Prospectus Supplement filed under Rule 424(b)(3)
S-3 Registration No. 333-39825
PROSPECTUS SUPPLEMENT
(to Prospectus dated December 5, 1997)
THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. INFORMATION CONTAINED HEREIN
IS SUBJECT TO AMENDMENT.
HEALTHSOUTH CORPORATION
984,189 SHARES OF COMMON STOCK
PAR VALUE $.01 PER SHARE
This Prospectus, dated December 5, 1997, (the "Prospectus"), relating to
the offering for resale of up to 984,189 shares of Common Stock, par value $.01
per share, of HEALTHSOUTH Corporation ("HEALTHSOUTH"), is hereby amended as set
forth below.
The information for the entry of Charles R. Gershon in the table of Selling
Stockholders on page 13 of the Prospectus is hereby deleted in its entirety and
the following information inserted in lieu thereof:
<TABLE>
<CAPTION>
NUMBER OF NUMBER OF NUMBER OF
SHARES SHARES SHARES TO BE
BENEFICIALLY COVERED BY HELD
SELLING STOCKHOLDERS OWNED THIS PROSPECTUS AFTER OFFERING
- ---------------------------------------- -------------- ----------------- ---------------
<S> <C> <C> <C>
Charles R. Gershon 977 977 0
Charles Scott 338 338 0
Al Rodriguez 338 338 0
Tom Schoborg 338 338 0
John M. White 338 338 0
</TABLE>
The information in the Plan of Distribution on Page 15 of the Prospectus is
hereby deleted in its entirety and the following information inserted in lieu
thereof:
PLAN OF DISTRIBUTION
The Shares of HEALTHSOUTH Common Stock may be offered and sold by or for
the account of the Selling Stockholders from time to time as market conditions
permit on the NYSE, or otherwise, at prices and on terms then prevailing or in
negotiated transactions. Some or all of the Shares may be sold by one or more of
the following methods, without limitation: (a) a block trade in which a broker
or dealer so engaged will attempt to sell the shares as agent, but may position
and resell a portion of the block as principal to facilitate the transaction;
(b) purchases by a broker or dealer (including a market maker) as principal and
resale by such broker or dealer for its account pursuant to this Prospectus; (c)
ordinary brokerage transactions and transactions in which the broker solicits
purchasers; and (d) face-to-face transactions between sellers and purchasers
without a broker-dealer. In effecting sales, brokers or dealers engaged by the
Selling Stockholders may arrange for other brokers or dealers to participate.
Such brokers or dealers may receive commissions or discounts from the Selling
Stockholders in amounts to be negotiated. Such brokers and dealers and any other
participting brokers or dealers may be deemed to be "underwriters" within the
meaning of the Securities Act, in connection with such sales. This Prospectus
may also be used by donees and/or pledgees of the Selling Stockholders, or by
other persons acquiring Shares and who wish to offer and sell such Shares.
Upon the Selling Stockholders notifying the Company that any material
arrangement has been entered into with a broker-dealer for the sale of Shares
through a cross or block trade, a supplemental prospectus will be filed under
Rule 424(c) under the Securities Act, setting forth the name of the
participating broker-dealer(s), the number of Shares involved, the price at
which such Shares were sold by the Selling Stockholders, the commissions paid or
discounts or concessions allowed by the Selling Stockholders to such
broker-dealer(s), and where applicable, that such broker-dealer(s) did not
conduct any investigation to verify the information set out in the Prospectus.
The date of this Prospectus Supplement is March 18, 1998.
