows — for the quarters ended March  31, 2012 and 2011		4
	Notes to Condensed Consolidated Financial Statements		5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		26
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		43
Item 4.	Controls and Procedures		43
Part II.	Other Information
Item 1.	Legal Proceedings		43
Item 6.	Exhibits		45
Signatures			46

1

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATED COMPREHENSIVE INCOME STATEMENTS

FOR THE QUARTERS ENDED MARCH 31, 2012 AND 2011

Unaudited

(Dollars in millions, except per share amounts)

	2012			2011
Revenues before provision for doubtful accounts	$	9,199		$	8,055
Provision for doubtful accounts		794			649
Revenues		8,405			7,406
Salaries and benefits		3,736			3,295
Supplies		1,419			1,275
Other operating expenses		1,493			1,322
Electronic health record incentive income		(55	)		—
Equity in earnings of affiliates		(11	)		(76	)
Depreciation and amortization		417			358
Interest expense		442			533
Losses on sales of facilities		1			1
Termination of management agreement		—			181
		7,442			6,889
Income before income taxes		963			517
Provision for income taxes		324			183
Net income		639			334
Net income attributable to noncontrolling interests		99			94
Net income attributable to HCA Holdings, Inc.	$	540		$	240
Per share data:
Basic earnings per share	$	1.23		$	0.54
Diluted earnings per share	$	1.18		$	0.52
Cash dividends declared per share	$	2.00			—
Shares used in earnings per share calculations (in thousands):
Basic		437,936			444,202
Diluted		458,312			461,969
Comprehensive income attributable to HCA Holdings, Inc.	$	569		$	324

See accompanying notes.

2

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

Unaudited

(Dollars in millions)

	March 31, 2012			December 31, 2011
ASSETS
Current assets:
Cash and cash equivalents	$	471		$	373
Accounts receivable, less allowance for doubtful accounts of $4,156 and $4,106		4,878			4,533
Inventories		1,046			1,054
Deferred income taxes		226			594
Other		661			679
		7,282			7,233
Property and equipment, at cost		28,354			28,075
Accumulated depreciation		(15,567	)		(15,241	)
		12,787			12,834
Investments of insurance subsidiaries		536			548
Investments in and advances to affiliates		108			101
Goodwill and other intangible assets		5,398			5,251
Deferred loan costs		292			290
Other		736			641
	$	27,139		$	26,898
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	1,412		$	1,597
Accrued salaries		909			965
Other accrued expenses		1,453			1,585
Long-term debt due within one year		1,841			1,407
		5,615			5,554
Long-term debt		26,061			25,645
Professional liability risks		1,030			993
Income taxes and other liabilities		1,757			1,720
Stockholders’ deficit:
Common stock $0.01 par; authorized 1,800,000,000 shares; outstanding 438,354,100 shares in 2012 and 437,477,900 shares in 2011		4			4
Capital in excess of par value		1,648			1,601
Accumulated other comprehensive loss		(411	)		(440	)
Retained deficit		(9,854	)		(9,423	)
Stockholders’ deficit attributable to HCA Holdings, Inc.		(8,613	)		(8,258	)
Noncontrolling interests		1,289			1,244
		(7,324	)		(7,014	)
	$	27,139		$	26,898

See accompanying notes.

3

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE QUARTERS ENDED MARCH 31, 2012 AND 2011

Unaudited

(Dollars in millions)

	2012			2011
Cash flows from operating activities:
Net income	$	639		$	334
Adjustments to reconcile net income to net cash provided by operating activities:
Changes in operating assets and liabilities		(1,384	)		(774	)
Provision for doubtful accounts		794			649
Depreciation and amortization		417			358
Income taxes		300			321
Losses on sales of facilities		1			1
Amortization of deferred loan costs		14			20
Share-based compensation		9			8
Other		7			1
Net cash provided by operating activities		797			918
Cash flows from investing activities:
Purchase of property and equipment		(335	)		(329	)
Acquisition of hospitals and health care entities		(112	)		(22	)
Disposition of hospitals and health care entities		1			55
Change in investments		6			20
Other		3			3
Net cash used in investing activities		(437	)		(273	)
Cash flows from financing activities:
Issuance of long-term debt		1,350			—
Net change in revolving credit facilities		(470	)		(2,604	)
Repayment of long-term debt		(93	)		(296	)
Distributions to noncontrolling interests		(93	)		(95	)
Payment of debt issuance costs		(16	)		—
Issuance of common stock		—			2,506
Distributions to stockholders		(982	)		(30	)
Income tax benefits		49			22
Other		(7	)		(6	)
Net cash used in financing activities		(262	)		(503	)
Change in cash and cash equivalents		98			142
Cash and cash equivalents at beginning of period		373			411
Cash and cash equivalents at end of period	$	471		$	553
Interest payments	$	517		$	401
Income tax refunds, net	$	(25	)	$	(160	)

See accompanying notes.

4

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 — INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Reporting Entity

On November 17, 2006, HCA Inc. was acquired by a private investor group, including affiliates of, or funds sponsored by Bain Capital Partners, LLC, Kohlberg Kravis Roberts & Co., BAML Capital Partners and HCA founder, Dr. Thomas F. Frist Jr. (collectively, the “Investors”) and by members of management and certain other investors. The transaction was accounted for as a recapitalization in our financial statements, with no adjustments to the historical basis of our assets and liabilities.

On November 22, 2010, HCA Inc. reorganized by creating a new holding company structure (the “Corporate Reorganization”). HCA Holdings, Inc. became the new parent company, and HCA Inc. became HCA Holdings, Inc.’s wholly-owned direct subsidiary. As part of the Corporate Reorganization, HCA Inc.’s outstanding shares of common stock were automatically converted, on a share for share basis, into identical shares of HCA Holdings, Inc.’s common stock. As a result of the Corporate Reorganization, HCA Holdings, Inc. was deemed the successor registrant to HCA Inc. under the Exchange Act.

During March 2011, we completed the initial public offering of 87,719,300 shares of our common stock at a price of $30.00 per share (before deducting underwriter discounts, commissions and other related offering expenses). Certain of our stockholders also sold 57,410,700 shares of our common stock in this offering. We did not receive any proceeds from the shares sold by the selling stockholders. Our common stock is now traded on the New York Stock Exchange (symbol “HCA”).

The Investors provided management and advisory services to the Company pursuant to a management agreement among HCA Inc. and the Investors executed in connection with the Investors’ acquisition of HCA Inc. in November 2006. The management agreement was terminated pursuant to its terms upon completion of the initial public offering of our common stock, and the Company paid the Investors a final fee of $181 million.

HCA Holdings, Inc. is a holding company whose affiliates own and operate hospitals and related health care entities. The term “affiliates” includes direct and indirect subsidiaries of HCA Holdings, Inc. and partnerships and joint ventures in which such subsidiaries are partners. At March 31, 2012, these affiliates owned and operated 164 hospitals, 109 freestanding surgery centers and provided extensive outpatient and ancillary services. HCA Holdings, Inc.’s facilities are located in 20 states and England. The terms “Company,” “HCA,” “we,” “our” or “us,” as used herein and unless otherwise stated or indicated by context, refer to HCA Inc. and its affiliates prior to the Corporate Reorganization and to HCA Holdings, Inc. and its affiliates after the Corporate Reorganization. The terms “facilities” or “hospitals” refer to entities owned and operated by affiliates of HCA and the term “employees” refers to employees of affiliates of HCA.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal and recurring nature.

The majority of our expenses are “cost of revenue” items. Costs that could be classified as general and administrative would include our corporate office costs, which were $53 million and $54 million for the quarters ended March 31, 2012 and 2011, respectively. Operating results for the quarter ended March 31, 2012 are not

5

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 1 — INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Basis of Presentation (continued)

necessarily indicative of the results that may be expected for the year ending December 31, 2012. For further information, refer to the consolidated financial statements and footnotes thereto included in our annual report on Form 10-K for the year ended December 31, 2011.

In 2011, we adopted the provisions of Accounting Standards Update (“ASU”) No. 2011-07, Presentation and Disclosure of Patient Service Revenue, Provision for Bad Debts, and the Allowance for Doubtful Accounts for Certain Health Care Entities (“ASU 2011-07”). ASU 2011-07 requires health care entities to change the presentation of the statement of operations by reclassifying the provision for doubtful accounts from an operating expense to a deduction from patient service revenues. Operating results for the quarter ended March 31, 2011 have been reclassified in accordance with ASU 2011-07.

Revenues are recorded during the period the health care services are provided, based upon the estimated amounts due from the patients and third-party payers. Third-party payers include federal and state agencies (under the Medicare, Medicaid and other programs), managed care health plans, commercial insurance companies and employers. Estimates of contractual allowances under managed care health plans are based upon the payment terms specified in the related contractual agreements. Revenues related to uninsured patients and copayment and deductible amounts for patients who have health care coverage may have discounts applied (uninsured discounts and contractual discounts). We also record a provision for doubtful accounts related to uninsured accounts to record the net self pay accounts receivable at the estimated amounts we expect to collect. Our revenues from our third-party payers, the uninsured and other revenues for the quarters ended March 31, 2012 and 2011 are summarized in the following tables (dollars in millions):

	2012			Ratio			2011			Ratio
Medicare	$	2,313			27.5	%	$	2,000			27.0	%
Managed Medicare		750			8.9			612			8.3
Medicaid		430			5.1			508			6.9
Managed Medicaid		342			4.1			319			4.3
Managed care and other insurers		4,445			52.9			3,778			51.0
International (managed care and other insurers)		260			3.1			233			3.1
		8,540			101.6			7,450			100.6
Uninsured		442			5.3			390			5.3
Other		217			2.6			215			2.9
Revenues before provision for doubtful accounts		9,199			109.5			8,055			108.8
Provision for doubtful accounts		(794	)		(9.5	)		(649	)		(8.8	)
Revenues	$	8,405			100.0	%	$	7,406			100.0	%

The increase in revenues for the quarter ended March 31, 2012 compared to the quarter ended March 31, 2011 includes two adjustments (Rural Floor Provision Settlement and Supplemental Security Income (“SSI”) ratios) related to Medicare revenues for prior periods. The net effect of the Medicare adjustments was an increase of $188 million to revenues. The Rural Floor Provision Settlement was signed on April 5, 2012. As a result of the agreement, we expect to receive additional Medicare payments of approximately $271 million by June 30, 2012. This amount was recorded as an increase to Medicare revenues for the quarter ended March 31, 2012. During March 2012, the Centers for Medicare & Medicaid Services (“CMS”) issued new SSI ratios used for calculating Medicare Disproportionate Share Hospital (“DSH”) reimbursement for federal fiscal years ending September 30,

6

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 1 — INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Basis of Presentation (continued)

2006 through September 30, 2009. As a result, we recalculated our DSH reimbursement for all applicable periods. The cumulative impact of this retroactive adjustment was a reduction in Medicare revenues of approximately $83 million. This adjustment was recorded as a reduction to Medicare revenues during the quarter ended March 31, 2012. These adjustments (and related expenses) added $170 million to income before income taxes, or $0.22 per diluted share.

Certain prior year amounts have been reclassified to conform to the current year presentation.

NOTE 2 — INCOME TAXES

At March 31, 2012, we were contesting certain claimed deficiencies and adjustments proposed by the IRS Examination Division in connection with its audit of HCA Inc.’s 2005 and 2006 federal income tax returns. The disputed items include the timing of recognition of certain patient service revenues, the deductibility of certain debt retirement costs and our method for calculating the tax allowance for doubtful accounts. The IRS Examination Division began an audit of HCA Inc.’s 2007, 2008 and 2009 federal income tax returns in 2010.

Our liability for unrecognized tax benefits was $513 million, including accrued interest of $60 million, as of March 31, 2012 ($494 million and $62 million, respectively, as of December 31, 2011). Unrecognized tax benefits of $169 million ($173 million as of December 31, 2011) would affect the effective rate, if recognized. The liability for unrecognized tax benefits does not reflect deferred tax assets of $44 million ($45 million as of December 31, 2011) related to deductible interest and state income taxes or a refundable deposit of $19 million ($19 million as of December 31, 2011), which is recorded in noncurrent assets. The provision for income taxes reflects $3 million and $24 million ($2 million and $15 million, net of tax) in reductions in interest expense related to taxing authority examinations for the quarters ended March 31, 2012 and 2011, respectively.

Depending on the resolution of the IRS disputes, the completion of examinations by federal, state or international taxing authorities, or the expiration of statutes of limitation for specific taxing jurisdictions, we believe it is reasonably possible our liability for unrecognized tax benefits may significantly increase or decline within the next 12 months. However, we are currently unable to estimate the range of any possible change.

NOTE 3 — EARNINGS PER SHARE

We compute basic earnings per share using the weighted average number of common shares outstanding. We compute diluted earnings per share using the weighted average number of common shares outstanding, plus the dilutive effect of outstanding stock options, stock appreciation rights and restricted share units, computed using the treasury stock method.

7

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 3 — EARNINGS PER SHARE (continued)

The following table sets forth the computation of basic and diluted earnings per share for the quarters ended March 31, 2012 and 2011 (dollars in millions, except per share amounts, and shares in thousands):

	2012		2011
Net income attributable to HCA Holdings, Inc.	$	540	$	240
Weighted average common shares outstanding		437,936		444,202
Effect of dilutive securities		20,376		17,767
Shares used for diluted earnings per share		458,312		461,969
Earnings per share:
Basic earnings per share	$	1.23	$	0.54
Diluted earnings per share	$	1.18	$	0.52

NOTE 4 — INVESTMENTS OF INSURANCE SUBSIDIARIES

A summary of our insurance subsidiaries’ investments at March 31, 2012 and December 31, 2011 follows (dollars in millions):

	March 31, 2012
	Amortized Cost		Unrealized Amounts					Fair Value
			Gains		Losses
Debt securities:
States and municipalities	$	384	$	19	$	—		$	403
Auction rate securities		98		—		(3	)		95
Asset-backed securities		17		—		—			17
Money market funds		87		—		—			87
		586		19		(3	)		602
Equity securities		8		1		(1	)		8
	$	594	$	20	$	(4	)		610
Amounts classified as current assets									(74	)
Investment carrying value								$	536

	December 31, 2011
	Amortized Cost		Unrealized Amounts					Fair Value
			Gains		Losses
Debt securities:
States and municipalities	$	398	$	19	$	—		$	417
Auction rate securities		139		—		(8	)		131
Asset-backed securities		20		—		—			20
Money market funds		53		—		—			53
		610		19		(8	)		621
Equity securities		7		1		(1	)		7
	$	617	$	20	$	(9	)		628
Amounts classified as current assets									(80	)
Investment carrying value								$	548

8

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 4 — INVESTMENTS OF INSURANCE SUBSIDIARIES (continued)

At March 31, 2012 and December 31, 2011, the investments of our insurance subsidiaries were classified as “available-for-sale.” Changes in temporary unrealized gains and losses are recorded as adjustments to other comprehensive income. At both March 31, 2012 and December 31, 2011, $19 million of our investments were subject to restrictions included in insurance bond collateralization and assumed reinsurance contracts.

Scheduled maturities of investments in debt securities at March 31, 2012 were as follows (dollars in millions):

	Amortized Cost		Fair Value
Due in one year or less	$	125	$	126
Due after one year through five years		109		117
Due after five years through ten years		139		146
Due after ten years		98		101
		471		490
Auction rate securities		98		95
Asset-backed securities		17		17
	$	586	$	602

The average expected maturity of the investments in debt securities at March 31, 2012 was 4.2 years, compared to the average scheduled maturity of 9.4 years. Expected and scheduled maturities may differ because the issuers of certain securities have the right to call, prepay or otherwise redeem such obligations prior to the scheduled maturity date. The average expected maturities for our auction rate and asset-backed securities were derived from valuation models of expected cash flows and involved management’s judgment. At March 31, 2012, the average expected maturities for our auction rate and asset-backed securities were 4.8 years and 4.5 years, respectively, compared to average scheduled maturities of 25.1 years and 24.5 years, respectively.

NOTE 5 — LONG-TERM DEBT

A summary of long-term debt at March 31, 2012 and December 31, 2011, including related interest rates at March 31, 2012, follows (dollars in millions):

	March 31, 2012		December 31, 2011
Senior secured asset-based revolving credit facility (effective interest rate of 1.7%)	$	1,685	$	2,155
Senior secured term loan facilities (effective interest rate of 4.9%)		7,357		7,425
Senior secured first lien notes (effective interest rate of 7.4%)		8,433		7,081
Other senior secured debt (effective interest rate of 6.8%)		385		350
First lien debt		17,860		17,011
Senior secured notes (effective interest rate of 11.0%)		197		197
Senior unsecured notes (effective interest rate of 7.3%)		9,845		9,844
Total debt (average life of 6.9 years, rates averaging 6.4%)		27,902		27,052
Less amounts due within one year		1,841		1,407
	$	26,061	$	25,645

9

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 5 — LONG-TERM DEBT (continued)

During February 2012, we issued $1.350 billion aggregate principal amount of 5.875% senior secured notes due 2022. After the payment of related fees and expenses, we used the proceeds for general corporate purposes.

During October 2011, we issued $500 million aggregate principal amount of 8.00% senior unsecured notes due 2018. After the payment of related fees and expenses, we used the net proceeds for general corporate purposes, which included funding a portion of the acquisition of the Colorado Health Foundation’s approximate 40% remaining ownership interest in the HCA-HealthONE LLC joint venture.

During September 2011, we refinanced our $2.000 billion asset-based revolving credit facility maturing on November 16, 2012 to increase the total capacity to $2.500 billion and extend the maturity to 2016.

During August 2011, we issued $5.000 billion aggregate principal amount of notes, comprised of $3.000 billion of 6.50% senior secured first lien notes due 2020 and $2.000 billion of 7.50% senior unsecured notes due 2022. We used the net proceeds from these debt issuances to redeem all of our outstanding $1.578 billion 9 ⁵/8%/10  ³/8% second lien toggle notes due 2016, at a redemption price of 106.783% of the principal amount, and all of our outstanding $3.200 billion 9 ¹/4% second lien notes due 2016, at a redemption price of 106.513% of the principal amount. The pretax loss on retirement of debt related to these redemptions was $406 million.

During June 2011, we redeemed all $1.000 billion aggregate principal amount of our 9 ¹/8% senior secured notes due 2014, at a redemption price of 104.563% of the principal amount, and $108 million aggregate principal amount of our 9 ⁷/8% senior secured notes due 2017, at a redemption price of 109.875% of the principal amount. The pretax loss on retirement of debt related to these redemptions was $75 million.

During May 2011, we completed amendments to our senior secured credit agreement and senior secured asset-based revolving credit agreement, as well as extensions of certain of our term loans. The amendments extend $594 million of our term loan A facility with a final maturity of November 2012 to a final maturity of May 2016 and $2.373 billion of our term loan A and term loan B-1 facilities with final maturities of November 2012 and November 2013, respectively, to a final maturity of May 2018.

NOTE 6 — FINANCIAL INSTRUMENTS

Interest Rate Swap Agreements

We have entered into interest rate swap agreements to manage our exposure to fluctuations in interest rates. These swap agreements involve the exchange of fixed and variable rate interest payments between two parties based on common notional principal amounts and maturity dates. Pay-fixed interest rate swaps effectively convert LIBOR indexed variable rate obligations to fixed interest rate obligations. The interest payments under these agreements are settled on a net basis. The net interest payments, based on the notional amounts in these agreements, generally match the timing of the related liabilities, for the interest rate swap agreements which have been designated as cash flow hedges. The notional amounts of the swap agreements represent amounts used to calculate the exchange of cash flows and are not our assets or liabilities. Our credit risk related to these agreements is considered low because the swap agreements are with creditworthy financial institutions.

10

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 6 — FINANCIAL INSTRUMENTS (continued)

Interest Rate Swap Agreements (continued)

The following table sets forth our interest rate swap agreements, which have been designated as cash flow hedges, at March 31, 2012 (dollars in millions):

	Notional Amount		Maturity Date	Fair Value
Pay-fixed interest rate swaps	$	500	December 2014	$	(8	)
Pay-fixed interest rate swaps		3,000	December 2016		(335	)
Pay-fixed interest rate swaps		1,000	December 2017		(51	)

During the next 12 months, we estimate $119 million will be reclassified from other comprehensive income (“OCI”) to interest expense.

Cross Currency Swaps

The Company and certain subsidiaries have incurred obligations and entered into various intercompany transactions where such obligations are denominated in currencies, other than the functional currencies of the parties executing the trade. In order to mitigate the currency exposure risks and better match the cash flows of our obligations and intercompany transactions with cash flows from operations, we enter into various cross currency swaps. Our credit risk related to these agreements is considered low because the swap agreements are with creditworthy financial institutions.

Our cross currency swap is not designated as a hedge, and changes in fair value are recognized in results of operations. The following table sets forth our cross currency swap agreement at March 31, 2012 (amounts in millions):

	Notional Amount	Maturity Date	Fair Value
Euro — United States dollar currency swap	291 Euro	November 2013	$	(7	)

Derivatives — Results of Operations

The following tables present the effect of our interest rate and cross currency swaps on our results of operations for the quarter ended March 31, 2012 (dollars in millions):

Derivatives in Cash Flow Hedging Relationships	Amount of Loss Recognized in OCI on Derivatives, Net of  Tax		Location of Loss Reclassified from Accumulated OCI into Operations	Amount of Loss Reclassified from Accumulated OCI into Operations
Interest rate swaps	$	15	Interest expense	$	29

Derivatives Not Designated as Hedging Instruments	Location of Loss Recognized in Operations on Derivatives	Amount of Loss Recognized in Operations on Derivatives
Cross currency swap	Other operating expenses	$	9

11

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 6 — FINANCIAL INSTRUMENTS (continued)

Credit-risk-related Contingent Features

We have agreements with each of our derivative counterparties that contain a provision where we could be declared in default on our derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to our default on the indebtedness. As of March 31, 2012, we have not been required to post any collateral related to these agreements. If we had breached these provisions at March 31, 2012, we would have been required to settle our obligations under the agreements at their aggregate, estimated termination value of $424 million.

NOTE 7 — ASSETS AND LIABILITIES MEASURED AT FAIR VALUE

Accounting Standards Codification 820, Fair Value Measurements and Disclosures (“ASC 820”) defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements.

ASC 820 emphasizes fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy).

Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.

Cash Traded Investments

Our cash traded investments are generally classified within Level 1 or Level 2 of the fair value hierarchy because they are valued using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. Certain types of cash traded instruments are classified within Level 3 of the fair value hierarchy because they trade infrequently and therefore have little or no price transparency. Such instruments include auction rate securities (“ARS”) and limited partnership investments. The transaction price is initially used as the best estimate of fair value.

Our wholly-owned insurance subsidiaries had investments in tax-exempt ARS, which are backed by student loans substantially guaranteed by the federal government, of $95 million ($98 million par value) at March 31, 2012. We do not currently intend to attempt to sell the ARS as the liquidity needs of our insurance subsidiaries

12

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 7 — ASSETS AND LIABILITIES MEASURED AT FAIR VALUE (continued)

Cash Traded Investments (continued)

are expected to be met by other investments in their investment portfolios. During 2011 and the quarter ended March 31, 2012, certain issuers and their broker/dealers redeemed or repurchased $112 million and $41 million, respectively, of our ARS at par value. The valuation of these securities involved management’s judgment, after consideration of market factors and the absence of market transparency, market liquidity and observable inputs. Our valuation models derived a fair market value compared to tax-equivalent yields of other student loan backed variable rate securities of similar credit worthiness and similar effective maturities.

Derivative Financial Instruments

We have entered into interest rate and cross currency swap agreements to manage our exposure to fluctuations in interest rates and foreign currency risks. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves, foreign exchange rates and implied volatilities. To comply with the provisions of ASC 820 and ASU No. 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs (“ASU 2011-04”), we incorporate credit valuation adjustments to reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. We have made the accounting policy election to use the exception under ASU 2011-04 (commonly referred to as the “portfolio exception”) with respect to measuring counterparty credit risk for derivative instruments.

Although we determined the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by us and our counterparties. We assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions, and at March 31, 2012 and December 31, 2011, we determined the credit valuation adjustments were not significant to the overall valuation of our derivatives.

13

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 7 — ASSETS AND LIABILITIES MEASURED AT FAIR VALUE (continued)

Derivative Financial Instruments (continued)

The following table summarizes our assets and liabilities measured at fair value on a recurring basis as of March 31, 2012 and December 31, 2011, aggregated by the level in the fair value hierarchy within which those measurements fall (dollars in millions):

	March 31, 2012
	Fair Value			Fair Value Measurements Using
				Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Investments of insurance subsidiaries:
Debt securities:
States and municipalities	$	403		$	—		$	403	$	—
Auction rate securities		95			—			—		95
Asset-backed securities		17			—			17		—
Money market funds		87			87			—		—
		602			87			420		95
Equity securities		8			2			5		1
Investments of insurance subsidiaries		610			89			425		96
Less amounts classified as current assets		(74	)		(74	)		—		—
	$	536		$	15		$	425	$	96
Liabilities:
Cross currency swap (Income taxes and other liabilities)	$	7		$	—		$	7	$	—
Interest rate swaps (Income taxes and other liabilities)		394			—			394		—

14

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 7 —ASSETS AND LIABILITIES MEASURED AT FAIR VALUE (continued)

Derivative Financial Instruments (continued)

	December 31, 2011
	Fair Value			Fair Value Measurements Using
				Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets:
Investments of insurance subsidiaries:
Debt securities:
States and municipalities	$	417		$	—		$	417		$	—
Auction rate securities		131			—			—			131
Asset-backed securities		20			—			20			—
Money market funds		53			53			—			—
		621			53			437			131
Equity securities		7			1			5			1
Investments of insurance subsidiaries		628			54			442			132
Less amounts classified as current assets		(80	)		(54	)		(26	)		—
	$	548		$	—		$	416		$	132
Liabilities:
Cross currency swap (Income taxes and other liabilities)	$	16		$	—		$	16		$	—
Interest rate swaps (Income taxes and other liabilities)		399			—			399			—

The following table summarizes the activity related to the auction rate and equity securities investments of our insurance subsidiaries which have fair value measurements based on significant unobservable inputs (Level 3) during the quarter ended March 31, 2012 (dollars in millions):

Asset balances at December 31, 2011	$	132
Unrealized gains included in other comprehensive income		5
Settlements		(41	)
Asset balances at March 31, 2012	$	96

The estimated fair value of our long-term debt was $28.821 billion and $27.199 billion at March 31, 2012 and December 31, 2011, respectively, compared to carrying amounts aggregating $27.902 billion and $27.052 billion, respectively. The estimates of fair value are generally based upon the quoted market prices or quoted market prices for similar issues of long-term debt with the same maturities.

15

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 8 — CONTINGENCIES

We operate in a highly regulated and litigious industry. As a result, various lawsuits, claims and legal and regulatory proceedings have been and can be expected to be instituted or asserted against us. The resolution of any such lawsuits, claims or legal and regulatory proceedings could have a material, adverse effect on our results of operations or financial position.

Health care companies are subject to numerous investigations by various governmental agencies. Under the federal false claims act (“FCA”) private parties have the right to bring qui tam, or “whistleblower,” suits against companies that submit false claims for payments to, or improperly retain overpayments from, the government. Some states have adopted similar state whistleblower and false claims provisions. Certain of our individual facilities have received government inquiries from federal and state agencies and our facilities may receive such inquiries in future periods. Depending on whether the underlying conduct in these or future inquiries or investigations could be considered systemic, their resolution could have a material, adverse effect on our results of operations or financial position.

We are subject to claims and suits arising in the ordinary course of business, including claims for personal injuries or wrongful restriction of, or interference with, physicians’ staff privileges. In certain of these actions the claimants may seek punitive damages against us which may not be covered by insurance. It is management’s opinion that the ultimate resolution of these pending claims and legal proceedings will not have a material, adverse effect on our results of operations or financial position.

The Civil Division of the Department of Justice (“DOJ”) has contacted the Company in connection with its nationwide review of whether, in certain cases, hospital charges to the federal government relating to implantable cardio-defibrillators (“ICDs”) met the CMS criteria. In connection with this nationwide review, the DOJ has indicated that it will be reviewing certain ICD billing and medical records at 95 HCA hospitals; the review covers the period from October 2003 to the present. The review could potentially give rise to claims against the Company under the federal FCA or other statutes, regulations or laws. At this time, we cannot predict what effect, if any, this review or any resulting claims could have on the Company.

On October 28, 2011, a shareholder action was filed in the United States District Court for the Middle District of Tennessee. The case seeks to include as a class all persons who acquired the Company’s stock pursuant or traceable to the Company’s Registration Statement and Prospectus issued in connection with the March 9, 2011 initial public offering. The lawsuit asserts a claim under Section 11 of the Securities Act of 1933 against the Company, certain members of the board of directors, and certain underwriters in the offering. It further asserts a claim under Section 15 of the Securities Act of 1933 against the same members of the board of directors. The action alleges deficiencies in the Company’s disclosures in the Registration Statement relating to: (1) accounting for its 2006 recapitalization and 2010 reorganization; (2) the Company’s failure to maintain effective internal controls relating to its accounting for such transactions; and (3) the Company’s revenue growth rate. Subsequently, two additional class action complaints setting forth substantially similar claims were filed in the same federal court. All three of the cases have been consolidated.

16

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 9 — CAPITAL STRUCTURE

The components of accumulated other comprehensive loss, net of related taxes, are as follows (dollars in millions):

	March 31, 2012			December 31, 2011
Change in fair value of derivative instruments	$	(249	)	$	(253	)
Change in fair value of available-for-sale securities		10			7
Foreign currency translation adjustments		(7	)		(25	)
Defined benefit plans		(165	)		(169	)
Accumulated other comprehensive loss	$	(411	)	$	(440	)

The changes in stockholders’ deficit, including changes in stockholders’ deficit attributable to HCA Holdings, Inc. and changes in equity attributable to noncontrolling interests, are as follows (dollars in millions):

	Equity (Deficit) Attributable to HCA Holdings, Inc.												Equity Attributable to Noncontrolling Interests			Total
	Common Stock				Capital in Excess of Par Value		Accumulated Other Comprehensive Loss			Retained Deficit
	Shares (000)		Par Value
Balances, December 31, 2011		437,478	$	4	$	1,601	$	(440	)	$	(9,423	)	$	1,244		$	(7,014	)
Net income		—		—		—		—			540			99			639
Other comprehensive income		—		—		—		29			—			—			29
Distributions		—		—		—		—			(971	)		(93	)		(1,064	)
Share-based benefit plans		876		—		47		—			—			—			47
Adjustment to the acquired controlling interest in equity investment		—		—		—		—			—			30			30
Other		—		—		—		—			—			9			9
Balances, March 31, 2012		438,354	$	4	$	1,648	$	(411	)	$	(9,854	)	$	1,289		$	(7,324	)

On February 3, 2012, our Board of Directors declared a distribution to the Company’s stockholders and holders of vested stock awards. The distribution was $2.00 per share and vested stock award, or $971 million in the aggregate, and was paid on February 29, 2012 to holders of record on February 16, 2012. The distribution was funded using funds available under our senior secured credit facilities.

NOTE 10 — SEGMENT AND GEOGRAPHIC INFORMATION

We operate in one line of business, which is operating hospitals and related health care entities. Our operations are structured into three geographically organized groups: the National, Southwest and Central Groups. At March 31, 2012, the National Group includes 64 hospitals located in Florida, South Carolina, southern Georgia, Alaska, California, Nevada, Utah and Idaho, the Southwest Group includes 47 hospitals located in Colorado, Texas, Oklahoma and the Wichita, Kansas market, and the Central Group includes 47 hospitals located in Louisiana, Indiana, Kentucky, Tennessee, Virginia, New Hampshire, northern Georgia and the Kansas City market. We also operate six hospitals in England, and these facilities are included in the Corporate and other group.

17

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 10 — SEGMENT AND GEOGRAPHIC INFORMATION (continued)

Adjusted segment EBITDA is defined as income before depreciation and amortization, interest expense, losses on sales of facilities, termination of management agreement, income taxes and net income attributable to noncontrolling interests. We use adjusted segment EBITDA as an analytical indicator for purposes of allocating resources to geographic areas and assessing their performance. Adjusted segment EBITDA is commonly used as an analytical indicator within the health care industry, and also serves as a measure of leverage capacity and debt service ability. Adjusted segment EBITDA should not be considered as a measure of financial performance under generally accepted accounting principles, and the items excluded from adjusted segment EBITDA are significant components in understanding and assessing financial performance. Because adjusted segment EBITDA is not a measurement determined in accordance with generally accepted accounting principles and is thus susceptible to varying calculations, adjusted segment EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. The geographic distributions of our revenues, equity in earnings of affiliates, adjusted segment EBITDA and depreciation and amortization for the quarters ended March 31, 2012 and 2011 are summarized in the following table (dollars in millions):

	2012			2011
Revenues:
National Group	$	3,288		$	3,104
Southwest Group		2,914			2,265
Central Group		1,875			1,751
Corporate and other		328			286
	$	8,405		$	7,406
Equity in earnings of affiliates:
National Group	$	(4	)	$	(1	)
Southwest Group		(7	)		(75	)
Central Group		(1	)		—
Corporate and other		1			—
	$	(11	)	$	(76	)
Adjusted segment EBITDA:
National Group	$	746		$	672
Southwest Group		747			595
Central Group		402			333
Corporate and other		(72	)		(10	)
	$	1,823		$	1,590
Depreciation and amortization:
National Group	$	140		$	125
Southwest Group		149			111
Central Group		88			89
Corporate and other		40			33
	$	417		$	358
Adjusted segment EBITDA	$	1,823		$	1,590
Depreciation and amortization		417			358
Interest expense		442			533
Losses on sales of facilities		1			1
Termination of management agreement		—			181
Income before income taxes	$	963		$	517

18

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 11 — ACQUISITIONS AND DISPOSITIONS

During the quarter ended March 31, 2012, we paid $58 million, assumed liabilities of $34 million and recorded goodwill of $66 million related to the acquisition of a hospital facility in the Southwest Group. During the quarters ended March 31, 2012 and 2011, we paid $54 million and $22 million, respectively, to acquire nonhospital health care entities. During the quarter ended March 31, 2012, we recorded final adjustments to the purchase price allocation related to our 2011 acquisition of our partner’s interest in the HCA-HealthONE LLC joint venture. These adjustments resulted in a $30 million increase to noncontrolling interests, a $26 million reduction to property and equipment and a $56 million increase to goodwill.

During the quarter ended March 31, 2012, we received proceeds of $1 million and recognized a net pretax loss of $1 million related to sales of real estate investments. During the quarter ended March 31, 2011, we received proceeds of $55 million and recognized a net pretax loss of $1 million related to the sales of a hospital facility and our investment in a hospital joint venture.

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION

On November 22, 2010, HCA Inc. reorganized by creating a new holding company structure. HCA Holdings, Inc. became the new parent company, and HCA Inc. is now HCA Holdings, Inc.’s wholly-owned direct subsidiary. On November 23, 2010, HCA Holdings, Inc. issued $1.525 billion aggregate principal amount of 7 ³/4% senior unsecured notes due 2021. These notes are senior unsecured obligations and are not guaranteed by any of our subsidiaries.

Our senior secured credit facilities and senior secured notes are fully and unconditionally guaranteed by substantially all existing and future, direct and indirect, wholly-owned material domestic subsidiaries that are “Unrestricted Subsidiaries” under our Indenture dated December 16, 1993 (except for certain special purpose subsidiaries that only guarantee and pledge their assets under our senior secured asset-based revolving credit facility).

19

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (continued)

Our summarized condensed consolidating comprehensive income statements for the quarters ended March 31, 2012 and March 31, 2011, condensed consolidating balance sheets at March 31, 2012 and December 31, 2011 and condensed consolidating statements of cash flows for the quarters ended March 31, 2012 and 2011, segregating HCA Holdings, Inc. issuer, HCA Inc. issuer, the subsidiary guarantors, the subsidiary non-guarantors and eliminations, follow:

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING COMPREHENSIVE INCOME STATEMENT

FOR THE QUARTER ENDED MARCH 31, 2012

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Revenues before provision for doubtful accounts	$	—		$	—		$	4,903		$	4,296		$	—		$	9,199
Provision for doubtful accounts		—			—			463			331			—			794
Revenues		—			—			4,440			3,965			—			8,405
Salaries and benefits		—			—			1,982			1,754			—			3,736
Supplies		—			—			753			666			—			1,419
Other operating expenses		—			4			729			760			—			1,493
Electronic health record incentive income		—			—			(41	)		(14	)		—			(55	)
Equity in earnings of affiliates		(560	)		—			(2	)		(9	)		560			(11	)
Depreciation and amortization		—			—			200			217			—			417
Interest expense		30			529			(91	)		(26	)		—			442
Losses on sales of facilities		—			—			1			—			—			1
Management fees		—			—			(160	)		160			—			—
		(530	)		533			3,371			3,508			560			7,442
Income (loss) before income taxes		530			(533	)		1,069			457			(560	)		963
Provision (benefit) for income taxes		(10	)		(200	)		392			142			—			324
Net income (loss)		540			(333	)		677			315			(560	)		639
Net income attributable to noncontrolling interests		—			—			17			82			—			99
Net income (loss) attributable to HCA Holdings, Inc.	$	540		$	(333	)	$	660		$	233		$	(560	)	$	540
Comprehensive income (loss) attributable to HCA Holdings, Inc.	$	540		$	(329	)	$	664		$	254		$	(560	)	$	569

20

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (continued)

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING COMPREHENSIVE INCOME STATEMENT

FOR THE QUARTER ENDED MARCH 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Revenues before provision for doubtful accounts	$	—		$	—		$	4,578		$	3,477		$	—		$	8,055
Provision for doubtful accounts		—			—			417			232			—			649
Revenues		—			—			4,161			3,245			—			7,406
Salaries and benefits		—			—			1,896			1,399			—			3,295
Supplies		—			—			711			564			—			1,275
Other operating expenses		—			2			681			639			—			1,322
Equity in earnings of affiliates		(258	)		—			(30	)		(46	)		258			(76	)
Depreciation and amortization		—			—			195			163			—			358
Interest expense		30			691			(163	)		(25	)		—			533
Losses (gains) on sales of facilities		—			—			16			(15	)		—			1
Termination of management agreement		—			181			—			—			—			181
Management fees		—			—			(124	)		124			—			—
		(228	)		874			3,182			2,803			258			6,889
Income (loss) before income taxes		228			(874	)		979			442			(258	)		517
Provision for income taxes		(12	)		(375	)		415			155			—			183
Net income (loss)		240			(499	)		564			287			(258	)		334
Net income attributable to noncontrolling interests		—			—			13			81			—			94
Net income (loss) attributable to HCA Holdings, Inc.	$	240		$	(499	)	$	551		$	206		$	(258	)	$	240
Comprehensive income (loss) attributable to HCA Holdings, Inc.	$	240		$	(432	)	$	555		$	219		$	(258	)	$	324

21

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (continued)

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

MARCH 31, 2012

(Dollars in millions)

	HCA Holdings,  Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors		Eliminations			Condensed Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	—		$	144		$	327	$	—		$	471
Accounts receivable, net		—			—			2,673			2,205		—			4,878
Inventories		—			—			607			439		—			1,046
Deferred income taxes		226			—			—			—		—			226
Other		75			—			220			366		—			661
		301			—			3,644			3,337		—			7,282
Property and equipment, net		—			—			7,087			5,700		—			12,787
Investments of insurance subsidiaries		—			—			—			536		—			536
Investments in and advances to affiliates		—			—			15			93		—			108
Goodwill and other intangible assets		—			—			1,679			3,719		—			5,398
Deferred loan costs		22			270			—			—		—			292
Investments in and advances to subsidiaries		17,385			—			—			—		(17,385	)		—
Other		500			—			23			213		—			736
	$	18,208		$	270		$	12,448		$	13,598	$	(17,385	)	$	27,139
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	—		$	872		$	540	$	—		$	1,412
Accrued salaries		—			—			524			385		—			909
Other accrued expenses		44			252			423			734		—			1,453
Long-term debt due within one year		—			1,775			32			34		—			1,841
		44			2,027			1,851			1,693		—			5,615
Long-term debt		1,525			23,828			140			568		—			26,061
Intercompany balances		24,702			(13,153	)		(15,409	)		3,860		—			—
Professional liability risks		—			—			—			1,030		—			1,030
Income taxes and other liabilities		550			402			575			230		—			1,757
		26,821			13,104			(12,843	)		7,381		—			34,463
Stockholders’ (deficit) equity attributable to HCA Holdings, Inc.		(8,613	)		(12,834	)		25,194			5,025		(17,385	)		(8,613	)
Noncontrolling interests		—			—			97			1,192		—			1,289
		(8,613	)		(12,834	)		25,291			6,217		(17,385	)		(7,324	)
	$	18,208		$	270		$	12,448		$	13,598	$	(17,385	)	$	27,139

22

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (continued)

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors		Eliminations			Condensed Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	—		$	115		$	258	$	—		$	373
Accounts receivable, net		—			—			2,429			2,104		—			4,533
Inventories		—			—			602			452		—			1,054
Deferred income taxes		594			—			—			—		—			594
Other		50			—			184			445		—			679
		644			—			3,330			3,259		—			7,233
Property and equipment, net		—			—			7,088			5,746		—			12,834
Investments of insurance subsidiaries		—			—			—			548		—			548
Investments in and advances to affiliates		—			—			15			86		—			101
Goodwill and other intangible assets		—			—			1,605			3,646		—			5,251
Deferred loan costs		22			268			—			—		—			290
Investments in and advances to subsidiaries		16,825			—			—			—		(16,825	)		—
Other		450			—			21			170		—			641
	$	17,941		$	268		$	12,059		$	13,455	$	(16,825	)	$	26,898
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	—		$	899		$	698	$	—		$	1,597
Accrued salaries		—			—			568			397		—			965
Other accrued expenses		15			367			449			754		—			1,585
Long-term debt due within one year		—			1,347			28			32		—			1,407
		15			1,714			1,944			1,881		—			5,554
Long-term debt		1,525			23,454			110			556		—			25,645
Intercompany balances		24,121			(12,814	)		(15,183	)		3,876		—			—
Professional liability risks		—			—			—			993		—			993
Income taxes and other liabilities		538			415			556			211		—			1,720
		26,199			12,769			(12,573	)		7,517		—			33,912
Stockholders’ (deficit) equity attributable to HCA Holdings, Inc.		(8,258	)		(12,501	)		24,534			4,792		(16,825	)		(8,258	)
Noncontrolling interests		—			—			98			1,146		—			1,244
		(8,258	)		(12,501	)		24,632			5,938		(16,825	)		(7,014	)
	$	17,941		$	268		$	12,059		$	13,455	$	(16,825	)	$	26,898

23

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (continued)

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED MARCH 31, 2012

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Cash flows from operating activities:
Net income (loss)	$	540		$	(333	)	$	677		$	315		$	(560	)	$	639
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities		30			(116	)		(819	)		(479	)		—			(1,384	)
Provision for doubtful accounts		—			—			463			331			—			794
Depreciation and amortization		—			—			200			217			—			417
Income taxes		300			—			—			—			—			300
Losses on sales of facilities		—			—			1			—			—			1
Amortization of deferred loan costs		—			14			—			—			—			14
Share-based compensation		9			—			—			—			—			9
Equity in earnings of affiliates		(560	)		—			—			—			560			—
Other		—			4			—			3			—			7
Net cash provided by (used in) operating activities		319			(431	)		522			387			—			797
Cash flows from investing activities:
Purchase of property and equipment		—			—			(162	)		(173	)		—			(335	)
Acquisition of hospitals and health care entities		—			—			(62	)		(50	)		—			(112	)
Disposition of hospitals and health care entities		—			—			1			—			—			1
Change in investments		—			—			2			4			—			6
Other		—			—			—			3			—			3
Net cash used in investing activities		—			—			(221	)		(216	)		—			(437	)
Cash flows from financing activities:
Issuance of long-term debt		—			1,350			—			—			—			1,350
Net change in revolving bank credit facilities		—			(470	)		—			—			—			(470	)
Repayment of long-term debt		—			(76	)		(14	)		(3	)		—			(93	)
Distributions to noncontrolling interests		—			—			(18	)		(75	)		—			(93	)
Payment of debt issuance costs		—			(16	)		—			—			—			(16	)
Distributions to stockholders		(982	)		—			—			—			—			(982	)
Changes in intercompany balances with affiliates, net		624			(357	)		(240	)		(27	)		—			—
Income tax benefits		49			—			—			—			—			49
Other		(10	)		—			—			3			—			(7	)
Net cash (used in) provided by financing activities		(319	)		431			(272	)		(102	)		—			(262	)
Change in cash and cash equivalents		—			—			29			69			—			98
Cash and cash equivalents at beginning of period		—			—			115			258			—			373
Cash and cash equivalents at end of period	$	—		$	—		$	144		$	327		$	—		$	471

24

HCA HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (continued)

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED MARCH 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Cash flows from operating activities:
Net income	$	240		$	(499	)	$	564		$	287		$	(258	)	$	334
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities		34			85			(559	)		(334	)		—			(774	)
Provision for doubtful accounts		—			—			417			232			—			649
Depreciation and amortization		—			—			195			163			—			358
Income taxes		321			—			—			—			—			321
Losses (gains) on sales of facilities		—			—			16			(15	)		—			1
Amortization of deferred loan costs		—			20			—			—			—			20
Share-based compensation		8			—			—			—			—			8
Equity in earnings of affiliates		(258	)		—			—			—			258			—
Other		—			1			—			—			—			1
Net cash provided by (used in) operating activities		345			(393	)		633			333			—			918
Cash flows from investing activities:
Purchase of property and equipment		—			—			(168	)		(161	)		—			(329	)
Acquisition of hospitals and health care entities		—			—			—			(22	)		—			(22	)
Disposition of hospitals and health care entities		—			—			1			54			—			55
Change in investments		—			—			28			(8	)		—			20
Other		—			—			(4	)		7			—			3
Net cash used in investing activities		—			—			(143	)		(130	)		—			(273	)
Cash flows from financing activities:
Net change in revolving bank credit facilities		—			(2,604	)		—			—			—			(2,604	)
Repayment of long-term debt		—			(284	)		—			(12	)		—			(296	)
Distributions to noncontrolling interests		—			—			(20	)		(75	)		—			(95	)
Distributions to stockholders		(30	)		—			—			—			—			(30	)
Changes in intercompany balances with affiliates, net		(2,843	)		3,281			(355	)		(83	)		—			—
Issuances of common stock		2,506			—			—			—			—			2,506
Income tax benefits		22			—			—			—			—			22
Other		(6	)		—			—			—			—			(6	)
Net cash provided by (used in) financing activities		(351	)		393			(375	)		(170	)		—			(503	)
Change in cash and cash equivalents		(6	)		—			115			33			—			142
Cash and cash equivalents at beginning of period		6			—			156			249			—			411
Cash and cash equivalents at end of period	$	—		$	—		$	271		$	282		$	—		$	553

25

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

This quarterly report on Form 10-Q includes certain disclosures which contain “forward-looking statements.” Forward-looking statements include all statements that do not relate solely to historical or current facts, and can be identified by the use of words like “may,” “believe,” “will,” “expect,” “project,” “estimate,” “anticipate,” “plan,” “initiative” or “continue.” These forward-looking statements are based on our current plans and expectations and are subject to a number of known and unknown uncertainties and risks, many of which are beyond our control, which could significantly affect current plans and expectations and our future financial position and results of operations. These factors include, but are not limited to, (1) the impact of our substantial indebtedness and the ability to refinance such indebtedness on acceptable terms, (2) the effects related to the enactment and implementation of the Budget Control Act of 2011 (“BCA”) and the Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation Act (collectively, the “Health Reform Law”), the possible enactment of additional federal or state health care reforms and possible changes to the Health Reform Law and other federal, state or local laws or regulations affecting the health care industry, (3) increases in the amount and risk of collectibility of uninsured accounts and deductibles and copayment amounts for insured accounts, (4) the ability to achieve operating and financial targets, and attain expected levels of patient volumes and control the costs of providing services, (5) possible changes in the Medicare, Medicaid and other state programs, including Medicaid upper payment limit programs or waiver programs, that may impact reimbursements to health care providers and insurers, (6) the highly competitive nature of the health care business, (7) changes in service mix, revenue mix and surgical volumes, including potential declines in the population covered under managed care agreements and the ability to enter into and renew managed care provider agreements on acceptable terms and the impact of consumer driven health plans and physician utilization trends and practices, (8) the efforts of insurers, health care providers and others to contain health care costs, (9) the outcome of our continuing efforts to monitor, maintain and comply with appropriate laws, regulations, policies and procedures, (10) increases in wages and the ability to attract and retain qualified management and personnel, including affiliated physicians, nurses and medical and technical support personnel, (11) the availability and terms of capital to fund the expansion of our business and improvements to our existing facilities, (12) changes in accounting practices, (13) changes in general economic conditions nationally and regionally in our markets, (14) future divestitures which may result in charges and possible impairments of long-lived assets, (15) changes in business strategy or development plans, (16) delays in receiving payments for services provided, (17) the outcome of pending and any future tax audits, appeals and litigation associated with our tax positions, (18) potential adverse impact of known and unknown government investigations, litigation and other claims that may be made against us, (19) our ongoing ability to demonstrate meaningful use of certified electronic health record technology and recognize income for the related Medicare or Medicaid incentive payments, and (20) other risk factors described in our annual report on Form 10-K for the year ended December 31, 2011 and our other filings with the Securities and Exchange Commission. As a consequence, current plans, anticipated actions and future financial position and results of operations may differ from those expressed in any forward-looking statements made by or on behalf of HCA. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this report, which forward-looking statements reflect management’s views only as of the date of this report. We undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise.

Health Care Reform

As enacted, the Health Reform Law will change how health care services are covered, delivered and reimbursed through expanded coverage of uninsured individuals, reduced growth in Medicare program spending, reductions in Medicare and Medicaid Disproportionate Share Hospital (“DSH”) payments, and the establishment of programs in which reimbursement is tied to quality and integration. In addition, the Health Reform Law reforms certain aspects of health insurance, expands existing efforts to tie Medicare and Medicaid payments to performance and quality, and contains provisions intended to strengthen fraud and abuse enforcement. Numerous

26

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Health Care Reform (continued)

lawsuits have challenged the constitutionality of the Health Reform Law. Some federal courts have upheld the constitutionality of the Health Reform Law or dismissed cases on procedural grounds. Others have held unconstitutional the requirement that individuals maintain health insurance or pay a penalty and have either found the Health Reform Law void in its entirety or left the remainder of the law intact. The U.S. Supreme Court is expected to decide the constitutionality of the Health Reform Law in 2012. Based on the outcome of the U.S. Supreme Court’s review, the Health Reform Law, or individual components of it, may be upheld, invalidated or modified. In addition, repeal of the Health Reform Law has become a theme in political campaigns during this election year.

First Quarter 2012 Operations Summary

Net income attributable to HCA Holdings, Inc. totaled $540 million, or $1.18 per diluted share, for the quarter ended March 31, 2012, compared to $240 million, or $0.52 per diluted share, for the quarter ended March 31, 2011. Revenues increased to $8.405 billion in the first quarter of 2012 from $7.406 billion in the first quarter of 2011. First quarter 2012 results include two Medicare revenue adjustments (and related expenses) that added $170 million to income before income taxes, or $0.22 per diluted share. First quarter 2011 results include a charge of $181 million, or $0.32 per diluted share, related to the termination of the management agreement between HCA and the Investors upon completion of our initial public offering. All “per diluted share” disclosures are based upon amounts net of the applicable income taxes. Shares used for diluted earnings per share were 458.3 million shares for the quarter ended March 31, 2012 and 462.0 million shares for the quarter ended March 31, 2011.

Revenues increased 13.5% on a consolidated basis and increased 5.1% on a same facility basis for the quarter ended March 31, 2012, compared to the quarter ended March 31, 2011. The increase in consolidated revenues can be attributed primarily to the combined impact of a 1.9% increase in revenue per equivalent admission and a 11.4% increase in equivalent admissions. The same facility revenues increase resulted primarily from the combined impact of a 0.3% increase in same facility revenue per equivalent admission and a 4.8% increase in same facility equivalent admissions. The increase in consolidated revenues (and consolidated volume metrics) for the first quarter of 2012 compared to the first quarter of 2011 is related primarily to the impact of the financial consolidation of the HCA-HealthONE LLC venture for periods subsequent to our acquisition of controlling interests during October 2011. The HealthONE venture’s operating results and volume metrics are not included in our same facility amounts. There were two adjustments (Rural Floor Provision and Supplemental Security Income (“SSI”) ratios) related to Medicare revenues for prior periods that impacted both consolidated and same facility revenues for the quarter ended March 31, 2012. The net effect of the Medicare adjustments was increases of $188 million to consolidated revenues and $174 million to same facility revenues.

During the quarter ended March 31, 2012, consolidated admissions and same facility admissions increased 9.0% and 3.2%, respectively, compared to the quarter ended March 31, 2011. Inpatient surgeries increased 7.1% on a consolidated basis and 1.5% on a same facility basis during the quarter ended March 31, 2012, compared to the quarter ended March 31, 2011. Outpatient surgeries increased 12.7% on a consolidated basis and 2.7% on a same facility basis during the quarter ended March 31, 2012, compared to the quarter ended March 31, 2011. Emergency department visits increased 10.5% on a consolidated basis and 5.3% on a same facility basis during the quarter ended March 31, 2012, compared to the quarter ended March 31, 2011.

For the quarter ended March 31, 2012, the provision for doubtful accounts increased $145 million, compared to the quarter ended March 31, 2011. The self-pay revenue deductions for charity care and uninsured discounts increased $163 million and $366 million, respectively, during the first quarter of 2012, compared to the first quarter of 2011. The sum of the provision for doubtful accounts, uninsured discounts and charity care, as a percentage of the sum of revenues, provision for doubtful accounts, uninsured discounts and charity care, was

27

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

First Quarter 2012 Operations Summary (continued)

27.8% for the first quarter of 2012, compared to 25.7% for the first quarter of 2011. Same facility uninsured admissions increased 11.6% and same facility uninsured emergency room visits increased 6.5% for the quarter ended March 31, 2012, compared to the quarter ended March 31, 2011.

Interest expense declined $91 million to $442 million for the quarter ended March 31, 2012 from $533 million for the quarter ended March 31, 2011. The decline in interest expense was primarily due to a decline in the average effective interest rate.

Cash flows from operating activities declined $121 million from $918 million for the first quarter of 2011 to $797 million for the first quarter of 2012. The decline is primarily related to the net impact of the decline from changes in working capital items of $465 million and the increase in net income of $305 million.

Results of Operations

Revenue/Volume Trends

Our revenues depend upon inpatient occupancy levels, the ancillary services and therapy programs ordered by physicians and provided to patients, the volume of outpatient procedures and the charge and negotiated payment rates for such services. Gross charges typically do not reflect what our facilities are actually paid. Our facilities have entered into agreements with third-party payers, including government programs and managed care health plans, under which the facilities are paid based upon the cost of providing services, predetermined rates per diagnosis, fixed per diem rates or discounts from gross charges. We do not pursue collection of amounts related to patients who meet our guidelines to qualify for charity care; therefore, they are not reported in revenues. We provide discounts to uninsured patients who do not qualify for Medicaid or charity care. These discounts are similar to those provided to many local managed care plans. After the discounts are applied, we are still unable to collect a significant portion of uninsured patients’ accounts, and we record significant provisions for doubtful accounts (based upon our historical collection experience) related to uninsured patients in the period the services are provided.

We adopted the provisions of Accounting Standards Update (“ASU”) No. 2011-07, Presentation and Disclosure of Patient Service Revenue, Provision for Bad Debts, and the Allowance for Doubtful Accounts for Certain Health Care Entities (“ASU 2011-07”), during 2011. ASU 2011-07 requires health care entities to change the presentation of the statement of operations by reclassifying the provision for doubtful accounts from an operating expense to a deduction from patient service revenues. Operating results for the quarter ended March 31, 2011 have been reclassified in accordance with ASU 2011-07.

28

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Revenue/Volume Trends (continued)

Revenues increased 13.5% from $7.406 billion in the first quarter of 2011 to $8.405 billion in the first quarter of 2012. Revenues are recorded during the period the health care services are provided, based upon the estimated amounts due from the patients and third-party payers. Third-party payers include federal and state agencies (under the Medicare, Medicaid and other programs), managed care health plans, commercial insurance companies and employers. Estimates of contractual allowances under managed care health plans are based upon the payment terms specified in the related contractual agreements. Revenues related to uninsured patients and copayment and deductible amounts for patients who have health care coverage may have discounts applied (uninsured discounts and contractual discounts). We also record a provision for doubtful accounts related to uninsured accounts to record the net self pay accounts receivable at the estimated amounts we expect to collect. Our revenues from our third-party payers, the uninsured and other revenues for the quarters ended March 31, 2012 and 2011 are summarized in the following tables (dollars in millions):

	2012			Ratio			2011			Ratio
Medicare	$	2,313			27.5	%	$	2,000			27.0	%
Managed Medicare		750			8.9			612			8.3
Medicaid		430			5.1			508			6.9
Managed Medicaid		342			4.1			319			4.3
Managed care and other insurers		4,445			52.9			3,778			51.0
International (managed care and other insurers)		260			3.1			233			3.1
		8,540			101.6			7,450			100.6
Uninsured		442			5.3			390			5.3
Other		217			2.6			215			2.9
Revenues before provision for doubtful accounts		9,199			109.5			8,055			108.8
Provision for doubtful accounts		(794	)		(9.5	)		(649	)		(8.8	)
Revenues	$	8,405			100.0	%	$	7,406			100.0	%

The increase in revenues for the first quarter of 2012 compared to the first quarter of 2011 includes two adjustments (Rural Floor Provision Settlement and SSI ratios) related to Medicare revenues for prior periods. The net effect of the Medicare adjustments was an increase of $188 million to revenues. The Rural Floor Provision Settlement was signed on April 5, 2012. As a result of the agreement, we expect to receive additional Medicare payments of approximately $271 million by June 30, 2012. This amount was recorded as an increase to Medicare revenues for the quarter ended March 31, 2012. During March 2012, the Centers for Medicare & Medicaid Services (“CMS”) issued new SSI ratios used for calculating Medicare DSH reimbursement for federal fiscal years ending September 30, 2006 through September 30, 2009. As a result, we recalculated our DSH reimbursement for all applicable periods. The cumulative impact of this retroactive adjustment was a reduction in Medicare revenues of approximately $83 million. This adjustment was recorded as a reduction to Medicare revenues during the quarter ended March 31, 2012.

Consolidated and same facility revenue per equivalent admission increased 1.9% and 0.3%, respectively, in the first quarter of 2012, compared to the first quarter of 2011. Excluding the net effect of the two Medicare adjustments, consolidated and same facility revenue per equivalent admission declined 0.4% and 2.0%, respectively, in the first quarter of 2012, compared to the first quarter of 2011. Consolidated and same facility equivalent admissions increased 11.4% and 4.8%, respectively, in the first quarter of 2012, compared to the first quarter of 2011. Consolidated and same facility admissions increased 9.0% and 3.2%, respectively, in the first quarter of 2012, compared to the first quarter of 2011. Consolidated and same facility outpatient surgeries

29

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Revenue/Volume Trends (continued)

increased 12.7% and 2.7%, respectively, in the first quarter of 2012, compared to the first quarter of 2011. Consolidated and same facility inpatient surgeries increased 7.1% and 1.5%, respectively, in the first quarter of 2012, compared to the first quarter of 2011. Consolidated and same facility emergency department visits increased 10.5% and 5.3%, respectively, in the first quarter of 2012, compared to the first quarter of 2011.

To quantify the total impact of and trends related to uninsured accounts, we believe it is beneficial to view the direct uninsured revenue deductions and provision for doubtful accounts in combination, rather than each separately. At March 31, 2012, our allowance for doubtful accounts represented approximately 92% of the $4.517 billion total patient due accounts receivable balance. The patient due accounts receivable balance represents the estimated uninsured portion of our accounts receivable. A summary of these amounts for the quarters ended March 31, 2012 and 2011 follows (dollars in millions):

	2012		Ratio			2011		Ratio
Charity care	$	798		25	%	$	635		25	%
Uninsured discounts		1,639		51			1,273		50
Provision for doubtful accounts		794		24			649		25
Totals	$	3,231		100	%	$	2,557		100	%

Same facility uninsured admissions increased by 3,074 admissions, or 11.6%, in the first quarter of 2012, compared to the first quarter of 2011. Same facility uninsured admissions in 2011, compared to 2010, increased by 5.2% in the fourth quarter of 2011, 8.8% in the third quarter of 2011, 10.6% in the second quarter of 2011 and 4.7% in the first quarter of 2011.

The approximate percentages of our admissions related to Medicare, managed Medicare, Medicaid, managed Medicaid, managed care and other insurers and the uninsured for the quarters ended March 31, 2012 and 2011 are set forth in the following table.

	2012			2011
Medicare		34	%		35	%
Managed Medicare		12			11
Medicaid		9			9
Managed Medicaid		8			7
Managed care and other insurers		30			31
Uninsured		7			7
		100	%		100	%

30

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Revenue/Volume Trends (continued)

The approximate percentages of our inpatient revenues, before provision for doubtful accounts, related to Medicare, managed Medicare, Medicaid, managed Medicaid, managed care and other insurers and the uninsured for the quarters ended March 31, 2012 and 2011 are set forth in the following table.

	2012			2011
Medicare		34	%		33	%
Managed Medicare		10			9
Medicaid		6			9
Managed Medicaid		4			4
Managed care and other insurers		44			43
Uninsured		2			2
		100	%		100	%

At March 31, 2012, we had 75 hospitals in the states of Texas and Florida. During the first quarter of 2012, 55% of our admissions and 47% of our revenues were generated by these hospitals. Uninsured admissions in Texas and Florida represented 60% of our uninsured admissions during the first quarter of 2012.

We receive a significant portion of our revenues from government health programs, principally Medicare and Medicaid, which are highly regulated and subject to frequent and substantial changes. We provide indigent care services in several communities in the state of Texas, in affiliation with other hospitals. The state of Texas has been involved in efforts to increase the indigent care provided by private hospitals. As a result of additional indigent care being provided by private hospitals, public hospital districts or counties in Texas have available funds that were previously devoted to indigent care. The public hospital districts or counties are under no contractual or legal obligation to provide such indigent care. The public hospital districts or counties have elected to transfer some portion of these available funds to the state’s Medicaid program. Such action is at the sole discretion of the public hospital districts or counties. It is anticipated that these contributions to the state will be matched with federal Medicaid funds. The state then may make supplemental payments to hospitals in the state for Medicaid services rendered. Hospitals receiving Medicaid supplemental payments may include those that are providing additional indigent care services. Our Texas Medicaid revenues included $128 million and $167 million during the first quarters of 2012 and 2011, respectively, of Medicaid supplemental payments. In addition, we receive supplemental payments in several other states. We are aware these supplemental payment programs are currently being reviewed by certain state agencies and some states have made waiver requests to CMS to replace their existing supplemental payment programs. It is possible these reviews and waiver requests will result in the restructuring of such supplemental payment programs and could result in the payment programs being reduced or eliminated. In 2011, CMS approved a Medicaid waiver that allows Texas to continue receiving supplemental Medicaid reimbursement while expanding its Medicaid managed care program, thus Texas is operating pursuant to a waiver program. However, we cannot predict whether the Texas private supplemental Medicaid reimbursement program will continue or guarantee that revenues recognized for the program will not decline. Because deliberations about these programs are ongoing, we are unable to estimate the financial impact the program structure modifications, if any, may have on our results of operations.

Electronic Health Record Incentive Payments

The American Recovery and Reinvestment Act of 2009 provides for Medicare and Medicaid incentive payments beginning in 2011 for eligible hospitals and professionals that adopt and meaningfully use certified

31

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Electronic Health Record Incentive Payments (continued)

electronic health record (“EHR”) technology. We recognize income related to Medicare and Medicaid incentive payments using a gain contingency model that is based upon when our eligible hospitals have demonstrated meaningful use of certified EHR technology for the applicable period and the cost report information for the full cost report year that will determine the final calculation of the incentive payment is available.

Medicaid EHR incentive calculations and related payment amounts are based upon prior period cost report information available at the time our eligible hospitals adopt, implement or demonstrate meaningful use of certified EHR technology for the applicable period, and are not subject to revision for cost report data filed for a subsequent period. Thus, incentive income recognition occurs at the point our eligible hospitals adopt, implement or demonstrate meaningful use of certified EHR technology for the applicable period, as the cost report information for the full cost report year that will determine the final calculation of the incentive payment is known at that time.

Medicare EHR incentive calculations and related initial payment amounts are based upon the most current filed cost report information available at the time our eligible hospitals demonstrate meaningful use of certified EHR technology for the applicable period. However, unlike Medicaid, this initial payment amount will be adjusted based upon an updated calculation using the annual cost report information for the cost report period that began during the applicable payment year. Thus, incentive income recognition occurs at the point our eligible hospitals demonstrate meaningful use of certified EHR technology for the applicable period and the cost report information for the full cost report year that will determine the final calculation of the incentive payment is available.

We recognized $55 million of electronic health record incentive income related to Medicaid ($3 million) and Medicare ($52 million) incentive programs during the first quarter of 2012. At March 31, 2012, we have $102 million of deferred EHR incentive income, which represents initial incentive payments received for which EHR incentive income has not been recognized. We have incurred and will continue to incur both capital costs and operating expenses in order to implement our certified EHR technology and meet meaningful use requirements. These expenses are ongoing and are projected to continue over all stages of implementation of meaningful use. The timing of recognition of the expenses may not correlate with the receipt of the incentive payments and the recognition of income. For the first quarters of 2012 and 2011, we incurred $17 million and $20 million, respectively, of operating expenses to implement our certified EHR technology and meet meaningful use.

For 2012, we estimate EHR incentive income will be recognized in the range of $325 million to $350 million and that related EHR operating expenses will be in the range of $125 million to $150 million. Actual EHR incentive income and EHR operating expenses could vary from these estimates due to certain factors, including the availability of federal funding for both Medicare and Medicaid incentive payments, timing of the approval of state Medicaid incentive payment plans by CMS and our ability to continue to demonstrate meaningful use of certified EHR technology. The failure of any of these factors to occur could have a material, adverse effect on our results of operations.

32

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Operating Results Summary

The following is a comparative summary of results from operations for the quarters ended March 31, 2012 and 2011 (dollars in millions):

	2012						2011
	Amount			Ratio			Amount			Ratio
Revenues before provision for doubtful accounts	$	9,199					$	8,055
Provision for doubtful accounts		794						649
Revenues		8,405			100.0			7,406			100.0
Salaries and benefits		3,736			44.5			3,295			44.5
Supplies		1,419			16.9			1,275			17.2
Other operating expenses		1,493			17.6			1,322			17.8
Electronic health record incentive income		(55	)		(0.6	)		—			—
Equity in earnings of affiliates		(11	)		(0.1	)		(76	)		(1.0	)
Depreciation and amortization		417			4.9			358			4.9
Interest expense		442			5.3			533			7.2
Losses on sales of facilities		1			—			1			—
Termination of management agreement		—			—			181			2.4
		7,442			88.5			6,889			93.0
Income before income taxes		963			11.5			517			7.0
Provision for income taxes		324			3.9			183			2.5
Net income		639			7.6			334			4.5
Net income attributable to noncontrolling interests		99			1.2			94			1.3
Net income attributable to HCA Holdings, Inc.	$	540			6.4		$	240			3.2
% changes from prior year:
Revenues		13.5	%					6.1	%
Income before income taxes		86.4						(24.5	)
Net income attributable to HCA Holdings, Inc.		125.2						(38.2	)
Admissions(a)		9.0						2.0
Equivalent admissions(b)		11.4						3.7
Revenue per equivalent admission		1.9						2.3
Same facility % changes from prior year(c):
Revenues		5.1						5.3
Admissions(a)		3.2						1.6
Equivalent admissions(b)		4.8						3.3
Revenue per equivalent admission		0.3						2.0

(a) Represents the total number of patients admitted to our hospitals and is used by management and certain investors as a general measure of inpatient volume.

(b) Equivalent admissions are used by management and certain investors as a general measure of combined inpatient and outpatient volume. Equivalent admissions are computed by multiplying admissions (inpatient volume) by the sum of gross inpatient revenues and gross outpatient revenues and then dividing the resulting amount by gross inpatient revenues. The equivalent admissions computation “equates” outpatient revenues to the volume measure (admissions) used to measure inpatient volume, resulting in a general measure of combined inpatient and outpatient volume.

(c) Same facility information excludes the operations of hospitals and their related facilities which were either acquired or divested during the current and prior period.

33

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Quarters Ended March 31, 2012 and 2011

Net income attributable to HCA Holdings, Inc. totaled $540 million, or $1.18 per diluted share, for the first quarter of 2012 compared to $240 million, or $0.52 per diluted share, for the first quarter of 2011. First quarter 2012 results include two Medicare adjustments (and related expenses) that added $170 million to income before income taxes, or $0.22 per diluted share. First quarter 2011 results include a charge of $181 million (pretax), or $0.32 per diluted share, related to the termination of the management agreement between HCA and the Investors upon completion of our initial public offering. All “per diluted share” disclosures are based upon amounts net of the applicable income taxes. Shares used for diluted earnings per share were 458.3 million shares and 462.0 million shares for the quarters ended March 31, 2012 and 2011, respectively.

For the first quarter of 2012, consolidated and same facility admissions increased 9.0% and 3.2%, respectively, compared to the first quarter of 2011. Consolidated and same facility outpatient surgical volumes increased 12.7% and 2.7%, respectively, during the first quarter of 2012, compared to the first quarter of 2011. Consolidated and same facility inpatient surgeries increased 7.1% and 1.5%, respectively, in the first quarter of 2012, compared to the first quarter of 2011. Consolidated and same facility emergency department visits increased 10.5% and 5.3%, respectively, during the quarter ended March 31, 2012, compared to the quarter ended March 31, 2011.

Revenues before provision for doubtful accounts increased 14.2% for the first quarter of 2012 compared to the first quarter of 2011. Provision for doubtful accounts increased $145 million from $649 million in the first quarter of 2011 to $794 million in the first quarter of 2012. The provision for doubtful accounts relates primarily to uninsured amounts due directly from patients, including copayment and deductible amounts for patients who have health care coverage. The self-pay revenue deductions for charity care and uninsured discounts increased $163 million and $366 million, respectively, during the first quarter of 2012, compared to the first quarter of 2011. The sum of the provision for doubtful accounts, uninsured discounts and charity care, as a percentage of the sum of revenues, the provision for doubtful accounts, uninsured discounts and charity care, was 27.8% for the first quarter of 2012, compared to 25.7% for the first quarter of 2011. At March 31, 2012, our allowance for doubtful accounts represented approximately 92% of the $4.517 billion total patient due accounts receivable balance, including accounts, net of estimated contractual discounts, related to patients for which eligibility for Medicaid coverage or uninsured discounts was being evaluated.

Revenues increased 13.5% primarily due to the combined impact of revenue per equivalent admission growth of 1.9% and an increase of 11.4% in equivalent admissions for the first quarter of 2012 compared to the first quarter of 2011. Same facility revenues increased 5.1% due to the combined impact of a 0.3% increase in same facility revenue per equivalent admission and a 4.8% increase in same facility equivalent admissions for the first quarter of 2012 compared to the first quarter of 2011. The increase in revenues for the first quarter of 2012 compared to the first quarter of 2011 is related primarily to the combined impact of the financial consolidation of our 2011 acquisition of our partner’s interest in the HCA-HealthONE LLC venture for periods subsequent to our acquisition of controlling interests during October 2011 (HealthONE revenues are not included in same facility amounts) and two adjustments (Rural Floor Provision Settlement and SSI ratios) related to Medicare revenues for prior periods. The net effect of the Medicare adjustments was an increase of $188 million to revenues.

Salaries and benefits, as a percentage of revenues, were 44.5% in the first quarters of both 2012 and 2011. Salaries and benefits per equivalent admission increased 1.8% in the first quarter of 2012 compared to the first quarter of 2011. Same facility labor rate increases averaged 1.8% for the first quarter of 2012 compared to the first quarter of 2011.

34

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Quarters Ended March 31, 2012 and 2011 (continued)

Supplies, as a percentage of revenues, were 16.9% in the first quarter of 2012 and 17.2% in the first quarter of 2011. Supply cost per equivalent admission declined 0.2% in the first quarter of 2012 compared to the first quarter of 2011. Supply costs per equivalent admission increased 0.4% for medical devices and declined 1.7% for pharmacy supplies, 1.4% for general medical and surgical items and 5.0% for blood products in the first quarter of 2012 compared to the first quarter of 2011.

Other operating expenses, as a percentage of revenues, declined to 17.6% in the first quarter of 2012 from 17.8% in the first quarter of 2011. Other operating expenses is primarily comprised of contract services, professional fees, repairs and maintenance, rents and leases, utilities, insurance (including professional liability insurance) and nonincome taxes. Other operating expenses include $80 million and $91 million of indigent care costs in certain Texas markets during the first quarters of 2012 and 2011, respectively. Provisions for losses related to professional liability risks were $94 million and $61 million for the first quarters of 2012 and 2011, respectively.

We recognized $55 million of electronic health record incentive income related to Medicaid ($3 million) and Medicare ($52 million) incentive programs during the first quarter of 2012. We recognize income related to Medicare and Medicaid incentive payments using a gain contingency model that is based upon when our eligible hospitals have demonstrated meaningful use of certified EHR technology for the applicable period and the cost report information for the full cost report year that will determine the final calculation of the incentive payment is available.

Equity in earnings of affiliates was $11 million and $76 million in the first quarters of 2012 and 2011, respectively. Equity in earnings of affiliates for the first quarter of 2011 relates primarily to our Denver, Colorado market (HealthONE) joint venture, which effective November 1, 2011, we began consolidating due to our acquisition of our partner’s approximate 40% ownership interest.

Depreciation and amortization increased $59 million, from $358 million in the first quarter of 2011 to $417 million in the first quarter of 2012. The increase was primarily related to the consolidation of HealthONE.

Interest expense declined from $533 million in the first quarter of 2011 to $442 million in the first quarter of 2012 due primarily to a decline in the average effective interest rate. Our average debt balance was $27.537 billion for the first quarter of 2012 compared to $27.357 billion for the first quarter of 2011. The average effective interest rate for our long term debt declined from 7.9% for the quarter ended March 31, 2011 to 6.5% for the quarter ended March 31, 2012.

During each of the first quarters of 2012 and 2011, we recorded net losses on sales of facilities of $1 million.

Our Investors provided management and advisory services to the Company, pursuant to a management agreement among HCA and the Investors executed in connection with the Investors’ acquisition of HCA in November 2006. In March 2011, the management agreement was terminated pursuant to its terms upon completion of the initial public offering of our common stock, and the Investors were paid a final fee of $181 million.

The effective tax rates were 37.4% and 43.3% for the first quarters of 2012 and 2011, respectively. The effective tax rate computations exclude net income attributable to noncontrolling interests as it relates to consolidated partnerships. Our provision for income taxes for the first quarter of 2011 increased by $29 million

35

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Results of Operations (continued)

Quarters Ended March 31, 2012 and 2011 (continued)

related to adjustments to our liability for unrecognized tax benefits. Excluding the effect of these adjustments, the effective tax rate for the first quarter of 2011 would have been 36.4%.

Net income attributable to noncontrolling interests increased from $94 million for the first quarter of 2011 to $99 million for the first quarter of 2012.

Liquidity and Capital Resources

Cash provided by operating activities totaled $797 million in the first quarter of 2012 compared to $918 million in the first quarter of 2011. The $121 million decline in cash provided by operating activities in the first quarter of 2012 compared to the first quarter of 2011 related primarily to the net effect of the negative impact from changes in working capital items of $465 million and the increase in net income of $305 million. The combined interest payments and net tax refunds in the first quarters of 2012 and 2011 were $492 million and $241 million, respectively. Working capital totaled $1.667 billion at March 31, 2012 and $1.679 billion at December 31, 2011.

Cash used in investing activities was $437 million in the first quarter of 2012 compared to $273 million in the first quarter of 2011. Excluding acquisitions, capital expenditures were $335 million in the first quarter of 2012 and $329 million in the first quarter of 2011. We expended $58 million for the acquisition of a hospital facility during the first quarter of 2012. We also expended $54 million and $22 million to acquire nonhospital health care facilities during the first quarters of 2012 and 2011, respectively. Capital expenditures are expected to approximate $1.85 billion in 2012. At March 31, 2012, there were projects under construction which had estimated additional costs to complete and equip over the next five years of approximately $1.61 billion. We expect to finance capital expenditures with internally generated and borrowed funds. We received $55 million from sales of hospitals and health care entities during the first quarter of 2011. We received net cash flows from our investments of $6 million and $20 million in the first quarters of 2012 and 2011, respectively.

Cash used in financing activities totaled $262 million during the first quarter of 2012 compared to $503 million during the first quarter of 2011. During the first quarter of 2012, net cash flows used in financing activities included increases in net borrowings of $787 million, distributions to noncontrolling interests of $93 million, distributions to stockholders of $982 million, payments of debt issuance costs of $16 million and receipts of $49 million of income tax benefits for certain items (primarily distributions to holders of our stock options). During the first quarter of 2011, cash flows used in financing activities included reductions in net borrowings of $2.900 billion, net proceeds of $2.506 billion related to the issuance of common stock in conjunction with our initial public offering, distributions to noncontrolling interests of $95 million, distributions to stockholders of $30 million and receipts of $22 million of income tax benefits for certain items (primarily distributions to holders of our stock options).

We are a highly leveraged company with significant debt service requirements. Our debt totaled $27.902 billion at March 31, 2012. Our interest expense was $442 million for the first quarter of 2012 and $533 million for the first quarter of 2011. The decline in interest expense was primarily related to a decline in the average effective interest rate.

In addition to cash flows from operations, available sources of capital include amounts available under our senior secured credit facilities ($2.750 billion and $2.860 billion available as of March 31, 2012 and April 30, 2012, respectively) and anticipated access to public and private debt markets.

36

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Liquidity and Capital Resources (continued)

During February 2012, our Board of Directors declared a distribution to the Company’s stockholders and holders of vested stock awards. The distribution declared was $2.00 per share and vested stock award, or approximately $971 million in the aggregate.

During February 2012, we issued $1.350 billion aggregate principal amount of 5.875% senior secured notes due 2022. After the payment of related fees and expenses, we used the proceeds for general corporate purposes.

During October 2011, we issued $500 million aggregate principal amount of 8.00% senior unsecured notes due 2018. After the payment of related fees and expenses, we used the net proceeds for general corporate purposes, which included funding a portion of the acquisition of the Colorado Health Foundation’s approximate 40% remaining ownership interest in the HCA-HealthONE LLC joint venture, which was purchased during October 2011 for $1.450 billion.

During September 2011, we repurchased 80,771,143 shares of our common stock beneficially owned by affiliates of Bank of America Corporation at a purchase price of $18.61 per share, the closing price of the Company’s common stock on the New York Stock Exchange on September 14, 2011. The repurchase was financed using a combination of cash on hand and borrowings under available credit facilities.

During September 2011, we refinanced our $2.000 billion asset-based revolving credit facility maturing on November 16, 2012 to increase the total capacity to $2.500 billion and extend the maturity to 2016.

During August 2011, we issued $5.000 billion aggregate principal amount of notes, comprised of $3.000 billion of 6.50% senior secured first lien notes due 2020 and $2.000 billion of 7.50% senior unsecured notes due 2022. We used the net proceeds from these debt issuances to redeem all of our outstanding $1.578 billion 9 ⁵/8%/10 ³/8% second lien toggle notes due 2016, at a redemption price of 106.783% of the principal amount, and all of our outstanding $3.200 billion 9 ¹/4% second lien notes due 2016, at a redemption price of 106.513% of the principal amount. The pretax debt retirement charge related to these redemptions was $406 million.

During June 2011, we redeemed all $1.000 billion aggregate principal amount of our 9 ¹/8% senior secured notes due 2014, at a redemption price of 104.563% of the principal amount, and $108 million aggregate principal amount of our 9 ⁷/8% senior secured notes due 2017, at a redemption price of 109.875% of the principal amount. The pretax loss on retirement of debt related to these redemptions was $75 million.

During May 2011, we completed amendments to our senior secured credit agreement and senior secured asset-based revolving credit agreement, as well as extensions of certain of our term loans. The amendments extend $594 million of our term loan A facility with a final maturity of November 2012 to a final maturity of May 2016 and $2.373 billion of our term loan A and term loan B-1 facilities with final maturities of November 2012 and November 2013, respectively, to a final maturity of May 2018.

Investments of our insurance subsidiaries, to maintain statutory equity and pay claims, totaled $610 million and $628 million at March 31, 2012 and December 31, 2011, respectively. An insurance subsidiary maintained net reserves for professional liability risks of $353 million and $410 million at March 31, 2012 and December 31, 2011, respectively. Our facilities are insured by a wholly-owned insurance subsidiary for losses up to $50 million per occurrence; however, this coverage is subject to a $5 million per occurrence self-insured retention. Net reserves for the self-insured professional liability risks retained were $926 million and $842 million at March 31, 2012 and December 31, 2011, respectively. Claims payments, net of reinsurance recoveries, during the next 12 months are expected to approximate $289 million. We estimate that approximately $215 million of the expected net claim payments during the next 12 months will relate to claims subject to the self-insured retention.

37

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Liquidity and Capital Resources (continued)

Management believes that cash flows from operations, amounts available under our senior secured credit facilities and our anticipated access to public and private debt markets will be sufficient to meet expected liquidity needs during the next 12 months.

Market Risk

We are exposed to market risk related to changes in market values of securities. The investments in debt and equity securities of our wholly-owned insurance subsidiaries were $602 million and $8 million, respectively, at March 31, 2012. These investments are carried at fair value, with changes in unrealized gains and losses being recorded as adjustments to other comprehensive income. At March 31, 2012, we had a net unrealized gain of $16 million on the insurance subsidiaries’ investment securities.

We are exposed to market risk related to market illiquidity. Investments in debt and equity securities of our wholly-owned insurance subsidiaries could be impaired by the inability to access the capital markets. Should the wholly-owned insurance subsidiaries require significant amounts of cash in excess of normal cash requirements to pay claims and other expenses on short notice, we may have difficulty selling these investments in a timely manner or be forced to sell them at a price less than what we might otherwise have been able to in a normal market environment. At March 31, 2012, our wholly-owned insurance subsidiaries had invested $95 million ($98 million par value) in tax-exempt student loan auction rate securities that continue to experience market illiquidity. It is uncertain if auction-related market liquidity will resume for these securities. We may be required to recognize other-than-temporary impairments on these long-term investments in future periods should issuers default on interest payments or should the fair market valuations of the securities deteriorate due to ratings downgrades or other issue specific factors.

We are also exposed to market risk related to changes in interest rates, and we periodically enter into interest rate swap agreements to manage our exposure to these fluctuations. Our interest rate swap agreements involve the exchange of fixed and variable rate interest payments between two parties, based on common notional principal amounts and maturity dates. The notional amounts of the swap agreements represent balances used to calculate the exchange of cash flows and are not our assets or liabilities. Our credit risk related to these agreements is considered low because the swap agreements are with creditworthy financial institutions. The interest payments under these agreements are settled on a net basis. These derivatives have been recognized in the financial statements at their respective fair values. Changes in the fair value of these derivatives, which are designated as cash flow hedges, are included in other comprehensive income, and changes in the fair value of derivatives which have not been designated as hedges are recorded in operations.

With respect to our interest-bearing liabilities, approximately $4.544 billion of long-term debt at March 31, 2012 was subject to variable rates of interest, while the remaining balance in long-term debt of $23.358 billion at March 31, 2012 was subject to fixed rates of interest. Both the general level of interest rates and, for the senior secured credit facilities, our leverage affect our variable interest rates. Our variable debt is comprised primarily of amounts outstanding under the senior secured credit facilities. Borrowings under the senior secured credit facilities bear interest at a rate equal to an applicable margin plus, at our option, either (a) a base rate determined by reference to the higher of (1) the federal funds rate plus 0.50% and (2) the prime rate of Bank of America or (b) a LIBOR rate for the currency of such borrowing for the relevant interest period. The applicable margin for borrowings under the senior secured credit facilities may fluctuate according to a leverage ratio. The average effective interest rate for our long-term debt declined from 7.9% for the quarter ended March 31, 2011 to 6.5% for the quarter ended March 31, 2012.

38

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Liquidity and Capital Resources (continued)

Market Risk (continued)

The estimated fair value of our total long-term debt was $28.821 billion at March 31, 2012. The estimates of fair value are based upon the quoted market prices for the same or similar issues of long-term debt with the same maturities. Based on a hypothetical 1% increase in interest rates, the potential annualized reduction to future pretax earnings would be approximately $45 million. To mitigate the impact of fluctuations in interest rates, we generally target a portion of our debt portfolio to be maintained at fixed rates.

Our international operations and foreign currency denominated loans expose us to market risks associated with foreign currencies. In order to mitigate the currency exposure related to foreign currency denominated debt service obligations, we have entered into cross currency swap agreements. A cross currency swap is an agreement between two parties to exchange a stream of principal and interest payments in one currency for a stream of principal and interest payments in another currency over a specified period. Our credit risk related to these agreements is considered low because the swap agreements are with creditworthy financial institutions.

Pending IRS Disputes

We are contesting certain claimed deficiencies and adjustments proposed by the IRS Examination Division in connection with its audit of HCA Inc.’s 2005 and 2006 federal income tax returns. The disputed items include the timing of recognition of certain patient service revenues, the deductibility of certain debt retirement costs and our method for calculating the tax allowance for doubtful accounts. The IRS Examination Division began an audit of HCA Inc.’s 2007, 2008 and 2009 federal income tax returns in 2010.

Management believes HCA Holdings, Inc., its predecessors and affiliates properly reported taxable income and paid taxes in accordance with applicable laws and agreements established with the IRS and final resolution of these disputes will not have a material, adverse effect on our results of operations or financial position. However, if payments due upon final resolution of these issues exceed our recorded estimates, such resolutions could have a material, adverse effect on our results of operations or financial position.

39

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Operating Data

	2012		2011
CONSOLIDATING
Number of hospitals in operation at:
March 31		164		156
June 30				157
September 30				157
December 31				163
Number of freestanding outpatient surgical centers in operation at:
March 31		109		98
June 30				98
September 30				98
December 31				108
Licensed hospital beds at(a):
March 31		41,815		39,075
June 30				39,472
September 30				39,526
December 31				41,594
Weighted average licensed beds(b):
Quarter:
First		41,740		39,061
Second				39,356
Third				39,509
Fourth				40,994
Year				39,735
Average daily census(c):
Quarter:
First		23,284		22,002
Second				20,764
Third				20,528
Fourth				21,213
Year				21,123
Admissions(d):
Quarter:
First		443,300		406,900
Second				397,500
Third				402,300
Fourth				413,700
Year				1,620,400
Equivalent admissions(e):
Quarter:
First		711,100		638,400
Second				638,900
Third				650,900
Fourth				667,700
Year				2,595,900

40

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Operating Data — (Continued)

Average length of stay (days)(f):
Quarter:
First		4.8			4.9
Second					4.8
Third					4.7
Fourth					4.7
Year					4.8
Emergency room visits(g):
Quarter:
First		1,688,400			1,527,600
Second					1,512,000
Third					1,539,500
Fourth					1,564,400
Year					6,143,500
Outpatient surgeries(h):
Quarter:
First		217,500			193,000
Second					199,100
Third					194,300
Fourth					212,800
Year					799,200
Inpatient surgeries(i):
Quarter:
First		128,300			119,700
Second					120,200
Third					121,100
Fourth					123,500
Year					484,500
Days revenues in accounts receivable(j):
Quarter:
First		53			49
Second					50
Third					50
Fourth					52
Year					53
Gross patient revenues(k) (dollars in millions):
Quarter:
First	$	41,377		$	34,764
Second					34,242
Third					34,288
Fourth					38,222
Year					141,516
Outpatient revenues as a % of patient revenues(l):
Quarter:
First		37	%		36	%
Second					37	%
Third					37	%
Fourth					38	%
Year					37	%

41

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Operating Data — (Continued)

BALANCE SHEET DATA

	% of Accounts Receivable
	Under 91 Days			91 — 180 Days			Over 180 Days
Accounts receivable aging at March 31, 2012 (m):
Medicare and Medicaid		14	%		1	%		1	%
Managed care and other discounted		24			4			5
Uninsured		15			8			28
Total		53	%		13	%		34	%

(a) Licensed beds are those beds for which a facility has been granted approval to operate from the applicable state licensing agency.

(b) Represents the average number of licensed beds, weighted based on periods owned.

(c) Represents the average number of patients in our hospital beds each day.

(d) Represents the total number of patients admitted to our hospitals and is used by management and certain investors as a general measure of inpatient volume.

(e) Equivalent admissions are used by management and certain investors as a general measure of combined inpatient and outpatient volume. Equivalent admissions are computed by multiplying admissions (inpatient volume) by the sum of gross inpatient revenues and gross outpatient revenues and then dividing the resulting amount by gross inpatient revenues. The equivalent admissions computation “equates” outpatient revenues to the volume measure (admissions) used to measure inpatient volume resulting in a general measure of combined inpatient and outpatient volume.

(f) Represents the average number of days admitted patients stay in our hospitals.

(g) Represents the number of patients treated in our emergency rooms.

(h) Represents the number of surgeries performed on patients who were not admitted to our hospitals. Pain management and endoscopy procedures are not included in outpatient surgeries.

(i) Represents the number of surgeries performed on patients who have been admitted to our hospitals. Pain management and endoscopy procedures are not included in inpatient surgeries.

(j) Revenues per day is calculated by dividing the revenues for the period by the days in the period. Days revenues in accounts receivable is then calculated as accounts receivable, net of allowance for doubtful accounts, at the end of the period divided by the revenues per day. With our adoption of ASU 2011-07 during 2011, “revenues” used in this computation are net of the provision for doubtful accounts.

(k) Gross patient revenues are based upon our standard charge listing. Gross charges/revenues typically do not reflect what our hospital facilities are paid. Gross charges/revenues are reduced by contractual adjustments, discounts and charity care to determine reported revenues.

(l) Represents the percentage of patient revenues related to patients who are not admitted to our hospitals.

(m) Accounts receivable aging data is based upon consolidated gross accounts receivable of $9.034 billion (each 1% is equivalent to approximately $90 million of gross accounts receivable).

42

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information called for by this item is provided under the caption “Market Risk” under Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

HCA’s chief executive officer and chief financial officer have reviewed and evaluated the effectiveness of HCA’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of the end of the period covered by this quarterly report. Based on that evaluation, the chief executive officer and chief financial officer have concluded HCA’s disclosure controls and procedures were effective.

Changes in Internal Control Over Financial Reporting

During the period covered by this report, there have been no changes in our internal control over financial reporting that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We operate in a highly regulated and litigious industry. As a result, various lawsuits, claims and legal and regulatory proceedings have been and can be expected to be instituted or asserted against us. The resolution of any such lawsuits, claims or legal and regulatory proceedings could materially and adversely affect our results of operations and financial position in a given period.

Government Investigations, Claims and Litigation

Health care companies are subject to numerous investigations by various governmental agencies. Further, under the federal FCA, private parties have the right to bring qui tam, or “whistleblower,” suits against companies that submit false claims for payments to, or improperly retain overpayments from, the government. Some states have adopted similar state whistleblower and false claims provisions. Certain of our individual facilities have received, and from time to time, other facilities may receive, government inquiries from, and may be subject to investigation by, federal and state agencies. Depending on whether the underlying conduct in these or future inquiries or investigations could be considered systemic, their resolution could have a material, adverse effect on our financial position, results of operations and liquidity.

The DOJ has contacted the Company in connection with its nationwide review of whether, in certain cases, hospital charges to the federal government relating to implantable cardio-defibrillators (“ICDs”) met the CMS criteria. In connection with this nationwide review, the DOJ has indicated that it will be reviewing certain ICD billing and medical records at 95 HCA hospitals; the review covers the period from October 2003 to the present. The review could potentially give rise to claims against the Company under the federal FCA or other statutes, regulations or laws. At this time, we cannot predict what effect, if any, this review or any resulting claims could have on the Company.

New Hampshire Hospital Litigation

In 2006, the Foundation for Seacoast Health (the “Foundation”) filed suit against HCA in state court in New Hampshire. The Foundation alleged that both the 2006 recapitalization transaction and a prior 1999 intra-corporate transaction violated a 1983 agreement that placed certain restrictions on transfers of the Portsmouth

43

Regional Hospital. In May 2007, the trial court ruled against the Foundation on all its claims. On appeal, the New Hampshire Supreme Court affirmed the ruling on the 2006 recapitalization, but remanded to the trial court the claims based on the 1999 intra-corporate transaction. The trial court ruled in December 2009 that the 1999 intra-corporate transaction breached the transfer restriction provisions of the 1983 agreement. In September of 2011, the trial court issued its remedies phase decision and held that the only remedy to which the Foundation was entitled was rescission of the intra-corporate transfer that breached the transfer restriction (the Company has complied with the Court’s order, and it is not expected that such compliance will have any material effect on our operations or financial position). The Court awarded the Foundation, under the terms of the Asset Purchase Agreement, a “fraction” of its attorney fees. The Foundation appealed the remedy phase ruling, and the Company cross-appealed the liability determination. On October 31, 2011, the New Hampshire Supreme Court, on its own, raised the question whether the appeal needed to await the trial court’s further ruling on attorney fees. On November 21, 2011, after the parties briefed the issue, the New Hampshire Supreme Court dismissed the appeal as premature and remanded the case to the trial court. In February 2012, the trial court certified the case for a possible interlocutory appeal without addressing the attorney fees issue. The New Hampshire Supreme Court rejected the request for an interlocutory appeal. The parties subsequently reached a stipulation regarding the attorney fees. An appeal is expected to go forward following entry of judgment by the trial court.

Securities Class Action Litigation

On October 28, 2011, a shareholder action, Schuh v. HCA Holdings, Inc. et al., was filed in the United States District Court for the Middle District of Tennessee seeking monetary relief. The case seeks to include as a class all persons who acquired the Company’s stock pursuant or traceable to the Company’s Registration Statement and Prospectus issued in connection with the March 9, 2011 initial public offering. The lawsuit asserts a claim under Section 11 of the Securities Act of 1933 against the Company, certain members of the board of directors, and certain underwriters in the offering. It further asserts a claim under Section 15 of the Securities Act of 1933 against the same members of the board of directors. The action alleges deficiencies in the Company’s disclosures in the Registration Statement relating to: (1) accounting for its 2006 recapitalization and 2010 reorganization; (2) the Company’s failure to maintain effective internal controls relating to its accounting for such transactions; and (3) the Company’s revenue growth rate. Subsequently, two additional class action complaints, Kishtah v. HCA Holdings, Inc. et al. and Daniels v. HCA Holdings, Inc. et al., setting forth substantially similar claims against substantially the same defendants in addition to Ernst & Young, LLP were filed in the same federal court on November 16, 2011 and December 12, 2011, respectively. All three of the cases have been consolidated, and the parties have agreed to initial scheduling matters.

In addition to the above described shareholder class actions, on December 8, 2011, a federal shareholder derivative action, Sutton v. Bracken, et al., putatively initiated in the name of the Company, was filed in the United States District Court for the Middle District of Tennessee against certain officers and present and former directors of the Company seeking monetary relief. The action alleges breaches of fiduciary duties by the named officers and directors in connection with the accounting and earnings claims set forth in the shareholder class actions. Setting forth substantially similar claims against substantially the same defendants, an additional federal derivative action, Schroeder v. Bracken, et al., was filed in the United States District Court for the Middle District of Tennessee on December 16, 2011, and a state derivative action, Bagot v. Bracken, et al., was filed in Tennessee state court in the Davidson County Circuit Court on December 20, 2011. The federal derivative actions have been consolidated in the Middle District of Tennessee and the parties have agreed that those cases shall be stayed pending developments in the shareholder class actions. The state derivative action has also been stayed pending developments in the shareholder class actions.

General Liability and Other Claims

We are subject to claims for additional income taxes and related interest by the IRS Examination Division. For a description of those proceedings, see Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Pending IRS Disputes” and Note 2 to our condensed consolidated financial statements.

44

We are also subject to claims and suits arising in the ordinary course of business, including claims for personal injuries or for wrongful restriction of, or interference with, physicians’ staff privileges. In certain of these actions the claimants have asked for punitive damages against us, which may not be covered by insurance. In the opinion of management, the ultimate resolution of these pending claims and legal proceedings will not have a material, adverse effect on our results of operations or financial position.

ITEM 6. EXHIBITS

(a) List of Exhibits:

10.1	—	HCA Holdings, Inc. 2012 Senior Officer Performance Excellence Program (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed April 4, 2012, and incorporated herein by reference).*
10.2	—	Form of 2012 PEP Restricted Share Unit Agreement (Officers) (filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed April 4, 2012, and incorporated herein by reference).*
10.3	—	Extension Amendment No. 1, dated as of April 25, 2012, by and among HCA Inc., HCA UK Capital Limited, each of the U.S. Guarantors, each of the European Guarantors, the lender party thereto and Bank of America, N.A., as administrative agent, swingline lender and letter of credit issuer (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed April 25, 2012, and incorporated herein by reference).
31.1	—	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	—	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32	—	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101	—	The following financial information from our quarterly report on Form 10-Q for the quarters ended March 31, 2012 and 2011, filed with the SEC on May 8, 2012, formatted in Extensible Business Reporting Language (XBRL): (i) the condensed consolidated balance sheets at March 31, 2012 and December 31, 2011, (ii) the condensed consolidated comprehensive income statements for the quarters ended March 31, 2012 and 2011, (iii) the condensed consolidated statements of cash flows for the quarters ended March 31, 2012 and 2011 and (iv) the notes to condensed consolidated financial statements.(1)

(1) The XBRL related information in Exhibit 101 to this quarterly report on Form 10-Q shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

* Management compensatory plan or arrangement.

45

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.

HCA Holdings, Inc.
By:	/S/    R. MILTON JOHNSON
	R. Milton Johnson
	President and Chief Financial Officer

Date: May 8, 2012

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Richard M. Bracken, certify that:

1. I have reviewed this quarterly report on Form 10-Q of HCA Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

By:	/S/    RICHARD M. BRACKEN
	RICHARD M. BRACKEN
	Chairman of the Board and Chief Executive Officer

Date: May 8, 2012

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, R. Milton Johnson, certify that:

1. I have reviewed this quarterly report on Form 10-Q of HCA Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

By:	/S/    R. MILTON JOHNSON
	R. MILTON JOHNSON
	President and Chief Financial Officer

Date: May 8, 2012

EX-32

EXHIBIT 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of HCA Holdings, Inc. (the “Company”) on Form 10-Q for the quarter ended March 31, 2012, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:	/S/    RICHARD M. BRACKEN
	RICHARD M. BRACKEN
	Chairman of the Board and Chief Executive Officer

May 8, 2012

By:	/S/    R. MILTON JOHNSON
	R. MILTON JOHNSON
	President and Chief Financial Officer

May 8, 2012

XML

Financial Instruments (Schedule Of Cross Currency Swap Agreement Not Designated As Hedge) (Details) (Maturity Date, November 2013 [Member]) In Millions, unless otherwise specified	Mar. 31, 2012 EUR (€)	Mar. 31, 2012 Euro - United States Dollar Currency Swap [Member] USD ($)
Derivative Instruments, Gain (Loss) [Line Items]
Notional amount for foreign currency derivatives	€ 291
Fair Value		$ (7)

XML

Acquisitions And Dispositions (Details) (USD $) In Millions, unless otherwise specified		3 Months Ended			3 Months Ended		3 Months Ended
	Mar. 31, 2012	Mar. 31, 2012 HealthONE [Member]	Mar. 31, 2011 Hospitals [Member]	Mar. 31, 2012 Hospitals [Member] Other [Member]	Mar. 31, 2011 Other Healthcare Entity [Member]	Mar. 31, 2011 Other Healthcare Entity [Member] Other [Member]	Mar. 31, 2012 Real Estate [Member]
Business Acquisition [Line Items]
Cash paid for acquisition	$ 58			$ 54		$ 22
Liability assumed on acquisition	34
Goodwill recorded on acquisition	66
Increase in noncontrolling interests on business acquisition		30
Decrease in property and equipment on business acquisition		26
Increase in goodwill on business acquisition		56
Proceeds from sales of business			55				1
Pretax loss on sales of business					$ 1		$ 1

XML

Capital Structure (Schedule Of Changes In Stockholders' Deficit And Equity) (Details) (USD $) In Millions, except Share data in Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Capital Structure [Line Items]
Balances, December 31, 2011	$ (7,014)
Net income	639	334
Other comprehensive income	29
Distributions	(1,064)
Share-based benefit plans	47
Adjustment to the acquired controlling interest in equity investment	30
Other	9
Balances, March 31, 2012	(7,324)
Common Stock [Member]
Capital Structure [Line Items]
Balances, December 31, 2011	4
Balances, December 31, 2011, Shares	437,478
Share-based benefit plans, Shares	876
Balances, March 31, 2012	4
Balances, March 31, 2012, Shares	438,354
Capital In Excess Of Par Value [Member]
Capital Structure [Line Items]
Balances, December 31, 2011	1,601
Share-based benefit plans	47
Balances, March 31, 2012	1,648
Accumulated Other Comprehensive Loss [Member]
Capital Structure [Line Items]
Balances, December 31, 2011	(440)
Other comprehensive income	29
Balances, March 31, 2012	(411)
Retained Deficit [Member]
Capital Structure [Line Items]
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Net income	540
Distributions	(971)
Balances, March 31, 2012	(9,854)
Equity Attributable To Noncontrolling Interests [Member]
Capital Structure [Line Items]
Balances, December 31, 2011	1,244
Net income	99
Distributions	(93)
Adjustment to the acquired controlling interest in equity investment	30
Other	9
Balances, March 31, 2012	$ 1,289

XML

Investments Of Insurance Subsidiaries (Schedule Of Investments) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	$ 594	$ 617
Unrealized Amounts, Gains	20	20
Unrealized Amounts, Losses	(4)	(9)
Fair Value	610	628
Amounts classified as current assets	(74)	(80)
Investment carrying value	536	548
Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	586	610
Unrealized Amounts, Gains	19	19
Unrealized Amounts, Losses	(3)	(8)
Fair Value	602	621
Equity Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	8	7
Unrealized Amounts, Gains	1	1
Unrealized Amounts, Losses	(1)	(1)
Fair Value	8	7
States And Municipalities [Member] | Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	384	398
Unrealized Amounts, Gains	19	19
Fair Value	403	417
Auction Rate Securities [Member] | Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	98	139
Unrealized Amounts, Losses	(3)	(8)
Fair Value	95	131
Asset-Backed Securities [Member] | Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	17	20
Fair Value	17	20
Money Market Funds [Member] | Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	87	53
Fair Value	$ 87	$ 53

XML

Capital Structure (Tables)

3 Months Ended

Mar. 31, 2012

Capital Structure [Abstract]

Components Of Accumulated Other Comprehensive Loss, Net Of Related Taxes

	March 31, 2012			December 31, 2011
Change in fair value of derivative instruments	$	(249	)	$	(253	)
Change in fair value of available-for-sale securities		10			7
Foreign currency translation adjustments		(7	)		(25	)
Defined benefit plans		(165	)		(169	)
Accumulated other comprehensive loss	$	(411	)	$	(440	)

Schedule Of Changes In Stockholders' Deficit And Equity

	Equity (Deficit) Attributable to HCA Holdings, Inc.												Equity Attributable to Noncontrolling Interests			Total
	Common Stock				Capital in Excess of Par Value		Accumulated Other Comprehensive Loss			Retained Deficit
	Shares (000)		Par Value
Balances, December 31, 2011		437,478	$	4	$	1,601	$	(440	)	$	(9,423	)	$	1,244		$	(7,014	)
Net income		—		—		—		—			540			99			639
Other comprehensive income		—		—		—		29			—			—			29
Distributions		—		—		—		—			(971	)		(93	)		(1,064	)
Share-based benefit plans		876		—		47		—			—			—			47
Adjustment to the acquired controlling interest in equity investment		—		—		—		—			—			30			30
Other		—		—		—		—			—			9			9
Balances, March 31, 2012		438,354	$	4	$	1,648	$	(411	)	$	(9,854	)	$	1,289		$	(7,324	)

XML

Supplemental Condensed Consolidating Financial Information (Schedule Of Condensed Consolidating Income Statement) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Revenues before provision for doubtful accounts	$ 9,199	$ 8,055
Provision for doubtful accounts	794	649
Revenues	8,405	7,406
Salaries and benefits	3,736	3,295
Supplies	1,419	1,275
Other operating expenses	1,493	1,322
Electronic health record incentive income	(55)
Equity in earnings of affiliates	(11)	(76)
Depreciation and amortization	417	358
Interest expense	442	533
Losses on sales of facilities	1	1
Termination of management agreement		181
Total expenses including equity in earnings of affiliates	7,442	6,889
Income (loss) before income taxes	963	517
Provision (benefit) for income taxes	324	183
Net income	639	334
Net income attributable to noncontrolling interests, (loss)	99	94
Net income attributable to HCA Holdings, Inc.	540	240
Comprehensive income attributable to HCA Holdings, Inc.	569	324
HCA Holdings, Inc. Issuer [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Equity in earnings of affiliates	(560)	(258)
Interest expense	30	30
Total expenses including equity in earnings of affiliates	(530)	(228)
Income (loss) before income taxes	530	228
Provision (benefit) for income taxes	(10)	(12)
Net income	540	240
Net income attributable to HCA Holdings, Inc.	540	240
Comprehensive income attributable to HCA Holdings, Inc.	540	240
HCA Inc. Issuer [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Other operating expenses	4	2
Interest expense	529	691
Termination of management agreement		181
Total expenses including equity in earnings of affiliates	533	874
Income (loss) before income taxes	(533)	(874)
Provision (benefit) for income taxes	(200)	(375)
Net income	(333)	(499)
Net income attributable to HCA Holdings, Inc.	(333)	(499)
Comprehensive income attributable to HCA Holdings, Inc.	(329)	(432)
Subsidiary Guarantors [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Revenues before provision for doubtful accounts	4,903	4,578
Provision for doubtful accounts	463	417
Revenues	4,440	4,161
Salaries and benefits	1,982	1,896
Supplies	753	711
Other operating expenses	729	681
Electronic health record incentive income	(41)
Equity in earnings of affiliates	(2)	(30)
Depreciation and amortization	200	195
Interest expense	(91)	(163)
Losses on sales of facilities	1	16
Management fees	(160)	(124)
Total expenses including equity in earnings of affiliates	3,371	3,182
Income (loss) before income taxes	1,069	979
Provision (benefit) for income taxes	392	415
Net income	677	564
Net income attributable to noncontrolling interests, (loss)	17	13
Net income attributable to HCA Holdings, Inc.	660	551
Comprehensive income attributable to HCA Holdings, Inc.	664	555
Subsidiary Non-Guarantors [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Revenues before provision for doubtful accounts	4,296	3,477
Provision for doubtful accounts	331	232
Revenues	3,965	3,245
Salaries and benefits	1,754	1,399
Supplies	666	564
Other operating expenses	760	639
Electronic health record incentive income	(14)
Equity in earnings of affiliates	(9)	(46)
Depreciation and amortization	217	163
Interest expense	(26)	(25)
Losses on sales of facilities		(15)
Management fees	160	124
Total expenses including equity in earnings of affiliates	3,508	2,803
Income (loss) before income taxes	457	442
Provision (benefit) for income taxes	142	155
Net income	315	287
Net income attributable to noncontrolling interests, (loss)	82	81
Net income attributable to HCA Holdings, Inc.	233	206
Comprehensive income attributable to HCA Holdings, Inc.	254	219
Eliminations [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Equity in earnings of affiliates	560	258
Total expenses including equity in earnings of affiliates	560	258
Income (loss) before income taxes	(560)	(258)
Net income	(560)	(258)
Net income attributable to HCA Holdings, Inc.	(560)	(258)
Comprehensive income attributable to HCA Holdings, Inc.	$ (560)	$ (258)

XML

Assets And Liabilities Measured At Fair Value (Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	$ 610	$ 628
Investments of insurance subsidiaries, Fair Value	610	628
Less amounts classified as current assets	(74)	(80)
Investments of insurance subsidiaries, noncurrent	536	548
Quoted Prices In Active Markets For Identical Assets And Liabilities (Level1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments of insurance subsidiaries, Fair Value	89	54
Less amounts classified as current assets	(74)	(54)
Investments of insurance subsidiaries, noncurrent	15
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments of insurance subsidiaries, Fair Value	425	442
Less amounts classified as current assets		(26)
Investments of insurance subsidiaries, noncurrent	425	416
Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments of insurance subsidiaries, Fair Value	96	132
Investments of insurance subsidiaries, noncurrent	96	132
Auction Rate Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	95
Cross Currency Swap (Income Taxes And Other Liabilities) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	7	16
Cross Currency Swap (Income Taxes And Other Liabilities) [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	7	16
Interest Rate Swap (Income Taxes And Other Liabilities) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	394	399
Interest Rate Swap (Income Taxes And Other Liabilities) [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	394	399
Debt Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	602	621
Debt Securities [Member] | Quoted Prices In Active Markets For Identical Assets And Liabilities (Level1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	87	53
Debt Securities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	420	437
Debt Securities [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	95	131
Debt Securities [Member] | States And Municipalities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	403	417
Debt Securities [Member] | States And Municipalities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	403	417
Debt Securities [Member] | Auction Rate Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	95	131
Debt Securities [Member] | Auction Rate Securities [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	95	131
Debt Securities [Member] | Asset-Backed Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	17	20
Debt Securities [Member] | Asset-Backed Securities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	17	20
Debt Securities [Member] | Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	87	53
Debt Securities [Member] | Money Market Funds [Member] | Quoted Prices In Active Markets For Identical Assets And Liabilities (Level1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	87	53
Equity Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	8	7
Equity Securities [Member] | Quoted Prices In Active Markets For Identical Assets And Liabilities (Level1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	2	1
Equity Securities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	5	5
Equity Securities [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value	$ 1	$ 1

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Financial Instruments (Narrative) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012
Financial Instruments [Abstract]
Estimated amount reclassified from other comprehensive income to interest expense	$ 119
Estimated termination value if there is breach of provision related to derivative agreement	$ 424

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Supplemental Condensed Consolidating Financial Information (Schedule Of Condensed Consolidating Statement Of Cash Flows) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Net income (loss)	$ 639	$ 334
Changes in operating assets and liabilities	(1,384)	(774)
Provision for doubtful accounts	794	649
Depreciation and amortization	417	358
Income taxes	300	321
Losses on sales of facilities	1	1
Amortization of deferred loan costs	14	20
Share-based compensation	9	8
Equity in earnings of affiliates	(11)	(76)
Other	7	1
Net cash provided by operating activities	797	918
Purchase of property and equipment	(335)	(329)
Acquisition of hospitals and health care entities	(112)	(22)
Disposition of hospitals and health care entities	1	55
Change in investments	6	20
Other	3	3
Net cash used in investing activities	(437)	(273)
Issuance of long-term debt	1,350
Net change in revolving bank credit facilities	(470)	(2,604)
Repayment of long-term debt	(93)	(296)
Distributions to noncontrolling interests	(93)	(95)
Distributions to stockholders	(982)	(30)
Payment of debt issuance costs	(16)
Income tax benefits	49	22
Issuances of common stock		2,506
Other	(7)	(6)
Net cash used in financing activities	(262)	(503)
Change in cash and cash equivalents	98	142
Cash and cash equivalents at beginning of period	373	411
Cash and cash equivalents at end of period	471	553
HCA Holdings, Inc. Issuer [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Net income (loss)	540	240
Changes in operating assets and liabilities	30	34
Income taxes	300	321
Share-based compensation	9	8
Equity in earnings of affiliates	(560)	(258)
Net cash provided by operating activities	319	345
Distributions to stockholders	(982)	(30)
Changes in intercompany balances with affiliates, net	624	(2,843)
Income tax benefits	49	22
Issuances of common stock		2,506
Other	(10)	(6)
Net cash used in financing activities	(319)	(351)
Change in cash and cash equivalents		(6)
Cash and cash equivalents at beginning of period		6
HCA Inc. Issuer [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Net income (loss)	(333)	(499)
Changes in operating assets and liabilities	(116)	85
Amortization of deferred loan costs	14	20
Other	4	1
Net cash provided by operating activities	(431)	(393)
Issuance of long-term debt	1,350
Net change in revolving bank credit facilities	(470)	(2,604)
Repayment of long-term debt	(76)	(284)
Changes in intercompany balances with affiliates, net	(357)	3,281
Payment of debt issuance costs	(16)
Net cash used in financing activities	431	393
Subsidiary Guarantors [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Net income (loss)	677	564
Changes in operating assets and liabilities	(819)	(559)
Provision for doubtful accounts	463	417
Depreciation and amortization	200	195
Losses on sales of facilities	1	16
Equity in earnings of affiliates	(2)	(30)
Net cash provided by operating activities	522	633
Purchase of property and equipment	(162)	(168)
Acquisition of hospitals and health care entities	(62)
Disposition of hospitals and health care entities	1	1
Change in investments	2	28
Other		(4)
Net cash used in investing activities	(221)	(143)
Repayment of long-term debt	(14)
Distributions to noncontrolling interests	(18)	(20)
Changes in intercompany balances with affiliates, net	(240)	(355)
Net cash used in financing activities	(272)	(375)
Change in cash and cash equivalents	29	115
Cash and cash equivalents at beginning of period	115	156
Cash and cash equivalents at end of period	144	271
Subsidiary Non-Guarantors [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Net income (loss)	315	287
Changes in operating assets and liabilities	(479)	(334)
Provision for doubtful accounts	331	232
Depreciation and amortization	217	163
Losses on sales of facilities		(15)
Equity in earnings of affiliates	(9)	(46)
Other	3
Net cash provided by operating activities	387	333
Purchase of property and equipment	(173)	(161)
Acquisition of hospitals and health care entities	(50)	(22)
Disposition of hospitals and health care entities		54
Change in investments	4	(8)
Other	3	7
Net cash used in investing activities	(216)	(130)
Repayment of long-term debt	(3)	(12)
Distributions to noncontrolling interests	(75)	(75)
Changes in intercompany balances with affiliates, net	(27)	(83)
Other	3
Net cash used in financing activities	(102)	(170)
Change in cash and cash equivalents	69	33
Cash and cash equivalents at beginning of period	258	249
Cash and cash equivalents at end of period	327	282
Eliminations [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Net income (loss)	(560)	(258)
Equity in earnings of affiliates	$ 560	$ 258

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Segment And Geographic Information (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Segment Reporting Information [Line Items]
Number of owned and operated hospitals	164
Revenues	$ 8,405	$ 7,406
Equity in earnings of affiliates	(11)	(76)
Adjusted segment EBITDA	1,823	1,590
Depreciation and amortization	417	358
Interest expense	442	533
Losses on sales of facilities	1	1
Termination of management agreement		181
Income before income taxes	963	517
National Group [Member]
Segment Reporting Information [Line Items]
Number of owned and operated hospitals	64
Revenues	3,288	3,104
Equity in earnings of affiliates	(4)	(1)
Adjusted segment EBITDA	746	672
Depreciation and amortization	140	125
Southwest Group [Member]
Segment Reporting Information [Line Items]
Number of owned and operated hospitals	47
Revenues	2,914	2,265
Equity in earnings of affiliates	(7)	(75)
Adjusted segment EBITDA	747	595
Depreciation and amortization	149	111
Central Group [Member]
Segment Reporting Information [Line Items]
Number of owned and operated hospitals	47
Revenues	1,875	1,751
Equity in earnings of affiliates	(1)
Adjusted segment EBITDA	402	333
Depreciation and amortization	88	89
Corporate And Other [Member]
Segment Reporting Information [Line Items]
Number of owned and operated hospitals	6
Revenues	328	286
Equity in earnings of affiliates	1
Adjusted segment EBITDA	(72)	(10)
Depreciation and amortization	$ 40	$ 33

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Investments Of Insurance Subsidiaries

3 Months Ended

Mar. 31, 2012

Investments Of Insurance Subsidiaries [Abstract]

Investments Of Insurance Subsidiaries

NOTE 4 — INVESTMENTS OF INSURANCE SUBSIDIARIES

A summary of our insurance subsidiaries' investments at March 31, 2012 and December 31, 2011 follows (dollars in millions):

	March 31, 2012
	Amortized Cost		Unrealized Amounts					Fair Value
			Gains		Losses
Debt securities:
States and municipalities	$	384	$	19	$	—		$	403
Auction rate securities		98		—		(3	)		95
Asset-backed securities		17		—		—			17
Money market funds		87		—		—			87
		586		19		(3	)		602
Equity securities		8		1		(1	)		8
	$	594	$	20	$	(4	)		610
Amounts classified as current assets									(74	)
Investment carrying value								$	536
	December 31, 2011
	Amortized Cost		Unrealized Amounts					Fair Value
			Gains		Losses
Debt securities:
States and municipalities	$	398	$	19	$	—		$	417
Auction rate securities		139		—		(8	)		131
Asset-backed securities		20		—		—			20
Money market funds		53		—		—			53
		610		19		(8	)		621
Equity securities		7		1		(1	)		7
	$	617	$	20	$	(9	)		628
Amounts classified as current assets									(80	)
Investment carrying value								$	548

At March 31, 2012 and December 31, 2011, the investments of our insurance subsidiaries were classified as "available-for-sale." Changes in temporary unrealized gains and losses are recorded as adjustments to other comprehensive income. At both March 31, 2012 and December 31, 2011, $19 million of our investments were subject to restrictions included in insurance bond collateralization and assumed reinsurance contracts.

Scheduled maturities of investments in debt securities at March 31, 2012 were as follows (dollars in millions):

	Amortized Cost		Fair Value
Due in one year or less	$	125	$	126
Due after one year through five years		109		117
Due after five years through ten years		139		146
Due after ten years		98		101
		471		490
Auction rate securities		98		95
Asset-backed securities		17		17
	$	586	$	602

The average expected maturity of the investments in debt securities at March 31, 2012 was 4.2 years, compared to the average scheduled maturity of 9.4 years. Expected and scheduled maturities may differ because the issuers of certain securities have the right to call, prepay or otherwise redeem such obligations prior to the scheduled maturity date. The average expected maturities for our auction rate and asset-backed securities were derived from valuation models of expected cash flows and involved management's judgment. At March 31, 2012, the average expected maturities for our auction rate and asset-backed securities were 4.8 years and 4.5 years, respectively, compared to average scheduled maturities of 25.1 years and 24.5 years, respectively.

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Assets And Liabilities Measured At Fair Value (Schedule Related To The Auction Rate And Equity Securities Investments Of Insurance Subsidiaries At Fair Value) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012
Assets And Liabilities Measured At Fair Value [Abstract]
Asset balances at December 31, 2011	$ 132
Unrealized gains included in other comprehensive income	5
Settlements	(41)
Asset balances at March 31, 2012	$ 96

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Interim Condensed Consolidated Financial Statements (Schedule Of Revenues From Third-Party Payers And Uninsured) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Interim Condensed Consolidated Financial Statements [Line Items]
Revenues from third-party payers	$ 8,540	$ 7,450
Revenues from third-party payers Ratio	101.60%	100.60%
Uninsured	442	390
Uninsured Ratio	5.30%	5.30%
Other	217	215
Other Ratio	2.60%	2.90%
Revenues before provision for doubtful accounts	9,199	8,055
Revenues before provision for doubtful accounts Ratio	109.50%	108.80%
Provision for doubtful accounts	(794)	(649)
Provision for doubtful accounts Ratio	(9.50%)	(8.80%)
Revenues	8,405	7,406
Revenues ratio from third-party payers	100.00%	100.00%
Medicare [Member]
Interim Condensed Consolidated Financial Statements [Line Items]
Revenues from third-party payers	2,313	2,000
Revenues from third-party payers Ratio	27.50%	27.00%
Managed Medicare [Member]
Interim Condensed Consolidated Financial Statements [Line Items]
Revenues from third-party payers	750	612
Revenues from third-party payers Ratio	8.90%	8.30%
Medicaid [Member]
Interim Condensed Consolidated Financial Statements [Line Items]
Revenues from third-party payers	430	508
Revenues from third-party payers Ratio	5.10%	6.90%
Managed Medicaid [Member]
Interim Condensed Consolidated Financial Statements [Line Items]
Revenues from third-party payers	342	319
Revenues from third-party payers Ratio	4.10%	4.30%
Managed Care And Other Insurers [Member]
Interim Condensed Consolidated Financial Statements [Line Items]
Revenues from third-party payers	4,445	3,778
Revenues from third-party payers Ratio	52.90%	51.00%
International (Managed Care And Other Insurers) [Member]
Interim Condensed Consolidated Financial Statements [Line Items]
Revenues from third-party payers	$ 260	$ 233
Revenues from third-party payers Ratio	3.10%	3.10%

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Interim Condensed Consolidated Financial Statements (Narrative) (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Interim Condensed Consolidated Financial Statements [Abstract]
Initial public offering of shares common stock		87,719,300
Initial public offering of shares of common stock, price per share		$ 30.00
Stockholders sold common stock in offering		57,410,700
Investor final fee upon completion of initial public offering of common stock	$ 181
Number of owned and operated hospitals	164
Number of freestanding surgery centers	109
Number of states facilities are located in	20
General and administrative expense	53	54
Increase of revenues	188
Expected to receive additional Medicare payments	271
Reduction in Medicare revenues	83
Adjustment and related expenses added to income before income taxes	$ 170
Adjustment and related expenses added to income before income taxes in diluted per share	$ 0.22

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Capital Structure (Narrative) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	0 Months Ended
	Feb. 03, 2012	Feb. 03, 2012
Capital Structure [Abstract]
Dividend per share	$ 2.00	$ 2.00
Dividend payment		$ 971
Date of declaration for dividend payment	Feb. 03, 2012
Date of dividend payment	Feb. 29, 2012
Date of record for dividend payment	Feb. 16, 2012

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011	Dec. 31, 2011
Income Taxes [Abstract]
Liability for unrecognized tax benefits	$ 513		$ 494
Unrecognized tax benefits, accrued interest	60		62
Unrecognized tax benefits that would affect effective rate	169		173
Deferred tax assets not reflected in liability for unrecognized tax benefits	44		45
Unrecognized tax benefits, refundable deposit	19		19
Reductions in interest related to taxing authority examinations	3	24
Reductions in interest related to taxing authority examinations, net of tax	$ 2	$ 15

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Earnings Per Share (Schedule Of Computation Of Basic And Diluted Earnings Per Share) (Details) (USD $) In Millions, except Share data in Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Earnings Per Share [Abstract]
Net income attributable to HCA Holdings, Inc.	$ 540	$ 240
Weighted average common shares outstanding	437,936	444,202
Effect of dilutive securities	20,376	17,767
Shares used for diluted earnings per share	458,312	461,969
Basic earnings per share	$ 1.23	$ 0.54
Diluted earnings per share	$ 1.18	$ 0.52

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Earnings Per Share

3 Months Ended

Mar. 31, 2012

Earnings Per Share [Abstract]

Earnings Per Share

NOTE 3 — EARNINGS PER SHARE

We compute basic earnings per share using the weighted average number of common shares outstanding. We compute diluted earnings per share using the weighted average number of common shares outstanding, plus the dilutive effect of outstanding stock options, stock appreciation rights and restricted share units, computed using the treasury stock method.

The following table sets forth the computation of basic and diluted earnings per share for the quarters ended March 31, 2012 and 2011 (dollars in millions, except per share amounts, and shares in thousands):

	2012		2011
Net income attributable to HCA Holdings, Inc.	$	540	$	240
Weighted average common shares outstanding		437,936		444,202
Effect of dilutive securities		20,376		17,767
Shares used for diluted earnings per share		458,312		461,969
Earnings per share:
Basic earnings per share	$	1.23	$	0.54
Diluted earnings per share	$	1.18	$	0.52

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Investments Of Insurance Subsidiaries (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Investments Of Insurance Subsidiaries [Line Items]
Investments subject to restrictions	$ 19	$ 19
Available for sale securities expected maturity of debt securities	4 years 2 months
Available for sale securities average scheduled maturity	9 years 4 months
Asset-Backed Securities [Member]
Investments Of Insurance Subsidiaries [Line Items]
Available for sale securities expected maturity of debt securities	4 years 5 months
Available for sale securities average scheduled maturity	24 years 5 months
Auction Rate Securities [Member]
Investments Of Insurance Subsidiaries [Line Items]
Available for sale securities expected maturity of debt securities	4 years 8 months
Available for sale securities average scheduled maturity	25 years 1 month

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Financial Instruments (Effect Of Interest Rate And Cross Currency Swaps On Results Of Operations) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012
Interest Rate Swap (Income Taxes And Other Liabilities) [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Loss Recognized in OCI on Derivatives, Net of Tax	$ 15
Interest Expense [Member] | Interest Rate Swap (Income Taxes And Other Liabilities) [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Loss Reclassified from Accumulated OCI into Operations	29
Other Operating Expenses [Member] | Cross Currency Swap [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Loss Recognized in Operations on Derivatives	$ 9

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Condensed Consolidated Comprehensive Income Statements (USD $) In Millions, except Share data in Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Condensed Consolidated Comprehensive Income Statements [Abstract]
Revenues before provision for doubtful accounts	$ 9,199	$ 8,055
Provision for doubtful accounts	794	649
Revenues	8,405	7,406
Salaries and benefits	3,736	3,295
Supplies	1,419	1,275
Other operating expenses	1,493	1,322
Electronic health record incentive income	(55)
Equity in earnings of affiliates	(11)	(76)
Depreciation and amortization	417	358
Interest expense	442	533
Losses on sales of facilities	1	1
Termination of management agreement		181
Total expenses including equity in earnings of affiliates	7,442	6,889
Income before income taxes	963	517
Provision for income taxes	324	183
Net income	639	334
Net income attributable to noncontrolling interests	99	94
Net income attributable to HCA Holdings, Inc.	540	240
Per share data:
Basic earnings per share	$ 1.23	$ 0.54
Diluted earnings per share	$ 1.18	$ 0.52
Cash dividends declared per share	$ 2.00
Shares used in earnings per share calculations (in thousands):
Basic	437,936	444,202
Diluted	458,312	461,969
Comprehensive income attributable to HCA Holdings, Inc.	$ 569	$ 324

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Capital Structure (Components Of Accumulated Other Comprehensive Loss, Net Of Related Taxes) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Capital Structure [Abstract]
Change in fair value of derivative instruments	$ (249)	$ (253)
Change in fair value of available-for-sale securities	10	7
Foreign currency translation adjustments	(7)	(25)
Defined benefit plans	(165)	(169)
Accumulated other comprehensive loss	$ (411)	$ (440)

XML

Interim Condensed Consolidated Financial Statements

3 Months Ended

Mar. 31, 2012

Interim Condensed Consolidated Financial Statements [Abstract]

Interim Condensed Consolidated Financial Statements

NOTE 1 — INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Reporting Entity

On November 17, 2006, HCA Inc. was acquired by a private investor group, including affiliates of, or funds sponsored by Bain Capital Partners, LLC, Kohlberg Kravis Roberts & Co., BAML Capital Partners and HCA founder, Dr. Thomas F. Frist Jr. (collectively, the "Investors") and by members of management and certain other investors. The transaction was accounted for as a recapitalization in our financial statements, with no adjustments to the historical basis of our assets and liabilities.

On November 22, 2010, HCA Inc. reorganized by creating a new holding company structure (the "Corporate Reorganization"). HCA Holdings, Inc. became the new parent company, and HCA Inc. became HCA Holdings, Inc.'s wholly-owned direct subsidiary. As part of the Corporate Reorganization, HCA Inc.'s outstanding shares of common stock were automatically converted, on a share for share basis, into identical shares of HCA Holdings, Inc.'s common stock. As a result of the Corporate Reorganization, HCA Holdings, Inc. was deemed the successor registrant to HCA Inc. under the Exchange Act.

During March 2011, we completed the initial public offering of 87,719,300 shares of our common stock at a price of $30.00 per share (before deducting underwriter discounts, commissions and other related offering expenses). Certain of our stockholders also sold 57,410,700 shares of our common stock in this offering. We did not receive any proceeds from the shares sold by the selling stockholders. Our common stock is now traded on the New York Stock Exchange (symbol "HCA").

The Investors provided management and advisory services to the Company pursuant to a management agreement among HCA Inc. and the Investors executed in connection with the Investors' acquisition of HCA Inc. in November 2006. The management agreement was terminated pursuant to its terms upon completion of the initial public offering of our common stock, and the Company paid the Investors a final fee of $181 million.

HCA Holdings, Inc. is a holding company whose affiliates own and operate hospitals and related health care entities. The term "affiliates" includes direct and indirect subsidiaries of HCA Holdings, Inc. and partnerships and joint ventures in which such subsidiaries are partners. At March 31, 2012, these affiliates owned and operated 164 hospitals, 109 freestanding surgery centers and provided extensive outpatient and ancillary services. HCA Holdings, Inc.'s facilities are located in 20 states and England. The terms "Company," "HCA," "we," "our" or "us," as used herein and unless otherwise stated or indicated by context, refer to HCA Inc. and its affiliates prior to the Corporate Reorganization and to HCA Holdings, Inc. and its affiliates after the Corporate Reorganization. The terms "facilities" or "hospitals" refer to entities owned and operated by affiliates of HCA and the term "employees" refers to employees of affiliates of HCA.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal and recurring nature.

The majority of our expenses are "cost of revenue" items. Costs that could be classified as general and administrative would include our corporate office costs, which were $53 million and $54 million for the quarters ended March 31, 2012 and 2011, respectively. Operating results for the quarter ended March 31, 2012 are not necessarily indicative of the results that may be expected for the year ending December 31, 2012. For further information, refer to the consolidated financial statements and footnotes thereto included in our annual report on Form 10-K for the year ended December 31, 2011

In 2011, we adopted the provisions of Accounting Standards Update ("ASU") No. 2011-07, Presentation and Disclosure of Patient Service Revenue, Provision for Bad Debts, and the Allowance for Doubtful Accounts for Certain Health Care Entities ("ASU 2011-07"). ASU 2011-07 requires health care entities to change the presentation of the statement of operations by reclassifying the provision for doubtful accounts from an operating expense to a deduction from patient service revenues. Operating results for the quarter ended March 31, 2011 have been reclassified in accordance with ASU 2011-07.

Revenues are recorded during the period the health care services are provided, based upon the estimated amounts due from the patients and third-party payers. Third-party payers include federal and state agencies (under the Medicare, Medicaid and other programs), managed care health plans, commercial insurance companies and employers. Estimates of contractual allowances under managed care health plans are based upon the payment terms specified in the related contractual agreements. Revenues related to uninsured patients and copayment and deductible amounts for patients who have health care coverage may have discounts applied (uninsured discounts and contractual discounts). We also record a provision for doubtful accounts related to uninsured accounts to record the net self pay accounts receivable at the estimated amounts we expect to collect. Our revenues from our third-party payers, the uninsured and other revenues for the quarters ended March 31, 2012 and 2011 are summarized in the following tables (dollars in millions):

	2012			Ratio			2011			Ratio
Medicare	$	2,313			27.5	%	$	2,000			27.0	%
Managed Medicare		750			8.9			612			8.3
Medicaid		430			5.1			508			6.9
Managed Medicaid		342			4.1			319			4.3
Managed care and other insurers		4,445			52.9			3,778			51.0
International (managed care and other insurers)		260			3.1			233			3.1
		8,540			101.6			7,450			100.6
Uninsured		442			5.3			390			5.3
Other		217			2.6			215			2.9
Revenues before provision for doubtful accounts		9,199			109.5			8,055			108.8
Provision for doubtful accounts		(794	)		(9.5	)		(649	)		(8.8	)
Revenues	$	8,405			100.0	%	$	7,406			100.0	%

The increase in revenues for the quarter ended March 31, 2012 compared to the quarter ended March 31, 2011 includes two adjustments (Rural Floor Provision Settlement and Supplemental Security Income ("SSI") ratios) related to Medicare revenues for prior periods. The net effect of the Medicare adjustments was an increase of $188 million to revenues. The Rural Floor Provision Settlement was signed on April 5, 2012. As a result of the agreement, we expect to receive additional Medicare payments of approximately $271 million by June 30, 2012. This amount was recorded as an increase to Medicare revenues for the quarter ended March 31, 2012. During March 2012, the Centers for Medicare & Medicaid Services ("CMS") issued new SSI ratios used for calculating Medicare Disproportionate Share Hospital ("DSH") reimbursement for federal fiscal years ending September 30, 2006 through September 30, 2009. As a result, we recalculated our DSH reimbursement for all applicable periods. The cumulative impact of this retroactive adjustment was a reduction in Medicare revenues of approximately $83 million. This adjustment was recorded as a reduction to Medicare revenues during the quarter ended March 31, 2012. These adjustments (and related expenses) added $170 million to income before income taxes, or $0.22 per diluted share.

Certain prior year amounts have been reclassified to conform to the current year presentation.

.

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Long-Term Debt (Narrative) (Details) (USD $)	1 Months Ended							1 Months Ended		1 Months Ended
	Aug. 31, 2011	Jun. 30, 2011	Sep. 30, 2011	Feb. 29, 2012 Senior Secured Notes Due 2022 [Member]	Oct. 31, 2011 Senior Unsecured Notes Due 2018 [Member]	Aug. 31, 2011 Senior Secured First Lien Notes Due 2020 [Member]	Aug. 31, 2011 Aggregate Principal Amount Of Notes [Member]	Sep. 30, 2011 Asset-Based Revolving Credit Facility Maturing On November 16, 2012 [Member]	Aug. 31, 2011 Senior Unsecured Notes Due 2022 [Member]	May 31, 2011 Term Loan A And Term Loan B-1 Facilities With Final Maturity Of November 2012 And November 2013 [Member]	May 31, 2011 Term Loan A Facility With Final Maturity Of November 2012 [Member]	Aug. 31, 2011 Second Lien Toggle Notes Due 2016 [Member]	Jun. 30, 2011 Senior Secured Notes Due 2014 [Member]	Jun. 30, 2011 Senior Secured Notes Due 2017 [Member]	Aug. 31, 2011 Second Lien Notes Due 2016 [Member]
Line of Credit Facility [Line Items]
Senior notes															$ 3,200,000,000
Net proceeds from debt issuances to redeem all of outstanding												1,578,000,000
Redemption of aggregate principal amount													1,000,000,000	108,000,000
Percentage of redemption price of principal amount												106.783%	104.563%	109.875%	106.513%
Pretax loss on retirement of debt	406,000,000	75,000,000
Line of credit, total borrowing capacity			2,500,000,000
Debt instrument, maturities range, start								November 16, 2012
Debt instrument, maturities range, end								2016		May 2018	May 2016
Percentage of remaining ownership interest in HCA-HealthONE LLC joint venture					40.00%
Long-term line of credit								2,000,000,000		2,373,000,000	594,000,000
Debt instrument, principal amount				$ 1,350,000,000	$ 500,000,000	$ 3,000,000,000	$ 5,000,000,000		$ 2,000,000,000
Debt instrument, stated interest				5.875%	8.00%	6.50%			7.50%				9.125%	9.875%	9.25%
Debt instrument stated interest in cash												9.625%
Debt instrument stated interest in kind												10.375%

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Long-Term Debt (Tables)

3 Months Ended

Mar. 31, 2012

Long-Term Debt [Abstract]

Schedule Of Long-Term Debt

	March 31, 2012		December 31, 2011
Senior secured asset-based revolving credit facility (effective interest rate of 1.7%)	$	1,685	$	2,155
Senior secured term loan facilities (effective interest rate of 4.9%)		7,357		7,425
Senior secured first lien notes (effective interest rate of 7.4%)		8,433		7,081
Other senior secured debt (effective interest rate of 6.8%)		385		350
First lien debt		17,860		17,011
Senior secured notes (effective interest rate of 11.0%)		197		197
Senior unsecured notes (effective interest rate of 7.3%)		9,845		9,844
Total debt (average life of 6.9 years, rates averaging 6.4%)		27,902		27,052
Less amounts due within one year		1,841		1,407
	$	26,061	$	25,645

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Long-Term Debt (Schedule Of Long-Term Debt) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Dec. 31, 2011
Debt Instrument [Line Items]
First lien debt	$ 17,860	$ 17,011
Total debt	27,902	27,052
Less amounts due within one year	1,841	1,407
Long-term debt	26,061	25,645
Total debt average rate	6.40%
Total debt average term	6 years 9 months
Senior Secured Asset-Based Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Long-term line of credit	1,685	2,155
Effective interest rate	1.70%
Senior Secured Term Loan Facilities [Member]
Debt Instrument [Line Items]
Long-term line of credit	7,357	7,425
Effective interest rate	4.90%
Senior Secured First Lien Notes [Member]
Debt Instrument [Line Items]
Senior secured first lien notes	8,433	7,081
Effective interest rate	7.40%
Other Senior Secured Debt [Member]
Debt Instrument [Line Items]
Other senior secured debt	385	350
Effective interest rate	6.80%
Senior Secured Notes [Member]
Debt Instrument [Line Items]
Senior secured notes	197	197
Effective interest rate	11.00%
Senior Unsecured Notes [Member]
Debt Instrument [Line Items]
Senior unsecured notes	$ 9,845	$ 9,844
Effective interest rate	7.30%

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Assets And Liabilities Measured At Fair Value (Tables)

3 Months Ended

Mar. 31, 2012

Assets And Liabilities Measured At Fair Value [Abstract]

Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis

	March 31, 2012
	Fair Value			Fair Value Measurements Using
				Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets:
Investments of insurance subsidiaries:
Debt securities:
States and municipalities	$	403		$	—		$	403		$	—
Auction rate securities		95			—			—			95
Asset-backed securities		17			—			17			—
Money market funds		87			87			—			—
		602			87			420			95
Equity securities		8			2			5			1
Investments of insurance subsidiaries		610			89			425			96
Less amounts classified as current assets		(74	)		(74	)		—			—
	$	536		$	15		$	425		$	96
Liabilities:
Cross currency swap (Income taxes and other liabilities)	$	7		$	—		$	7		$	—
Interest rate swaps (Income taxes and other liabilities)		394			—			394			—
	December 31, 2011
	Fair Value			Fair Value Measurements Using
				Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets:
Investments of insurance subsidiaries:
Debt securities:
States and municipalities	$	417		$	—		$	417		$	—
Auction rate securities		131			—			—			131
Asset-backed securities		20			—			20			—
Money market funds		53			53			—			—
		621			53			437			131
Equity securities		7			1			5			1
Investments of insurance subsidiaries		628			54			442			132
Less amounts classified as current assets		(80	)		(54	)		(26	)		—
	$	548		$	—		$	416		$	132
Liabilities:
Cross currency swap (Income taxes and other liabilities)	$	16		$	—		$	16		$	—
Interest rate swaps (Income taxes and other liabilities)		399			—			399			—

Schedule Related To The Auction Rate And Equity Securities Investments Of Insurance Subsidiaries At Fair Value

Asset balances at December 31, 2011	$	132
Unrealized gains included in other comprehensive income		5
Settlements		(41	)
Asset balances at March 31, 2012	$	96

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Income Taxes

3 Months Ended

Mar. 31, 2012

Income Taxes [Abstract]

Income Taxes

NOTE 2 — INCOME TAXES

At March 31, 2012, we were contesting certain claimed deficiencies and adjustments proposed by the IRS Examination Division in connection with its audit of HCA Inc.'s 2005 and 2006 federal income tax returns. The disputed items include the timing of recognition of certain patient service revenues, the deductibility of certain debt retirement costs and our method for calculating the tax allowance for doubtful accounts. The IRS Examination Division began an audit of HCA Inc.'s 2007, 2008 and 2009 federal income tax returns in 2010.

Our liability for unrecognized tax benefits was $513 million, including accrued interest of $60 million, as of March 31, 2012 ($494 million and $62 million, respectively, as of December 31, 2011). Unrecognized tax benefits of $169 million ($173 million as of December 31, 2011) would affect the effective rate, if recognized. The liability for unrecognized tax benefits does not reflect deferred tax assets of $44 million ($45 million as of December 31, 2011) related to deductible interest and state income taxes or a refundable deposit of $19 million ($19 million as of December 31, 2011), which is recorded in noncurrent assets. The provision for income taxes reflects $3 million and $24 million ($2 million and $15 million, net of tax) in reductions in interest expense related to taxing authority examinations for the quarters ended March 31, 2012 and 2011, respectively.

Depending on the resolution of the IRS disputes, the completion of examinations by federal, state or international taxing authorities, or the expiration of statutes of limitation for specific taxing jurisdictions, we believe it is reasonably possible our liability for unrecognized tax benefits may significantly increase or decline within the next 12 months. However, we are currently unable to estimate the range of any possible change.

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Condensed Consolidated Balance Sheets (USD $) In Millions, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
ASSETS
Cash and cash equivalents	$ 471	$ 373
Accounts receivable, less allowance for doubtful accounts of $4,156 and $4,106	4,878	4,533
Inventories	1,046	1,054
Deferred income taxes	226	594
Other	661	679
Total current assets	7,282	7,233
Property and equipment, at cost	28,354	28,075
Accumulated depreciation	(15,567)	(15,241)
Property and equipment, net	12,787	12,834
Investments of insurance subsidiaries	536	548
Investments in and advances to affiliates	108	101
Goodwill and other intangible assets	5,398	5,251
Deferred loan costs	292	290
Other	736	641
Total assets	27,139	26,898
LIABILITIES AND STOCKHOLDERS' DEFICIT
Accounts payable	1,412	1,597
Accrued salaries	909	965
Other accrued expenses	1,453	1,585
Long-term debt due within one year	1,841	1,407
Total current liabilities	5,615	5,554
Long-term debt	26,061	25,645
Professional liability risks	1,030	993
Income taxes and other liabilities	1,757	1,720
Stockholders' deficit:
Common stock $0.01 par; authorized 1,800,000,000 shares; outstanding 438,354,100 shares in 2012 and 437,477,900 shares in 2011	4	4
Capital in excess of par value	1,648	1,601
Accumulated other comprehensive loss	(411)	(440)
Retained deficit	(9,854)	(9,423)
Stockholders' deficit attributable to HCA Holdings, Inc.	(8,613)	(8,258)
Noncontrolling interests	1,289	1,244
Total stockholders' deficit	(7,324)	(7,014)
Total liabilities and stockholders' deficit	$ 27,139	$ 26,898

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Supplemental Condensed Consolidating Financial Information

3 Months Ended

Mar. 31, 2012

Supplemental Condensed Consolidating Financial Information [Abstract]

Supplemental Condensed Consolidating Financial Information

NOTE 12 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION

On November 22, 2010, HCA Inc. reorganized by creating a new holding company structure. HCA Holdings, Inc. became the new parent company, and HCA Inc. is now HCA Holdings, Inc.'s wholly-owned direct subsidiary. On November 23, 2010, HCA Holdings, Inc. issued $1.525 billion aggregate principal amount of 7 ³/4% senior unsecured notes due 2021. These notes are senior unsecured obligations and are not guaranteed by any of our subsidiaries.

Our senior secured credit facilities and senior secured notes are fully and unconditionally guaranteed by substantially all existing and future, direct and indirect, wholly-owned material domestic subsidiaries that are "Unrestricted Subsidiaries" under our Indenture dated December 16, 1993 (except for certain special purpose subsidiaries that only guarantee and pledge their assets under our senior secured asset-based revolving credit facility).

Our summarized condensed consolidating comprehensive income statements for the quarters ended March 31, 2012 and March 31, 2011, condensed consolidating balance sheets at March 31, 2012 and December 31, 2011 and condensed consolidating statements of cash flows for the quarters ended March 31, 2012 and 2011, segregating HCA Holdings, Inc. issuer, HCA Inc. issuer, the subsidiary guarantors, the subsidiary non-guarantors and eliminations, follow:

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING COMPREHENSIVE INCOME STATEMENT

FOR THE QUARTER ENDED MARCH 31, 2012

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Revenues before provision for doubtful accounts	$	—		$	—		$	4,903		$	4,296		$	—		$	9,199
Provision for doubtful accounts		—			—			463			331			—			794
Revenues		—			—			4,440			3,965			—			8,405
Salaries and benefits		—			—			1,982			1,754			—			3,736
Supplies		—			—			753			666			—			1,419
Other operating expenses		—			4			729			760			—			1,493
Electronic health record incentive income		—			—			(41	)		(14	)		—			(55	)
Equity in earnings of affiliates		(560	)		—			(2	)		(9	)		560			(11	)
Depreciation and amortization		—			—			200			217			—			417
Interest expense		30			529			(91	)		(26	)		—			442
Losses on sales of facilities		—			—			1			—			—			1
Management fees		—			—			(160	)		160			—			—
		(530	)		533			3,371			3,508			560			7,442
Income (loss) before income taxes		530			(533	)		1,069			457			(560	)		963
Provision (benefit) for income taxes		(10	)		(200	)		392			142			—			324
Net income (loss)		540			(333	)		677			315			(560	)		639
Net income attributable to noncontrolling interests		—			—			17			82			—			99
Net income (loss) attributable to HCA Holdings, Inc.	$	540		$	(333	)	$	660		$	233		$	(560	)	$	540
Comprehensive income (loss) attributable to HCA Holdings, Inc.	$	540		$	(329	)	$	664		$	254		$	(560	)	$	569

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING COMPREHENSIVE INCOME STATEMENT

FOR THE QUARTER ENDED MARCH 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Revenues before provision for doubtful accounts	$	—		$	—		$	4,578		$	3,477		$	—		$	8,055
Provision for doubtful accounts		—			—			417			232			—			649
Revenues		—			—			4,161			3,245			—			7,406
Salaries and benefits		—			—			1,896			1,399			—			3,295
Supplies		—			—			711			564			—			1,275
Other operating expenses		—			2			681			639			—			1,322
Equity in earnings of affiliates		(258	)		—			(30	)		(46	)		258			(76	)
Depreciation and amortization		—			—			195			163			—			358
Interest expense		30			691			(163	)		(25	)		—			533
Losses (gains) on sales of facilities		—			—			16			(15	)		—			1
Termination of management agreement		—			181			—			—			—			181
Management fees		—			—			(124	)		124			—			—
		(228	)		874			3,182			2,803			258			6,889
Income (loss) before income taxes		228			(874	)		979			442			(258	)		517
Provision for income taxes		(12	)		(375	)		415			155			—			183
Net income (loss)		240			(499	)		564			287			(258	)		334
Net income attributable to noncontrolling interests		—			—			13			81			—			94
Net income (loss) attributable to HCA Holdings, Inc.	$	240		$	(499	)	$	551		$	206		$	(258	)	$	240
Comprehensive income (loss) attributable to HCA Holdings, Inc.	$	240		$	(432	)	$	555		$	219		$	(258	)	$	324

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

MARCH 31, 2012

(Dollars in millions)

	HCA Holdings,  Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors		Eliminations			Condensed Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	—		$	144		$	327	$	—		$	471
Accounts receivable, net		—			—			2,673			2,205		—			4,878
Inventories		—			—			607			439		—			1,046
Deferred income taxes		226			—			—			—		—			226
Other		75			—			220			366		—			661
		301			—			3,644			3,337		—			7,282
Property and equipment, net		—			—			7,087			5,700		—			12,787
Investments of insurance subsidiaries		—			—			—			536		—			536
Investments in and advances to affiliates		—			—			15			93		—			108
Goodwill and other intangible assets		—			—			1,679			3,719		—			5,398
Deferred loan costs		22			270			—			—		—			292
Investments in and advances to subsidiaries		17,385			—			—			—		(17,385	)		—
Other		500			—			23			213		—			736
	$	18,208		$	270		$	12,448		$	13,598	$	(17,385	)	$	27,139
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	—		$	872		$	540	$	—		$	1,412
Accrued salaries		—			—			524			385		—			909
Other accrued expenses		44			252			423			734		—			1,453
Long-term debt due within one year		—			1,775			32			34		—			1,841
		44			2,027			1,851			1,693		—			5,615
Long-term debt		1,525			23,828			140			568		—			26,061
Intercompany balances		24,702			(13,153	)		(15,409	)		3,860		—			—
Professional liability risks		—			—			—			1,030		—			1,030
Income taxes and other liabilities		550			402			575			230		—			1,757
		26,821			13,104			(12,843	)		7,381		—			34,463
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.		(8,613	)		(12,834	)		25,194			5,025		(17,385	)		(8,613	)
Noncontrolling interests		—			—			97			1,192		—			1,289
		(8,613	)		(12,834	)		25,291			6,217		(17,385	)		(7,324	)
	$	18,208		$	270		$	12,448		$	13,598	$	(17,385	)	$	27,139

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors		Eliminations			Condensed Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	—		$	115		$	258	$	—		$	373
Accounts receivable, net		—			—			2,429			2,104		—			4,533
Inventories		—			—			602			452		—			1,054
Deferred income taxes		594			—			—			—		—			594
Other		50			—			184			445		—			679
		644			—			3,330			3,259		—			7,233
Property and equipment, net		—			—			7,088			5,746		—			12,834
Investments of insurance subsidiaries		—			—			—			548		—			548
Investments in and advances to affiliates		—			—			15			86		—			101
Goodwill and other intangible assets		—			—			1,605			3,646		—			5,251
Deferred loan costs		22			268			—			—		—			290
Investments in and advances to subsidiaries		16,825			—			—			—		(16,825	)		—
Other		450			—			21			170		—			641
	$	17,941		$	268		$	12,059		$	13,455	$	(16,825	)	$	26,898
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	—		$	899		$	698	$	—		$	1,597
Accrued salaries		—			—			568			397		—			965
Other accrued expenses		15			367			449			754		—			1,585
Long-term debt due within one year		—			1,347			28			32		—			1,407
		15			1,714			1,944			1,881		—			5,554
Long-term debt		1,525			23,454			110			556		—			25,645
Intercompany balances		24,121			(12,814	)		(15,183	)		3,876		—			—
Professional liability risks		—			—			—			993		—			993
Income taxes and other liabilities		538			415			556			211		—			1,720
		26,199			12,769			(12,573	)		7,517		—			33,912
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.		(8,258	)		(12,501	)		24,534			4,792		(16,825	)		(8,258	)
Noncontrolling interests		—			—			98			1,146		—			1,244
		(8,258	)		(12,501	)		24,632			5,938		(16,825	)		(7,014	)
	$	17,941		$	268		$	12,059		$	13,455	$	(16,825	)	$	26,898

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED MARCH 31, 2012

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Cash flows from operating activities:
Net income (loss)	$	540		$	(333	)	$	677		$	315		$	(560	)	$	639
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities		30			(116	)		(819	)		(479	)		—			(1,384	)
Provision for doubtful accounts		—			—			463			331			—			794
Depreciation and amortization		—			—			200			217			—			417
Income taxes		300			—			—			—			—			300
Losses on sales of facilities		—			—			1			—			—			1
Amortization of deferred loan costs		—			14			—			—			—			14
Share-based compensation		9			—			—			—			—			9
Equity in earnings of affiliates		(560	)		—			—			—			560			—
Other		—			4			—			3			—			7
Net cash provided by (used in) operating activities		319			(431	)		522			387			—			797
Cash flows from investing activities:
Purchase of property and equipment		—			—			(162	)		(173	)		—			(335	)
Acquisition of hospitals and health care entities		—			—			(62	)		(50	)		—			(112	)
Disposition of hospitals and health care entities		—			—			1			—			—			1
Change in investments		—			—			2			4			—			6
Other		—			—			—			3			—			3
Net cash used in investing activities		—			—			(221	)		(216	)		—			(437	)
Cash flows from financing activities:
Issuance of long-term debt		—			1,350			—			—			—			1,350
Net change in revolving bank credit facilities		—			(470	)		—			—			—			(470	)
Repayment of long-term debt		—			(76	)		(14	)		(3	)		—			(93	)
Distributions to noncontrolling interests		—			—			(18	)		(75	)		—			(93	)
Payment of debt issuance costs		—			(16	)		—			—			—			(16	)
Distributions to stockholders		(982	)		—			—			—			—			(982	)
Changes in intercompany balances with affiliates, net		624			(357	)		(240	)		(27	)		—			—
Income tax benefits		49			—			—			—			—			49
Other		(10	)		—			—			3			—			(7	)
Net cash (used in) provided by financing activities		(319	)		431			(272	)		(102	)		—			(262	)
Change in cash and cash equivalents		—			—			29			69			—			98
Cash and cash equivalents at beginning of period		—			—			115			258			—			373
Cash and cash equivalents at end of period	$	—		$	—		$	144		$	327		$	—		$	471

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED MARCH 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Cash flows from operating activities:
Net income	$	240		$	(499	)	$	564		$	287		$	(258	)	$	334
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities		34			85			(559	)		(334	)		—			(774	)
Provision for doubtful accounts		—			—			417			232			—			649
Depreciation and amortization		—			—			195			163			—			358
Income taxes		321			—			—			—			—			321
Losses (gains) on sales of facilities		—			—			16			(15	)		—			1
Amortization of deferred loan costs		—			20			—			—			—			20
Share-based compensation		8			—			—			—			—			8
Equity in earnings of affiliates		(258	)		—			—			—			258			—
Other		—			1			—			—			—			1
Net cash provided by (used in) operating activities		345			(393	)		633			333			—			918
Cash flows from investing activities:
Purchase of property and equipment		—			—			(168	)		(161	)		—			(329	)
Acquisition of hospitals and health care entities		—			—			—			(22	)		—			(22	)
Disposition of hospitals and health care entities		—			—			1			54			—			55
Change in investments		—			—			28			(8	)		—			20
Other		—			—			(4	)		7			—			3
Net cash used in investing activities		—			—			(143	)		(130	)		—			(273	)
Cash flows from financing activities:
Net change in revolving bank credit facilities		—			(2,604	)		—			—			—			(2,604	)
Repayment of long-term debt		—			(284	)		—			(12	)		—			(296	)
Distributions to noncontrolling interests		—			—			(20	)		(75	)		—			(95	)
Distributions to stockholders		(30	)		—			—			—			—			(30	)
Changes in intercompany balances with affiliates, net		(2,843	)		3,281			(355	)		(83	)		—			—
Issuances of common stock		2,506			—			—			—			—			2,506
Income tax benefits		22			—			—			—			—			22
Other		(6	)		—			—			—			—			(6	)
Net cash provided by (used in) financing activities		(351	)		393			(375	)		(170	)		—			(503	)
Change in cash and cash equivalents		(6	)		—			115			33			—			142
Cash and cash equivalents at beginning of period		6			—			156			249			—			411
Cash and cash equivalents at end of period	$	—		$	—		$	271		$	282		$	—		$	553

XML

Document And Entity Information	3 Months Ended
	Mar. 31, 2012	Apr. 30, 2012
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2012
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2012
Entity Registrant Name	HCA Holdings, Inc.
Entity Central Index Key	0000860730
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		438,792,200

XML

Interim Condensed Consolidated Financial Statements (Policy)

3 Months Ended

Mar. 31, 2012

Interim Condensed Consolidated Financial Statements [Abstract]

Basis Of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal and recurring nature.

The majority of our expenses are "cost of revenue" items. Costs that could be classified as general and administrative would include our corporate office costs, which were $53 million and $54 million for the quarters ended March 31, 2012 and 2011, respectively. Operating results for the quarter ended March 31, 2012 are not necessarily indicative of the results that may be expected for the year ending December 31, 2012. For further information, refer to the consolidated financial statements and footnotes thereto included in our annual report on Form 10-K for the year ended December 31, 2011

Revenues

In 2011, we adopted the provisions of Accounting Standards Update ("ASU") No. 2011-07, Presentation and Disclosure of Patient Service Revenue, Provision for Bad Debts, and the Allowance for Doubtful Accounts for Certain Health Care Entities ("ASU 2011-07"). ASU 2011-07 requires health care entities to change the presentation of the statement of operations by reclassifying the provision for doubtful accounts from an operating expense to a deduction from patient service revenues. Operating results for the quarter ended March 31, 2011 have been reclassified in accordance with ASU 2011-07.

Revenues are recorded during the period the health care services are provided, based upon the estimated amounts due from the patients and third-party payers. Third-party payers include federal and state agencies (under the Medicare, Medicaid and other programs), managed care health plans, commercial insurance companies and employers. Estimates of contractual allowances under managed care health plans are based upon the payment terms specified in the related contractual agreements. Revenues related to uninsured patients and copayment and deductible amounts for patients who have health care coverage may have discounts applied (uninsured discounts and contractual discounts). We also record a provision for doubtful accounts related to uninsured accounts to record the net self pay accounts receivable at the estimated amounts we expect to collect. Our revenues from our third-party payers, the uninsured and other revenues for the quarters ended March 31, 2012 and 2011 are summarized in the following tables (dollars in millions):

	2012			Ratio			2011			Ratio
Medicare	$	2,313			27.5	%	$	2,000			27.0	%
Managed Medicare		750			8.9			612			8.3
Medicaid		430			5.1			508			6.9
Managed Medicaid		342			4.1			319			4.3
Managed care and other insurers		4,445			52.9			3,778			51.0
International (managed care and other insurers)		260			3.1			233			3.1
		8,540			101.6			7,450			100.6
Uninsured		442			5.3			390			5.3
Other		217			2.6			215			2.9
Revenues before provision for doubtful accounts		9,199			109.5			8,055			108.8
Provision for doubtful accounts		(794	)		(9.5	)		(649	)		(8.8	)
Revenues	$	8,405			100.0	%	$	7,406			100.0	%

The increase in revenues for the quarter ended March 31, 2012 compared to the quarter ended March 31, 2011 includes two adjustments (Rural Floor Provision Settlement and Supplemental Security Income ("SSI") ratios) related to Medicare revenues for prior periods. The net effect of the Medicare adjustments was an increase of $188 million to revenues. The Rural Floor Provision Settlement was signed on April 5, 2012. As a result of the agreement, we expect to receive additional Medicare payments of approximately $271 million by June 30, 2012. This amount was recorded as an increase to Medicare revenues for the quarter ended March 31, 2012. During March 2012, the Centers for Medicare & Medicaid Services ("CMS") issued new SSI ratios used for calculating Medicare Disproportionate Share Hospital ("DSH") reimbursement for federal fiscal years ending September 30, 2006 through September 30, 2009. As a result, we recalculated our DSH reimbursement for all applicable periods. The cumulative impact of this retroactive adjustment was a reduction in Medicare revenues of approximately $83 million. This adjustment was recorded as a reduction to Medicare revenues during the quarter ended March 31, 2012. These adjustments (and related expenses) added $170 million to income before income taxes, or $0.22 per diluted share.

Certain prior year amounts have been reclassified to conform to the current year presentation.

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $) In Millions, except Share data, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Condensed Consolidated Balance Sheets [Abstract]
Allowance for accounts receivable	$ 4,156	$ 4,106
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	1,800,000,000	1,800,000,000
Common stock, shares outstanding	438,354,100	437,477,900

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Assets And Liabilities Measured At Fair Value

3 Months Ended

Mar. 31, 2012

Assets And Liabilities Measured At Fair Value [Abstract]

Assets And Liabilities Measured At Fair Value

NOTE 7 — ASSETS AND LIABILITIES MEASURED AT FAIR VALUE

Accounting Standards Codification 820, Fair Value Measurements and Disclosures ("ASC 820") defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements.

ASC 820 emphasizes fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs classified within Levels 1 and 2 of the hierarchy) and the reporting entity's own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy).

Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which are typically based on an entity's own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.

Cash Traded Investments

Our cash traded investments are generally classified within Level 1 or Level 2 of the fair value hierarchy because they are valued using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. Certain types of cash traded instruments are classified within Level 3 of the fair value hierarchy because they trade infrequently and therefore have little or no price transparency. Such instruments include auction rate securities ("ARS") and limited partnership investments. The transaction price is initially used as the best estimate of fair value.

Our wholly-owned insurance subsidiaries had investments in tax-exempt ARS, which are backed by student loans substantially guaranteed by the federal government, of $95 million ($98 million par value) at March 31, 2012. We do not currently intend to attempt to sell the ARS as the liquidity needs of our insurance subsidiaries are expected to be met by other investments in their investment portfolios. During 2011 and the quarter ended March 31, 2012, certain issuers and their broker/dealers redeemed or repurchased $112 million and $41 million, respectively, of our ARS at par value. The valuation of these securities involved management's judgment, after consideration of market factors and the absence of market transparency, market liquidity and observable inputs. Our valuation models derived a fair market value compared to tax-equivalent yields of other student loan backed variable rate securities of similar credit worthiness and similar effective maturities.

Derivative Financial Instruments

We have entered into interest rate and cross currency swap agreements to manage our exposure to fluctuations in interest rates and foreign currency risks. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves, foreign exchange rates and implied volatilities. To comply with the provisions of ASC 820 and ASU No. 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs ("ASU 2011-04"), we incorporate credit valuation adjustments to reflect both our own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements. We have made the accounting policy election to use the exception under ASU 2011-04 (commonly referred to as the "portfolio exception") with respect to measuring counterparty credit risk for derivative instruments.

Although we determined the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by us and our counterparties. We assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions, and at March 31, 2012 and December 31, 2011, we determined the credit valuation adjustments were not significant to the overall valuation of our derivatives.

The following table summarizes our assets and liabilities measured at fair value on a recurring basis as of March 31, 2012 and December 31, 2011, aggregated by the level in the fair value hierarchy within which those measurements fall (dollars in millions):

	March 31, 2012
	Fair Value			Fair Value Measurements Using
				Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets:
Investments of insurance subsidiaries:
Debt securities:
States and municipalities	$	403		$	—		$	403		$	—
Auction rate securities		95			—			—			95
Asset-backed securities		17			—			17			—
Money market funds		87			87			—			—
		602			87			420			95
Equity securities		8			2			5			1
Investments of insurance subsidiaries		610			89			425			96
Less amounts classified as current assets		(74	)		(74	)		—			—
	$	536		$	15		$	425		$	96
Liabilities:
Cross currency swap (Income taxes and other liabilities)	$	7		$	—		$	7		$	—
Interest rate swaps (Income taxes and other liabilities)		394			—			394			—
	December 31, 2011
	Fair Value			Fair Value Measurements Using
				Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets:
Investments of insurance subsidiaries:
Debt securities:
States and municipalities	$	417		$	—		$	417		$	—
Auction rate securities		131			—			—			131
Asset-backed securities		20			—			20			—
Money market funds		53			53			—			—
		621			53			437			131
Equity securities		7			1			5			1
Investments of insurance subsidiaries		628			54			442			132
Less amounts classified as current assets		(80	)		(54	)		(26	)		—
	$	548		$	—		$	416		$	132
Liabilities:
Cross currency swap (Income taxes and other liabilities)	$	16		$	—		$	16		$	—
Interest rate swaps (Income taxes and other liabilities)		399			—			399			—

The following table summarizes the activity related to the auction rate and equity securities investments of our insurance subsidiaries which have fair value measurements based on significant unobservable inputs (Level 3) during the quarter ended March 31, 2012 (dollars in millions):

Asset balances at December 31, 2011	$	132
Unrealized gains included in other comprehensive income		5
Settlements		(41	)
Asset balances at March 31, 2012	$	96

The estimated fair value of our long-term debt was $28.821 billion and $27.199 billion at March 31, 2012 and December 31, 2011, respectively, compared to carrying amounts aggregating $27.902 billion and $27.052 billion, respectively. The estimates of fair value are generally based upon the quoted market prices or quoted market prices for similar issues of long-term debt with the same maturities.

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Financial Instruments

3 Months Ended

Mar. 31, 2012

Financial Instruments [Abstract]

Financial Instruments

NOTE 6 — FINANCIAL INSTRUMENTS

Interest Rate Swap Agreements

We have entered into interest rate swap agreements to manage our exposure to fluctuations in interest rates. These swap agreements involve the exchange of fixed and variable rate interest payments between two parties based on common notional principal amounts and maturity dates. Pay-fixed interest rate swaps effectively convert LIBOR indexed variable rate obligations to fixed interest rate obligations. The interest payments under these agreements are settled on a net basis. The net interest payments, based on the notional amounts in these agreements, generally match the timing of the related liabilities, for the interest rate swap agreements which have been designated as cash flow hedges. The notional amounts of the swap agreements represent amounts used to calculate the exchange of cash flows and are not our assets or liabilities. Our credit risk related to these agreements is considered low because the swap agreements are with creditworthy financial institutions.

Interest Rate Swap Agreements (continued)

The following table sets forth our interest rate swap agreements, which have been designated as cash flow hedges, at March 31, 2012 (dollars in millions):

	Notional Amount		Maturity Date	Fair Value
Pay-fixed interest rate swaps	$	500	December 2014	$	(8	)
Pay-fixed interest rate swaps		3,000	December 2016		(335	)
Pay-fixed interest rate swaps		1,000	December 2017		(51	)

During the next 12 months, we estimate $119 million will be reclassified from other comprehensive income ("OCI") to interest expense.

Cross Currency Swaps

The Company and certain subsidiaries have incurred obligations and entered into various intercompany transactions where such obligations are denominated in currencies, other than the functional currencies of the parties executing the trade. In order to mitigate the currency exposure risks and better match the cash flows of our obligations and intercompany transactions with cash flows from operations, we enter into various cross currency swaps. Our credit risk related to these agreements is considered low because the swap agreements are with creditworthy financial institutions.

Our cross currency swap is not designated as a hedge, and changes in fair value are recognized in results of operations. The following table sets forth our cross currency swap agreement at March 31, 2012 (amounts in millions):

	Notional Amount	Maturity Date	Fair Value
Euro — United States dollar currency swap	291 Euro	November 2013	$	(7	)

Derivatives — Results of Operations

The following tables present the effect of our interest rate and cross currency swaps on our results of operations for the quarter ended March 31, 2012 (dollars in millions):

Derivatives in Cash Flow Hedging Relationships	Amount of Loss Recognized in OCI on Derivatives, Net of  Tax		Location of Loss Reclassified from Accumulated OCI into Operations	Amount of Loss Reclassified from Accumulated OCI into Operations
Interest rate swaps	$	15	Interest expense	$	29

Derivatives Not Designated as Hedging Instruments	Location of Loss Recognized in Operations on Derivatives	Amount of Loss Recognized in Operations on Derivatives
Cross currency swap	Other operating expenses	$	9

Credit-risk-related Contingent Features

We have agreements with each of our derivative counterparties that contain a provision where we could be declared in default on our derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to our default on the indebtedness. As of March 31, 2012, we have not been required to post any collateral related to these agreements. If we had breached these provisions at March 31, 2012, we would have been required to settle our obligations under the agreements at their aggregate, estimated termination value of $424 million.

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Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2012

Financial Instruments [Abstract]

Schedule Of Interest Rate Swap Agreements Designated As Cash Flow Hedges

	Notional Amount		Maturity Date	Fair Value
Pay-fixed interest rate swaps	$	500	December 2014	$	(8	)
Pay-fixed interest rate swaps		3,000	December 2016		(335	)
Pay-fixed interest rate swaps		1,000	December 2017		(51	)

Schedule Of Cross Currency Swap Agreement Not Designated As Hedge

	Notional Amount	Maturity Date	Fair Value
Euro — United States dollar currency swap	291 Euro	November 2013	$	(7	)

Effect Of Interest Rate And Cross Currency Swaps On Results Of Operations

Derivatives in Cash Flow Hedging Relationships	Amount of Loss Recognized in OCI on Derivatives, Net of  Tax		Location of Loss Reclassified from Accumulated OCI into Operations	Amount of Loss Reclassified from Accumulated OCI into Operations
Interest rate swaps	$	15	Interest expense	$	29

Derivatives Not Designated as Hedging Instruments	Location of Loss Recognized in Operations on Derivatives	Amount of Loss Recognized in Operations on Derivatives
Cross currency swap	Other operating expenses	$	9

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Interim Condensed Consolidated Financial Statements (Tables)

3 Months Ended

Mar. 31, 2012

Interim Condensed Consolidated Financial Statements [Abstract]

Schedule Of Revenues From Third-Party Payers And Uninsured

	2012			Ratio			2011			Ratio
Medicare	$	2,313			27.5	%	$	2,000			27.0	%
Managed Medicare		750			8.9			612			8.3
Medicaid		430			5.1			508			6.9
Managed Medicaid		342			4.1			319			4.3
Managed care and other insurers		4,445			52.9			3,778			51.0
International (managed care and other insurers)		260			3.1			233			3.1
		8,540			101.6			7,450			100.6
Uninsured		442			5.3			390			5.3
Other		217			2.6			215			2.9
Revenues before provision for doubtful accounts		9,199			109.5			8,055			108.8
Provision for doubtful accounts		(794	)		(9.5	)		(649	)		(8.8	)
Revenues	$	8,405			100.0	%	$	7,406			100.0	%

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Segment And Geographic Information

3 Months Ended

Mar. 31, 2012

Segment And Geographic Information [Abstract]

Segment And Geographic Information

NOTE 10 — SEGMENT AND GEOGRAPHIC INFORMATION

We operate in one line of business, which is operating hospitals and related health care entities. Our operations are structured into three geographically organized groups: the National, Southwest and Central Groups. At March 31, 2012, the National Group includes 64 hospitals located in Florida, South Carolina, southern Georgia, Alaska, California, Nevada, Utah and Idaho, the Southwest Group includes 47 hospitals located in Colorado, Texas, Oklahoma and the Wichita, Kansas market, and the Central Group includes 47 hospitals located in Louisiana, Indiana, Kentucky, Tennessee, Virginia, New Hampshire, northern Georgia and the Kansas City market. We also operate six hospitals in England, and these facilities are included in the Corporate and other group.

Adjusted segment EBITDA is defined as income before depreciation and amortization, interest expense, losses on sales of facilities, termination of management agreement, income taxes and net income attributable to noncontrolling interests. We use adjusted segment EBITDA as an analytical indicator for purposes of allocating resources to geographic areas and assessing their performance. Adjusted segment EBITDA is commonly used as an analytical indicator within the health care industry, and also serves as a measure of leverage capacity and debt service ability. Adjusted segment EBITDA should not be considered as a measure of financial performance under generally accepted accounting principles, and the items excluded from adjusted segment EBITDA are significant components in understanding and assessing financial performance. Because adjusted segment EBITDA is not a measurement determined in accordance with generally accepted accounting principles and is thus susceptible to varying calculations, adjusted segment EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. The geographic distributions of our revenues, equity in earnings of affiliates, adjusted segment EBITDA and depreciation and amortization for the quarters ended March 31, 2012 and 2011 are summarized in the following table (dollars in millions):

	2012			2011
Revenues:
National Group	$	3,288		$	3,104
Southwest Group		2,914			2,265
Central Group		1,875			1,751
Corporate and other		328			286
	$	8,405		$	7,406
Equity in earnings of affiliates:
National Group	$	(4	)	$	(1	)
Southwest Group		(7	)		(75	)
Central Group		(1	)		—
Corporate and other		1			—
	$	(11	)	$	(76	)
Adjusted segment EBITDA:
National Group	$	746		$	672
Southwest Group		747			595
Central Group		402			333
Corporate and other		(72	)		(10	)
	$	1,823		$	1,590
Depreciation and amortization:
National Group	$	140		$	125
Southwest Group		149			111
Central Group		88			89
Corporate and other		40			33
	$	417		$	358
Adjusted segment EBITDA	$	1,823		$	1,590
Depreciation and amortization		417			358
Interest expense		442			533
Losses on sales of facilities		1			1
Termination of management agreement		—			181
Income before income taxes	$	963		$	517

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Contingencies

3 Months Ended

Mar. 31, 2012

Contingencies [Abstract]

Contingencies

NOTE 8 — CONTINGENCIES

We operate in a highly regulated and litigious industry. As a result, various lawsuits, claims and legal and regulatory proceedings have been and can be expected to be instituted or asserted against us. The resolution of any such lawsuits, claims or legal and regulatory proceedings could have a material, adverse effect on our results of operations or financial position.

Health care companies are subject to numerous investigations by various governmental agencies. Under the federal false claims act ("FCA") private parties have the right to bring qui tam, or "whistleblower," suits against companies that submit false claims for payments to, or improperly retain overpayments from, the government. Some states have adopted similar state whistleblower and false claims provisions. Certain of our individual facilities have received government inquiries from federal and state agencies and our facilities may receive such inquiries in future periods. Depending on whether the underlying conduct in these or future inquiries or investigations could be considered systemic, their resolution could have a material, adverse effect on our results of operations or financial position.

We are subject to claims and suits arising in the ordinary course of business, including claims for personal injuries or wrongful restriction of, or interference with, physicians' staff privileges. In certain of these actions the claimants may seek punitive damages against us which may not be covered by insurance. It is management's opinion that the ultimate resolution of these pending claims and legal proceedings will not have a material, adverse effect on our results of operations or financial position.

The Civil Division of the Department of Justice ("DOJ") has contacted the Company in connection with its nationwide review of whether, in certain cases, hospital charges to the federal government relating to implantable cardio-defibrillators ("ICDs") met the CMS criteria. In connection with this nationwide review, the DOJ has indicated that it will be reviewing certain ICD billing and medical records at 95 HCA hospitals; the review covers the period from October 2003 to the present. The review could potentially give rise to claims against the Company under the federal FCA or other statutes, regulations or laws. At this time, we cannot predict what effect, if any, this review or any resulting claims could have on the Company.

On October 28, 2011, a shareholder action was filed in the United States District Court for the Middle District of Tennessee. The case seeks to include as a class all persons who acquired the Company's stock pursuant or traceable to the Company's Registration Statement and Prospectus issued in connection with the March 9, 2011 initial public offering. The lawsuit asserts a claim under Section 11 of the Securities Act of 1933 against the Company, certain members of the board of directors, and certain underwriters in the offering. It further asserts a claim under Section 15 of the Securities Act of 1933 against the same members of the board of directors. The action alleges deficiencies in the Company's disclosures in the Registration Statement relating to: (1) accounting for its 2006 recapitalization and 2010 reorganization; (2) the Company's failure to maintain effective internal controls relating to its accounting for such transactions; and (3) the Company's revenue growth rate. Subsequently, two additional class action complaints setting forth substantially similar claims were filed in the same federal court. All three of the cases have been consolidated.

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Capital Structure

3 Months Ended

Mar. 31, 2012

Capital Structure [Abstract]

Capital Structure

NOTE 9 — CAPITAL STRUCTURE

The components of accumulated other comprehensive loss, net of related taxes, are as follows (dollars in millions):

	March 31, 2012			December 31, 2011
Change in fair value of derivative instruments	$	(249	)	$	(253	)
Change in fair value of available-for-sale securities		10			7
Foreign currency translation adjustments		(7	)		(25	)
Defined benefit plans		(165	)		(169	)
Accumulated other comprehensive loss	$	(411	)	$	(440	)

The changes in stockholders' deficit, including changes in stockholders' deficit attributable to HCA Holdings, Inc. and changes in equity attributable to noncontrolling interests, are as follows (dollars in millions):

	Equity (Deficit) Attributable to HCA Holdings, Inc.												Equity Attributable to Noncontrolling Interests			Total
	Common Stock				Capital in Excess of Par Value		Accumulated Other Comprehensive Loss			Retained Deficit
	Shares (000)		Par Value
Balances, December 31, 2011		437,478	$	4	$	1,601	$	(440	)	$	(9,423	)	$	1,244		$	(7,014	)
Net income		—		—		—		—			540			99			639
Other comprehensive income		—		—		—		29			—			—			29
Distributions		—		—		—		—			(971	)		(93	)		(1,064	)
Share-based benefit plans		876		—		47		—			—			—			47
Adjustment to the acquired controlling interest in equity investment		—		—		—		—			—			30			30
Other		—		—		—		—			—			9			9
Balances, March 31, 2012		438,354	$	4	$	1,648	$	(411	)	$	(9,854	)	$	1,289		$	(7,324	)

On February 3, 2012, our Board of Directors declared a distribution to the Company's stockholders and holders of vested stock awards. The distribution was $2.00 per share and vested stock award, or $971 million in the aggregate, and was paid on February 29, 2012 to holders of record on February 16, 2012. The distribution was funded using funds available under our senior secured credit facilities.

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Acquisitions And Dispositions

3 Months Ended

Mar. 31, 2012

Acquisitions And Dispositions [Abstract]

Acquisitions And Dispositions

NOTE 11 — ACQUISITIONS AND DISPOSITIONS

During the quarter ended March 31, 2012, we paid $58 million, assumed liabilities of $34 million and recorded goodwill of $66 million related to the acquisition of a hospital facility in the Southwest Group. During the quarters ended March 31, 2012 and 2011, we paid $54 million and $22 million, respectively, to acquire nonhospital health care entities. During the quarter ended March 31, 2012, we recorded final adjustments to the purchase price allocation related to our 2011 acquisition of our partner's interest in the HCA-HealthONE LLC joint venture. These adjustments resulted in a $30 million increase to noncontrolling interests, a $26 million reduction to property and equipment and a $56 million increase to goodwill.

During the quarter ended March 31, 2012, we received proceeds of $1 million and recognized a net pretax loss of $1 million related to sales of real estate investments. During the quarter ended March 31, 2011, we received proceeds of $55 million and recognized a net pretax loss of $1 million related to the sales of a hospital facility and our investment in a hospital joint venture.

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Investments Of Insurance Subsidiaries (Schedule Of Maturities Of Investments) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost, Due in one year or less	$ 125
Amortized Cost, Due after one year through five years	109
Amortized Cost, Due after five years through ten years	139
Amortized Cost, Due after ten years	98
Amortized Cost, Total	471
Amortized Cost	586
Fair Value, Due in one year or less	126
Fair Value, Due after one year through five years	117
Fair Value, Due after five years through ten years	146
Fair Value, Due after ten years	101
Fair Value, Total	490
Fair Value	610	628
Fair Value	602
Asset-Backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	17
Fair Value	17
Auction Rate Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	98
Fair Value	$ 95

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Supplemental Condensed Consolidating Financial Information (Schedule Of Condensed Consolidating Balance Sheet) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011	Mar. 31, 2011	Dec. 31, 2010
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Cash and cash equivalents	$ 471	$ 373	$ 553	$ 411
Accounts receivable, net	4,878	4,533
Inventories	1,046	1,054
Deferred income taxes	226	594
Other	661	679
Total current assets	7,282	7,233
Property and equipment, net	12,787	12,834
Investments of insurance subsidiaries	536	548
Investments in and advances to affiliates	108	101
Goodwill and other intangible assets	5,398	5,251
Deferred loan costs	292	290
Other	736	641
Total assets	27,139	26,898
Accounts payable	1,412	1,597
Accrued salaries	909	965
Other accrued expenses	1,453	1,585
Long-term debt due within one year	1,841	1,407
Total current liabilities	5,615	5,554
Long-term debt	26,061	25,645
Professional liability risks	1,030	993
Income taxes and other liabilities	1,757	1,720
Total liabilities	34,463	33,912
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.	(8,613)	(8,258)
Noncontrolling interests	1,289	1,244
Total stockholders' deficit	(7,324)	(7,014)
Total liabilities and stockholders' deficit	27,139	26,898
HCA Holdings, Inc. Issuer [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Cash and cash equivalents				6
Deferred income taxes	226	594
Other	75	50
Total current assets	301	644
Deferred loan costs	22	22
Investments in and advances to subsidiaries	17,385	16,825
Other	500	450
Total assets	18,208	17,941
Other accrued expenses	44	15
Total current liabilities	44	15
Long-term debt	1,525	1,525
Intercompany balances	24,702	24,121
Income taxes and other liabilities	550	538
Total liabilities	26,821	26,199
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.	(8,613)	(8,258)
Total stockholders' deficit	(8,613)	(8,258)
Total liabilities and stockholders' deficit	18,208	17,941
HCA Inc. Issuer [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Deferred loan costs	270	268
Total assets	270	268
Other accrued expenses	252	367
Long-term debt due within one year	1,775	1,347
Total current liabilities	2,027	1,714
Long-term debt	23,828	23,454
Intercompany balances	(13,153)	(12,814)
Income taxes and other liabilities	402	415
Total liabilities	13,104	12,769
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.	(12,834)	(12,501)
Total stockholders' deficit	(12,834)	(12,501)
Total liabilities and stockholders' deficit	270	268
Subsidiary Guarantors [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Cash and cash equivalents	144	115	271	156
Accounts receivable, net	2,673	2,429
Inventories	607	602
Other	220	184
Total current assets	3,644	3,330
Property and equipment, net	7,087	7,088
Investments in and advances to affiliates	15	15
Goodwill and other intangible assets	1,679	1,605
Other	23	21
Total assets	12,448	12,059
Accounts payable	872	899
Accrued salaries	524	568
Other accrued expenses	423	449
Long-term debt due within one year	32	28
Total current liabilities	1,851	1,944
Long-term debt	140	110
Intercompany balances	(15,409)	(15,183)
Income taxes and other liabilities	575	556
Total liabilities	(12,843)	(12,573)
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.	25,194	24,534
Noncontrolling interests	97	98
Total stockholders' deficit	25,291	24,632
Total liabilities and stockholders' deficit	12,448	12,059
Subsidiary Non-Guarantors [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Cash and cash equivalents	327	258	282	249
Accounts receivable, net	2,205	2,104
Inventories	439	452
Other	366	445
Total current assets	3,337	3,259
Property and equipment, net	5,700	5,746
Investments of insurance subsidiaries	536	548
Investments in and advances to affiliates	93	86
Goodwill and other intangible assets	3,719	3,646
Other	213	170
Total assets	13,598	13,455
Accounts payable	540	698
Accrued salaries	385	397
Other accrued expenses	734	754
Long-term debt due within one year	34	32
Total current liabilities	1,693	1,881
Long-term debt	568	556
Intercompany balances	3,860	3,876
Professional liability risks	1,030	993
Income taxes and other liabilities	230	211
Total liabilities	7,381	7,517
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.	5,025	4,792
Noncontrolling interests	1,192	1,146
Total stockholders' deficit	6,217	5,938
Total liabilities and stockholders' deficit	13,598	13,455
Eliminations [Member]
Supplemental Condensed Consolidating Financial Information And Other Collateral-Related Information [Line Items]
Investments in and advances to subsidiaries	(17,385)	(16,825)
Total assets	(17,385)	(16,825)
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.	(17,385)	(16,825)
Total stockholders' deficit	(17,385)	(16,825)
Total liabilities and stockholders' deficit	$ (17,385)	$ (16,825)

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Investments Of Insurance Subsidiaries (Tables)

3 Months Ended

Mar. 31, 2012

Investments Of Insurance Subsidiaries [Abstract]

Schedule Of Investments

	March 31, 2012
	Amortized Cost		Unrealized Amounts					Fair Value
			Gains		Losses
Debt securities:
States and municipalities	$	384	$	19	$	—		$	403
Auction rate securities		98		—		(3	)		95
Asset-backed securities		17		—		—			17
Money market funds		87		—		—			87
		586		19		(3	)		602
Equity securities		8		1		(1	)		8
	$	594	$	20	$	(4	)		610
Amounts classified as current assets									(74	)
Investment carrying value								$	536
	December 31, 2011
	Amortized Cost		Unrealized Amounts					Fair Value
			Gains		Losses
Debt securities:
States and municipalities	$	398	$	19	$	—		$	417
Auction rate securities		139		—		(8	)		131
Asset-backed securities		20		—		—			20
Money market funds		53		—		—			53
		610		19		(8	)		621
Equity securities		7		1		(1	)		7
	$	617	$	20	$	(9	)		628
Amounts classified as current assets									(80	)
Investment carrying value								$	548

Schedule Of Maturities Of Investments

	Amortized Cost		Fair Value
Due in one year or less	$	125	$	126
Due after one year through five years		109		117
Due after five years through ten years		139		146
Due after ten years		98		101
		471		490
Auction rate securities		98		95
Asset-backed securities		17		17
	$	586	$	602

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Segment And Geographic Information (Tables)

3 Months Ended

Mar. 31, 2012

Segment And Geographic Information [Abstract]

Schedule Of Geographic Distributions Of Revenues, Equity In Earnings Of Affiliates, Adjusted Segment EBITDA And Depreciation And Amortization And Assets

	2012			2011
Revenues:
National Group	$	3,288		$	3,104
Southwest Group		2,914			2,265
Central Group		1,875			1,751
Corporate and other		328			286
	$	8,405		$	7,406
Equity in earnings of affiliates:
National Group	$	(4	)	$	(1	)
Southwest Group		(7	)		(75	)
Central Group		(1	)		—
Corporate and other		1			—
	$	(11	)	$	(76	)
Adjusted segment EBITDA:
National Group	$	746		$	672
Southwest Group		747			595
Central Group		402			333
Corporate and other		(72	)		(10	)
	$	1,823		$	1,590
Depreciation and amortization:
National Group	$	140		$	125
Southwest Group		149			111
Central Group		88			89
Corporate and other		40			33
	$	417		$	358
Adjusted segment EBITDA	$	1,823		$	1,590
Depreciation and amortization		417			358
Interest expense		442			533
Losses on sales of facilities		1			1
Termination of management agreement		—			181
Income before income taxes	$	963		$	517

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Supplemental Condensed Consolidating Financial Information (Narrative) (Details) (Senior Unsecured Notes Due 2021 [Member], USD $)	Nov. 23, 2010
Senior Unsecured Notes Due 2021 [Member]
Supplemental Condensed Consolidating Financial Information [Line Items]
Debt instrument, principal amount	$ 1,525,000,000
Debt instrument, stated interest	7.75%

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Assets And Liabilities Measured At Fair Value (Narrative) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 31, 2012	Dec. 31, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Insurance subsidiaries investments, Fair Value	$ 610	$ 628
Estimated fair value of long-term debt	28,821	27,199
Carrying amounts of long-term debt	27,902	27,052
Auction Rate Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Insurance subsidiaries investments, Fair Value	95
Investments in tax-exempt ARS at par value	98
Redeemed or repurchased of ARS at par value	$ 41	$ 112

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Condensed Consolidated Statements Of Cash Flows (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Cash flows from operating activities:
Net income	$ 639	$ 334
Adjustments to reconcile net income to net cash provided by operating activities:
Changes in operating assets and liabilities	(1,384)	(774)
Provision for doubtful accounts	794	649
Depreciation and amortization	417	358
Income taxes	300	321
Losses on sales of facilities	1	1
Amortization of deferred loan costs	14	20
Share-based compensation	9	8
Other	7	1
Net cash provided by operating activities	797	918
Cash flows from investing activities:
Purchase of property and equipment	(335)	(329)
Acquisition of hospitals and health care entities	(112)	(22)
Disposition of hospitals and health care entities	1	55
Change in investments	6	20
Other	3	3
Net cash used in investing activities	(437)	(273)
Cash flows from financing activities:
Issuance of long-term debt	1,350
Net change in revolving credit facilities	(470)	(2,604)
Repayment of long-term debt	(93)	(296)
Distributions to noncontrolling interests	(93)	(95)
Payment of debt issuance costs	(16)
Issuance of common stock		2,506
Distributions to stockholders	(982)	(30)
Income tax benefits	49	22
Other	(7)	(6)
Net cash used in financing activities	(262)	(503)
Change in cash and cash equivalents	98	142
Cash and cash equivalents at beginning of period	373	411
Cash and cash equivalents at end of period	471	553
Interest payments	517	401
Income tax refunds, net	$ (25)	$ (160)

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Long-Term Debt

3 Months Ended

Mar. 31, 2012

Long-Term Debt [Abstract]

Long-Term Debt

NOTE 5 — LONG-TERM DEBT

A summary of long-term debt at March 31, 2012 and December 31, 2011, including related interest rates at March 31, 2012, follows (dollars in millions):

	March 31, 2012		December 31, 2011
Senior secured asset-based revolving credit facility (effective interest rate of 1.7%)	$	1,685	$	2,155
Senior secured term loan facilities (effective interest rate of 4.9%)		7,357		7,425
Senior secured first lien notes (effective interest rate of 7.4%)		8,433		7,081
Other senior secured debt (effective interest rate of 6.8%)		385		350
First lien debt		17,860		17,011
Senior secured notes (effective interest rate of 11.0%)		197		197
Senior unsecured notes (effective interest rate of 7.3%)		9,845		9,844
Total debt (average life of 6.9 years, rates averaging 6.4%)		27,902		27,052
Less amounts due within one year		1,841		1,407
	$	26,061	$	25,645

During February 2012, we issued $1.350 billion aggregate principal amount of 5.875% senior secured notes due 2022. After the payment of related fees and expenses, we used the proceeds for general corporate purposes.

During October 2011, we issued $500 million aggregate principal amount of 8.00% senior unsecured notes due 2018. After the payment of related fees and expenses, we used the net proceeds for general corporate purposes, which included funding a portion of the acquisition of the Colorado Health Foundation's approximate 40% remaining ownership interest in the HCA-HealthONE LLC joint venture.

During September 2011, we refinanced our $2.000 billion asset-based revolving credit facility maturing on November 16, 2012 to increase the total capacity to $2.500 billion and extend the maturity to 2016.

During August 2011, we issued $5.000 billion aggregate principal amount of notes, comprised of $3.000 billion of 6.50% senior secured first lien notes due 2020 and $2.000 billion of 7.50% senior unsecured notes due 2022. We used the net proceeds from these debt issuances to redeem all of our outstanding $1.578 billion 9 ⁵/8%/10 ³/8% second lien toggle notes due 2016, at a redemption price of 106.783% of the principal amount, and all of our outstanding $3.200 billion 9 ¹/4% second lien notes due 2016, at a redemption price of 106.513% of the principal amount. The pretax loss on retirement of debt related to these redemptions was $406 million.

During June 2011, we redeemed all $1.000 billion aggregate principal amount of our 9 ¹/8% senior secured notes due 2014, at a redemption price of 104.563% of the principal amount, and $108 million aggregate principal amount of our 9 ⁷/8% senior secured notes due 2017, at a redemption price of 109.875% of the principal amount. The pretax loss on retirement of debt related to these redemptions was $75 million.

During May 2011, we completed amendments to our senior secured credit agreement and senior secured asset-based revolving credit agreement, as well as extensions of certain of our term loans. The amendments extend $594 million of our term loan A facility with a final maturity of November 2012 to a final maturity of May 2016 and $2.373 billion of our term loan A and term loan B-1 facilities with final maturities of November 2012 and November 2013, respectively, to a final maturity of May 2018.

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Supplemental Condensed Consolidating Financial Information (Tables)

3 Months Ended

Mar. 31, 2012

Supplemental Condensed Consolidating Financial Information [Abstract]

Schedule Of Condensed Consolidating Comprehensive Income Statement

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING COMPREHENSIVE INCOME STATEMENT

FOR THE QUARTER ENDED MARCH 31, 2012

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Revenues before provision for doubtful accounts	$	—		$	—		$	4,903		$	4,296		$	—		$	9,199
Provision for doubtful accounts		—			—			463			331			—			794
Revenues		—			—			4,440			3,965			—			8,405
Salaries and benefits		—			—			1,982			1,754			—			3,736
Supplies		—			—			753			666			—			1,419
Other operating expenses		—			4			729			760			—			1,493
Electronic health record incentive income		—			—			(41	)		(14	)		—			(55	)
Equity in earnings of affiliates		(560	)		—			(2	)		(9	)		560			(11	)
Depreciation and amortization		—			—			200			217			—			417
Interest expense		30			529			(91	)		(26	)		—			442
Losses on sales of facilities		—			—			1			—			—			1
Management fees		—			—			(160	)		160			—			—
		(530	)		533			3,371			3,508			560			7,442
Income (loss) before income taxes		530			(533	)		1,069			457			(560	)		963
Provision (benefit) for income taxes		(10	)		(200	)		392			142			—			324
Net income (loss)		540			(333	)		677			315			(560	)		639
Net income attributable to noncontrolling interests		—			—			17			82			—			99
Net income (loss) attributable to HCA Holdings, Inc.	$	540		$	(333	)	$	660		$	233		$	(560	)	$	540
Comprehensive income (loss) attributable to HCA Holdings, Inc.	$	540		$	(329	)	$	664		$	254		$	(560	)	$	569

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING COMPREHENSIVE INCOME STATEMENT

FOR THE QUARTER ENDED MARCH 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Revenues before provision for doubtful accounts	$	—		$	—		$	4,578		$	3,477		$	—		$	8,055
Provision for doubtful accounts		—			—			417			232			—			649
Revenues		—			—			4,161			3,245			—			7,406
Salaries and benefits		—			—			1,896			1,399			—			3,295
Supplies		—			—			711			564			—			1,275
Other operating expenses		—			2			681			639			—			1,322
Equity in earnings of affiliates		(258	)		—			(30	)		(46	)		258			(76	)
Depreciation and amortization		—			—			195			163			—			358
Interest expense		30			691			(163	)		(25	)		—			533
Losses (gains) on sales of facilities		—			—			16			(15	)		—			1
Termination of management agreement		—			181			—			—			—			181
Management fees		—			—			(124	)		124			—			—
		(228	)		874			3,182			2,803			258			6,889
Income (loss) before income taxes		228			(874	)		979			442			(258	)		517
Provision for income taxes		(12	)		(375	)		415			155			—			183
Net income (loss)		240			(499	)		564			287			(258	)		334
Net income attributable to noncontrolling interests		—			—			13			81			—			94
Net income (loss) attributable to HCA Holdings, Inc.	$	240		$	(499	)	$	551		$	206		$	(258	)	$	240
Comprehensive income (loss) attributable to HCA Holdings, Inc.	$	240		$	(432	)	$	555		$	219		$	(258	)	$	324

Schedule Of Condensed Consolidating Balance Sheet

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

MARCH 31, 2012

(Dollars in millions)

	HCA Holdings,  Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors		Eliminations			Condensed Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	—		$	144		$	327	$	—		$	471
Accounts receivable, net		—			—			2,673			2,205		—			4,878
Inventories		—			—			607			439		—			1,046
Deferred income taxes		226			—			—			—		—			226
Other		75			—			220			366		—			661
		301			—			3,644			3,337		—			7,282
Property and equipment, net		—			—			7,087			5,700		—			12,787
Investments of insurance subsidiaries		—			—			—			536		—			536
Investments in and advances to affiliates		—			—			15			93		—			108
Goodwill and other intangible assets		—			—			1,679			3,719		—			5,398
Deferred loan costs		22			270			—			—		—			292
Investments in and advances to subsidiaries		17,385			—			—			—		(17,385	)		—
Other		500			—			23			213		—			736
	$	18,208		$	270		$	12,448		$	13,598	$	(17,385	)	$	27,139
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	—		$	872		$	540	$	—		$	1,412
Accrued salaries		—			—			524			385		—			909
Other accrued expenses		44			252			423			734		—			1,453
Long-term debt due within one year		—			1,775			32			34		—			1,841
		44			2,027			1,851			1,693		—			5,615
Long-term debt		1,525			23,828			140			568		—			26,061
Intercompany balances		24,702			(13,153	)		(15,409	)		3,860		—			—
Professional liability risks		—			—			—			1,030		—			1,030
Income taxes and other liabilities		550			402			575			230		—			1,757
		26,821			13,104			(12,843	)		7,381		—			34,463
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.		(8,613	)		(12,834	)		25,194			5,025		(17,385	)		(8,613	)
Noncontrolling interests		—			—			97			1,192		—			1,289
		(8,613	)		(12,834	)		25,291			6,217		(17,385	)		(7,324	)
	$	18,208		$	270		$	12,448		$	13,598	$	(17,385	)	$	27,139

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors		Eliminations			Condensed Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	—		$	115		$	258	$	—		$	373
Accounts receivable, net		—			—			2,429			2,104		—			4,533
Inventories		—			—			602			452		—			1,054
Deferred income taxes		594			—			—			—		—			594
Other		50			—			184			445		—			679
		644			—			3,330			3,259		—			7,233
Property and equipment, net		—			—			7,088			5,746		—			12,834
Investments of insurance subsidiaries		—			—			—			548		—			548
Investments in and advances to affiliates		—			—			15			86		—			101
Goodwill and other intangible assets		—			—			1,605			3,646		—			5,251
Deferred loan costs		22			268			—			—		—			290
Investments in and advances to subsidiaries		16,825			—			—			—		(16,825	)		—
Other		450			—			21			170		—			641
	$	17,941		$	268		$	12,059		$	13,455	$	(16,825	)	$	26,898
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	—		$	899		$	698	$	—		$	1,597
Accrued salaries		—			—			568			397		—			965
Other accrued expenses		15			367			449			754		—			1,585
Long-term debt due within one year		—			1,347			28			32		—			1,407
		15			1,714			1,944			1,881		—			5,554
Long-term debt		1,525			23,454			110			556		—			25,645
Intercompany balances		24,121			(12,814	)		(15,183	)		3,876		—			—
Professional liability risks		—			—			—			993		—			993
Income taxes and other liabilities		538			415			556			211		—			1,720
		26,199			12,769			(12,573	)		7,517		—			33,912
Stockholders' (deficit) equity attributable to HCA Holdings, Inc.		(8,258	)		(12,501	)		24,534			4,792		(16,825	)		(8,258	)
Noncontrolling interests		—			—			98			1,146		—			1,244
		(8,258	)		(12,501	)		24,632			5,938		(16,825	)		(7,014	)
	$	17,941		$	268		$	12,059		$	13,455	$	(16,825	)	$	26,898

Schedule Of Condensed Consolidating Statement Of Cash Flows

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED MARCH 31, 2012

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Cash flows from operating activities:
Net income (loss)	$	540		$	(333	)	$	677		$	315		$	(560	)	$	639
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities		30			(116	)		(819	)		(479	)		—			(1,384	)
Provision for doubtful accounts		—			—			463			331			—			794
Depreciation and amortization		—			—			200			217			—			417
Income taxes		300			—			—			—			—			300
Losses on sales of facilities		—			—			1			—			—			1
Amortization of deferred loan costs		—			14			—			—			—			14
Share-based compensation		9			—			—			—			—			9
Equity in earnings of affiliates		(560	)		—			—			—			560			—
Other		—			4			—			3			—			7
Net cash provided by (used in) operating activities		319			(431	)		522			387			—			797
Cash flows from investing activities:
Purchase of property and equipment		—			—			(162	)		(173	)		—			(335	)
Acquisition of hospitals and health care entities		—			—			(62	)		(50	)		—			(112	)
Disposition of hospitals and health care entities		—			—			1			—			—			1
Change in investments		—			—			2			4			—			6
Other		—			—			—			3			—			3
Net cash used in investing activities		—			—			(221	)		(216	)		—			(437	)
Cash flows from financing activities:
Issuance of long-term debt		—			1,350			—			—			—			1,350
Net change in revolving bank credit facilities		—			(470	)		—			—			—			(470	)
Repayment of long-term debt		—			(76	)		(14	)		(3	)		—			(93	)
Distributions to noncontrolling interests		—			—			(18	)		(75	)		—			(93	)
Payment of debt issuance costs		—			(16	)		—			—			—			(16	)
Distributions to stockholders		(982	)		—			—			—			—			(982	)
Changes in intercompany balances with affiliates, net		624			(357	)		(240	)		(27	)		—			—
Income tax benefits		49			—			—			—			—			49
Other		(10	)		—			—			3			—			(7	)
Net cash (used in) provided by financing activities		(319	)		431			(272	)		(102	)		—			(262	)
Change in cash and cash equivalents		—			—			29			69			—			98
Cash and cash equivalents at beginning of period		—			—			115			258			—			373
Cash and cash equivalents at end of period	$	—		$	—		$	144		$	327		$	—		$	471

HCA HOLDINGS, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED MARCH 31, 2011

(Dollars in millions)

	HCA Holdings, Inc. Issuer			HCA Inc. Issuer			Subsidiary Guarantors			Subsidiary Non- Guarantors			Eliminations			Condensed Consolidated
Cash flows from operating activities:
Net income	$	240		$	(499	)	$	564		$	287		$	(258	)	$	334
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities		34			85			(559	)		(334	)		—			(774	)
Provision for doubtful accounts		—			—			417			232			—			649
Depreciation and amortization		—			—			195			163			—			358
Income taxes		321			—			—			—			—			321
Losses (gains) on sales of facilities		—			—			16			(15	)		—			1
Amortization of deferred loan costs		—			20			—			—			—			20
Share-based compensation		8			—			—			—			—			8
Equity in earnings of affiliates		(258	)		—			—			—			258			—
Other		—			1			—			—			—			1
Net cash provided by (used in) operating activities		345			(393	)		633			333			—			918
Cash flows from investing activities:
Purchase of property and equipment		—			—			(168	)		(161	)		—			(329	)
Acquisition of hospitals and health care entities		—			—			—			(22	)		—			(22	)
Disposition of hospitals and health care entities		—			—			1			54			—			55
Change in investments		—			—			28			(8	)		—			20
Other		—			—			(4	)		7			—			3
Net cash used in investing activities		—			—			(143	)		(130	)		—			(273	)
Cash flows from financing activities:
Net change in revolving bank credit facilities		—			(2,604	)		—			—			—			(2,604	)
Repayment of long-term debt		—			(284	)		—			(12	)		—			(296	)
Distributions to noncontrolling interests		—			—			(20	)		(75	)		—			(95	)
Distributions to stockholders		(30	)		—			—			—			—			(30	)
Changes in intercompany balances with affiliates, net		(2,843	)		3,281			(355	)		(83	)		—			—
Issuances of common stock		2,506			—			—			—			—			2,506
Income tax benefits		22			—			—			—			—			22
Other		(6	)		—			—			—			—			(6	)
Net cash provided by (used in) financing activities		(351	)		393			(375	)		(170	)		—			(503	)
Change in cash and cash equivalents		(6	)		—			115			33			—			142
Cash and cash equivalents at beginning of period		6			—			156			249			—			411
Cash and cash equivalents at end of period	$	—		$	—		$	271		$	282		$	—		$	553

XML

Financial Instruments (Schedule Of Interest Rate Swap Agreements Designated As Cash Flow Hedges) (Details) (Pay-Fixed Interest Rate Swaps [Member], USD $) In Millions, unless otherwise specified	Mar. 31, 2012
Maturity Date, December 2014 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Notional Amount	$ 500
Fair Value	(8)
Maturity Date, December 2016 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Notional Amount	3,000
Fair Value	(335)
Maturity Date, December 2017 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Notional Amount	1,000
Fair Value	$ (51)

XML

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2012

Earnings Per Share [Abstract]

Schedule Of Computation Of Basic And Diluted Earnings Per Share

	2012		2011
Net income attributable to HCA Holdings, Inc.	$	540	$	240
Weighted average common shares outstanding		437,936		444,202
Effect of dilutive securities		20,376		17,767
Shares used for diluted earnings per share		458,312		461,969
Earnings per share:
Basic earnings per share	$	1.23	$	0.54
Diluted earnings per share	$	1.18	$	0.52