<PAGE>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant /X/
Filed by a party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
/ / Definitive Proxy Statement
/X/ Definitive Additional Materials
/ / Soliciting Material Pursuant to Section 240.14a-12
Tenet Healthcare Corporation
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/X/ No fee required.
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
and 0-11.
(1) Title of each class of securities to which transaction applies:
------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
------------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
------------------------------------------------------------------------
(5) Total fee paid:
------------------------------------------------------------------------
/ / Fee paid previously with preliminary materials.
/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
------------------------------------------------------------------------
(3) Filing Party:
------------------------------------------------------------------------
(4) Date Filed:
------------------------------------------------------------------------
<PAGE>
VIA U.S. MAIL AND FACSIMILE
October 2, 2000
Mr. Rich Furlauto
Institutional Shareholders Services
1455 Research Blvd.
Rockville, MD 20850
Dear Mr. Furlauto:
Thank you for the opportunity to continue our dialogue over the last several
days regarding Tenet Healthcare Corporation's view of various corporate
governance issues. In the course of our discussions, Jeff Barbakow has
reaffirmed to you Tenet's commitment to take the following actions as outlined
below:
1. Tenet will add no less than two (2) outside, independent directors
to our Board within the next twelve (12) months. As we have
discussed, Tenet has specific criteria in mind for the individuals
who will fill these Board positions and we will continue to strive
to find the individuals who meet those criteria.
2. As you know, in response to a shareholder vote recommending that
the Board redeem Tenet's poison pill and in an effort to be
responsive to our shareholders' concerns, last year our Board
acted to redeem Tenet's poison pill. We understand the issues you
have raised concerning adoption of a new poison pill without
shareholder approval. Jeff Barbakow has committed to seek Board
approval of the necessary changes to the Company's Articles that
would require shareholder approval of any future poison pill.
3. Jeff Barbakow has resigned as a member of the Board's Nominating
Committee and will serve on that Committee only in an ex-officio
(non-voting) capacity.
<PAGE>
Rich Furlauto
October 2, 2000
Page 2
4. As Chairman of the Board, Mr. Barbakow will recommend to the Board
that they again review and consider the issue of a classified
Board of Directors. While we have differing views on this subject,
it is our intent to listen to the concerns and perspective of our
shareholders. Accordingly, we will seek input from several large
shareholders in this process. We cannot commit to an outcome, but
can assure you that the process will be seriously undertaken and
thoroughly reviewed.
Rich, we believe the dialogue that has taken place between our entities is an
important one and should continue throughout the year. Thank you again for the
opportunity to outline the Company's intentions with respect to these issues. If
you have any questions, please contact me.
Very truly yours,
/s/ CHRISTI R. SULZBACH
Christi R. Sulzbach
cc: Jeffrey Barbakow
Paul Russell
bcc: Richard Silver
