Hospital Corporation of America and Subsidiaries - Page 26

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          each range of values as a single estimate of the fair market                
          value of the Securities, which in the aggregate totaled                     
          $299,500,000.                                                               
               On the Form 10-Q filed with the SEC for the quarter ended              
          September 30, 1987, petitioners showed an aggregate value for the           
          Securities of $300 million.  During January 1988, the SEC                   
          questioned whether HCA should have recognized any gain from the             
          sale of the Subsidiaries on that Form 10-Q inasmuch as it                   
          appeared to the SEC that petitioners continued to be                        
          substantially at risk for the operations of the Subsidiaries                
          because of the Guarantee Agreement and the Make Well Agreement              
          and because of the Securities held by petitioners.  Accordingly,            
          petitioners agreed during February 1988 to defer for financial              
          reporting purposes the gain on the sale of the Subsidiaries, and            
          they restated the results of the third quarter 1987 to reflect              
          that deferral.                                                              
          J.C. Bradford Valuation                                                     
               During October 1987, HealthTrust retained the investment               
          banking firm of J.C. Bradford & Co. (J.C. Bradford) to value the            
          Securities for accounting and reporting purposes (J.C. Bradford             
          Valuation).  J.C. Bradford concluded that as of September 17,               
          1987, the fair market value of the class A preferred stock was              
          $212 million, the fair market value of the class B preferred                
          stock was $114 million, and the fair market value of the Common             






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