Prospectus Supplement filed under Rule 424(b)(3)
S-3 Registration No. 333-52237
PROSPECTUS SUPPLEMENT
(to Prospectus dated June 3, 1998)
THIS DOCUMENTS 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
$567,750,000
3.25% Convertible Subordinated
Debentures due 2003
and
15,501,707 SHARES OF COMMON STOCK,
PAR VALUE $.01 PER SHARE
The Prospectus, dated June 3, 1998 (the "Prospectus"), relating to the
offering for resale of $567,750,000 aggregate principal amount of 3.25%
Convertible Subordinated Debentures due 2003 and 15,501,707 shares of Common
Stock, par value $.01 per share, of HEALTHSOUTH Corporation (the "Company"), is
hereby supplemented as set forth below.
1. CHARLES SCHWAB TRUST COMPANY is added to the table of Securityholders on
page 15 of the Prospectus, together with the following information as of a
recent date prior to the date of this Prospectus Supplement:
<TABLE>
<CAPTION>
Principal Amount of Debentures Beneficially Owned That May be Sold 515,000
Percentage of Debentures Outstanding *
Number of Conversion Shares That May Be Sold 14,061
Percentage of Common Stock Outstanding *
<S>
2. The information set forth opposite the name GOLDMAN, SACHS & CO. in the
table of Selling SEcurity holders on page 15 is amended as follows:
<C>
Principal Amount of Debentures Beneficially Owned That May be Sold 4,650,000
Percentage of Debentures Outstanding *
Number of Conversion Shares That May Be Sold 126,962
Percentage of Common Stock Outstanding *
</TABLE>
3. The information set forth opposite the name HSBC SECURITIES INC., in the
table of Selling Securityholders on page 15 is amended as follows:
<TABLE>
<CAPTION>
<S> <C>
Principal Amount of Debentures Beneficially Owned That May be Sold 5,200,000
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
Percentage of Debentures Outstanding *
Number of Conversion Shares 141,979
Percentage of Common Stock Outstanding *
</TABLE>
4. LEHMAN BROTHERS is added to the table of Securityholders on page 16 of the
Prospe tus, together with the following information as of a recent date
prior to the date of this Prospectus Supplement:
<TABLE>
<CAPTION>
<S> <C>
Principal Amount of Debentures Beneficially Owned That May be Sold 1,125,000
Percentage of Debentures Outstanding *
Number of Conversion Shares That May Be Sold 30,716
Percentage of Common Stock Outstanding *
</TABLE>
5. The name SBC WARBURG DILLON READ INC., in the table of Selling
Securityholders on page 17 is hereby changed to WARBURG DILLON READ LLC and
the information set forth opposite the name SBC WARBURG DILLON READ INC.,
in the table of Selling Securityholders on page 17 is amended as follows:
<TABLE>
<CAPTION>
<S> <C>
Principal Amount of Debentures Beneficially Owned That May be Sold 11,463,000
Percentage of Debentures Outstanding 2.01%
Number of Conversion Shares 312,982
Percentage of Common Stock Outstanding *
</TABLE>
The date of this Prospectus Supplement is July 17, 1997.
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