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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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AMENDMENT NO. 2 TO
SCHEDULE 14D-1
Tender Offer Statement Pursuant to Section 14(D)(1)
of the Securities Exchange Act of 1934
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COMMUNITY HEALTH SYSTEMS, INC.
(Name of Subject Company)
FLCH HOLDINGS CORP.
FLCH ACQUISITION CORP.
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(Bidders)
Common Stock, $.01 Par Value
(Including the Associated Rights)
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(Title of Class of Securities)
203666 10 2
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(CUSIP Number of Common Stock)
FLCH Acquisition Corp.
c/o Forstmann Little & Co.
767 Fifth Avenue
New York, NY 10153
(212) 355-5656
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(Name, address and telephone number of person authorized to
receive notices and communications on behalf of bidders)
Copy:
Stephen Fraidin, P.C.
Fried, Frank, Harris, Shriver & Jacobson
One New York Plaza
New York, New York 10004-1980
(212) 859-8000
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Page 1 of 4 Pages
The Index to Exhibits is Located on Page 4.
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At the request of the Staff of the Securities and Exchange
Commission, this Amendment No. 2 to the Tender Offer Statement on
Schedule 14D-1, as amended to date (the "Schedule 14D-1"),
relating to a tender offer by FLCH Acquisition Corp., a Delaware
corporation and a wholly owned subsidiary of FLCH Holdings Corp.,
a Delaware corporation, to purchase all outstanding shares of
Common Stock, par value $.01 per share, including the associated
preferred share purchase rights, of Community Health Systems,
Inc., a Delaware corporation, is hereby being filed to add each
of Forstmann Little and Forstmann Little & Co. Subordinated Debt
and Equity Management Buyout Partnership-VI, L.P. ("MBO-VI") as
signatories to the Schedule 14D-1. Each of Forstmann Little and
MBO-VI disclaims that it is a "bidder" for purposes of the Offer.
Neither Forstmann Little nor MBO-VI is a party to the Merger
Agreement.
ITEM 10. ADDITIONAL INFORMATION.
The first paragraph of Section 9 ("Certain Information
Concerning Forstmann Little, Parent and the Purchaser") of the
Offer to Purchase, incorporated by reference in Items 2, 3, 7 and
10 of the Schedule 14D-1, is hereby amended by adding the
following sentence at the end thereof:
"Forstmann Little and MBO-VI have available committed
capital of approximately $775 million and $1.3 billion,
respectively."
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SIGNATURE
After due inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is
true, complete and correct.
Dated: July 8, 1996
FLCH ACQUISITION CORP.
By: /S/ THOMAS H. LISTER
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Name: Thomas H. Lister
Title: Vice President
FLCH HOLDINGS CORP.
By: /S/ THOMAS H. LISTER
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Name: Thomas H. Lister
Title: Vice President
FORSTMANN LITTLE & CO. EQUITY
PARTNERSHIP-V, L.P.
By: FLC XXX PARTNERSHIP,
its general partner
By: /S/ SANDRA J. HORBACH
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Name: Sandra J. Horbach
Title: General Partner
FORSTMANN LITTLE & CO.
SUBORDINATED DEBT AND EQUITY
MANAGEMENT BUYOUT
PARTNERSHIP-VI, L.P.
By: FLC XXIX PARTNERSHIP,
its general partner
By: /S/ SANDRA J. HORBACH
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Name: Sandra J. Horbach
Title: General Partner
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EXHIBIT INDEX
EXHIBIT DESCRIPTION PAGE
NO.
(a)(1) Offer to Purchase, dated June 11, 1996. *
(a)(2) Letter of Transmittal. *
(a)(3) Letter from Lehman Brothers Inc., as Dealer *
Manager, to Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees.
(a)(4) Letter from Brokers, Dealers, Commercial Banks, *
Trust Companies and Other Nominees to Clients.
(a)(5) Notice of Guaranteed Delivery. *
(a)(6) Guidelines for Certification of Taxpayer *
Identification Number on Substitute Form W-9.
(a)(7) Summary Announcement, dated June 11, 1996. *
(a)(8) Press Release issued by Parent on June 10, 1996. *
(a)(9) Press Release issued by Parent on June 11, 1996. *
(b) Commitment Letter, dated June 9, 1996 and *
Related Fee Letter, dated as of June 9, 1996,
from Chemical Bank and Chase Securities, Inc.
(c) Agreement and Plan of Merger, dated as of June *
9, 1996, among Parent, the Purchaser and the
Company.
(d) None. _
(e) Not applicable. _
(f) None. _
* Filed previously.
