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Filed Pursuant to Rule 424(B)(3)
Registration No. 33-90268
SUPPLEMENT TO PROSPECTUS
DATED JANUARY 19, 1996
2,850,000 SHARES
COVENTRY CORPORATION
COMMON STOCK
(PAR VALUE $.01 PER SHARE)
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The Prospectus, dated January 19, 1996 (the "Prospectus"), to which
this Supplement, dated December 3, 1996 (the "Supplement"), is attached,
relates to the resale of up to 2,850,000 shares of Common Stock, par value $.01
per share (the "Common Stock"), of Coventry Corporation ("Coventry") issued
pursuant to the terms of an Agreement and Plan of Merger (the "Merger
Agreement"), dated as of February 3, 1995, as amended as of April 28, 1995, and
as further amended June 30, 1995, by and among Coventry, Coventry Acquisition
of Florida, Inc. and HealthCare USA, Inc., and sold or to be sold by certain
persons (the "Selling Stockholders").
R. Ernest Ferrell, M.D., a Selling Stockholder, has transferred 50,000
shares of Common Stock owned by him to National Financial Services Corp. fbo
Fidelity Investments Charitable Gift Fund ("Fidelity"). Fidelity may offer and
sell such shares of Common Stock from time to time as described under the
heading "Plan of Distribution" in the Prospectus. See "Plan of Distribution"
and "Selling Stockholders" in the Prospectus.
The date of this Supplement is December 3, 1996.
