SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

WALLACE BEVERLY B

(Last)

(First)

(Middle)

ONE PARK PLAZA

(Street)

NASHVILLE

37203

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/29/2008

3. Issuer Name and Ticker or Trading Symbol
HCA INC/TN [ NONE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President - Shared Srvcs Group

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,400	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (right to buy)	⁽¹⁾	03/22/2011	Common Stock	6,039	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽³⁾	01/24/2012	Common Stock	9,579	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽³⁾	01/29/2013	Common Stock	13,882	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽³⁾	01/29/2014	Common Stock	11,422	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	01/27/2015	Common Stock	2,458	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	01/27/2015	Common Stock	553	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	01/27/2015	Common Stock	1,590	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	01/26/2016	Common Stock	431	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	01/26/2016	Common Stock	2,321	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	01/26/2016	Common Stock	549	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	01/26/2016	Common Stock	258	$12.75⁽²⁾	D
Non-Qualified Stock Option (right to buy)	⁽⁵⁾	01/30/2017	Common Stock	46,621	$51	D
Non-Qualified Stock Option (right to buy)	02/27/2008	01/30/2017	Common Stock	9,324⁽⁶⁾	$51	D

Explanation of Responses:

1. The option vested in four equal annual installments beginning on March 22, 2002.

2. This option was assumed by the issuer, as the surviving corporation in the merger of Hercules Acquisition Corporation with and into the issuer, effective November 17, 2006, pursuant to the Merger Agreement dated July 24, 2006 among Hercules Holding II, LLC, Hercules Acquisition corporation and the issuer, and adjusted so that the option would retain the same "spread value" (as defined below) as immediately prior to the merger, but the new per share exercise price for the option would be $12.75. The term "spread value" means the difference between (x) the aggregate fair market value of the common stock (determined using the merger consideration of $51.00 per share) subject to the outstanding options held by the participant immediately prior to the merger that were assumed by the surviving corporation, and (y) the aggregate exercise price of those options.

3. On December 16, 2004, HCA announced the acceleration of vesting of all unvested options awarded to employees and officers under the HCA 2000 Equity Incentive Plan which had exercise prices greater than the closing price of HCA's common stock on December 14, 2004 of $40.89 per share, as reported by the New York Stock Exchange.

4. Immediately before the effective time of the merger, all unvested options became fully vested and immediately exercisable.

5. The option vests in five equal annual installments beginning on January 30, 2008.

6. On January 30, 2007, the reporting person was granted an option to purchase 46,620 shares of common stock. The option vests in equal increments of 20% at the end of fiscal years 2007, 2008, 2009, 2010 and 2011 if certain annual EBITDA performance targets are achieved, subject to "catch up" vesting if at the end of any year noted above or at the end of fiscal year 2012, the cumulative total EBITDA earned in all prior years exceeds the cumulative EBITDA target at the end of such fiscal year). The EBITDA performance criteria for 2007 was met, resulting in vesting of the option as to 9,324 shares.

Remarks:

	/s/ Natalie Harrison Cline, Attorney-in-Fact	04/29/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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