SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________
AMENDMENT NO. 1 TO
SCHEDULE 14D-1
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
____________
COMMUNITY HEALTH SYSTEMS, INC.
____________
(Name Of Subject Company)
FLCH HOLDINGS CORP.
FLCH ACQUISITION CORP.
____________
(Bidders)
Common Stock, $.01 Par Value
(Including the Associated Rights)
_______________
(Title of Class of Securities)
203666 10 2
_______________
(CUSIP Number of Common Stock)
FLCH Acquisition Corp.
c/o Forstmann Little & Co.
767 Fifth Avenue
New York, NY 10153
(212) 355-5656
_______________
(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
Page 1 of 4 Pages
The Index to Exhibits is Located on Page 4.
<PAGE>
This Amendment No. 1 supplements and amends the Tender Offer
Statement on Schedule 14D-1 (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.
Item 10. Additional Information.
The portion of the second sentence of the first paragraph of
Section 14 of the Offer to Purchase, "Certain Conditions of the
Offer", incorporated by reference in Item 10 of the Schedule 14D-
1, which precedes subparagraphs (a) through (g) is hereby
deleted, and the following is inserted in lieu thereof:
"Furthermore, notwithstanding any other term of the Offer or
the Merger Agreement, the Purchaser shall not be required to
accept for payment or, subject as aforesaid, to pay for any
Shares not theretofore accepted for payment or paid for, and
may terminate or amend the Offer if at any time on or after
the date of the Merger Agreement and prior to the expiration
of the Offer, any of the following conditions exist or shall
occur and remain in effect:"
2
<PAGE>
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: June 27, 1996
FLCH ACQUISITION CORP.
By: /s/ Thomas H. Lister
_________________________
Name: Thomas H. Lister
Title: Vice President
FLCH HOLDINGS CORP.
By: /s/ Thomas H. Lister
_________________________
Name: Thomas H. Lister
Title: Vice President
3
<PAGE>
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. _
* Previously filed
4
