TENET HEALTHCARE CORP
DEFA14A, 2000-08-22
GENERAL MEDICAL & SURGICAL HOSPITALS, NEC
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                            SCHEDULE 14A INFORMATION

                  Proxy Statement Pursuant to Section 14(a) of
                       the Securities Exchange Act of 1934

    Filed by the Registrant / /
    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)


                               RICHARD B. SILVER
                         TENET HEALTHCARE CORPORATION
                               3820 STATE STREET
                        SANTA BARBARA, CALIFORNIA 93105
                                (805) 563-7000
--------------------------------------------------------------------------------
    (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:

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    (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):

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    (4) Proposed maximum aggregate value of transaction:

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    (5) Total fee paid:

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/ / 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:

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<PAGE>


CONTACTS
Media      Harry Anderson      (805) 563-6816
Investors  Paul Russell        (805) 563-7188


     SANTA BARBARA, CALIF. - AUG. 21, 2000 - Tenet Healthcare Corporation (NYSE:
THC) today issued the following statement:

     "Tenet has received notice that M. Lee Pearce, M.D., of Miami Beach, Fla.,
filed documents with the Securities and Exchange Commission disclosing his
intention to solicit proxies to elect himself and three associates to the Board
of Directors at Tenet's annual shareholder meeting on Oct. 11. The filing
represents that Dr. Pearce is the beneficial owner of 250,042 shares of Tenet
common stock, or less than one-tenth of one percent of the approximately 315.7
million shares outstanding. According to the filing, his other nominees own no
Tenet shares.

     "Tenet believes this action is unwarranted, particularly in light of the
success of the company's operating strategy and its strong performance. Earnings
per share from operations rose 10 percent in the latest fiscal year, cash flow
reached a record high and debt was reduced by $787 million. Tenet's prospects
are bright and the value of its shares has risen dramatically on the New York
Stock Exchange during the past 12 months.

     "The company will soon communicate with its shareholders to supply accurate
information in response to Dr. Pearce's filing and to urge them to support
management's nominees to the Board. It will also supply background information
on Dr. Pearce's history as a dissident shareholder. According to numerous press
articles, he has acquired shares in companies and, through

<PAGE>

proxy contests, litigation and other means, extracted a premium on the sale of
his shares that was not available to other shareholders."

     Tenet has engaged Georgeson Shareholder Communications Inc. to assist in
solicitation of proxies for the annual meeting. Shareholders are encouraged to
call Georgeson at (800) 223-2064 with any questions.

     Tenet Healthcare, through its subsidiaries, owns and operates 110 acute
care hospitals with 26,939 beds and numerous related health care services. The
company employs approximately 106,000 people serving communities in 17 states
and services its hospitals from a Dallas-based operations center. Tenet's name
reflects its core business philosophy: the importance of shared values among
partners - including employees, physicians, insurers and communities - in
providing a full spectrum of health care. Tenet can be found on the World Wide
Web at WWW.TENETHEALTH.COM.

                                      # # #

     Certain statements in this release may constitute forward-looking
     statements. They are based on management's current expectations and could
     be affected by numerous factors and are subject to various risks and
     uncertainties. Certain of those risks and uncertainties are discussed in
     the Company's filings with the Securities and Exchange Commission,
     including the Company's annual report on Form 10-K and quarterly reports on
     Form 10-Q. Do not rely on any forward-looking statement, as we cannot
     predict or control many of the factors that ultimately may affect our
     ability to achieve the results estimated. We make no promise to update any
     forward-looking statement, whether as a result of changes in underlying
     factors, new information, future events or otherwise.








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