Vanguard Health Systems (VHS) 8-K Results of Operations and Financial Condition

EXHIBIT 99.3

VANGUARD HEALTH SYSTEMS, INC.
Calculation of Certain Financial Covenants under Senior Secured Credit Agreement
December 31, 2008

($ presented in millions)				Trailing twelve months ended December 31, 2008
Interest Coverage Ratio
Adjusted EBITDA(1)	$			283.1
Add:  Equity method cash distributions received				1.0
Less:  Minority interest distributions paid				(4.7	)
Add:  Franchise tax expense				0.1
Add:  Gross interest income recognized				3.6
Add:  Capitalized interest recorded				1.9
Consolidated EBITDA, as defined in senior secured credit agreement		$		285.0		A
Net interest	$			115.4
Add:  Capitalized interest recorded				1.9
Less:  Non-cash accretion of senior discount notes				(20.7	)
Less:  Non-cash amortization of financing costs				(5.1	)
Less:  Interest related to specified construction projects				(2.1	)
Consolidated cash interest expense, as defined in senior secured credit agreement		$		89.4		B
Interest coverage ratio (A/B)				3.19x
Minimum interest coverage ratio required as of December 31, 2008				2.00x
				As of December 31, 2008
Leverage Ratio
Borrowings outstanding under senior term credit facility	$			770.3
9.0% senior subordinated notes outstanding				575.0
Less:  Cash and cash equivalents				(234.6	)
Less:  Restricted cash				(2.0	)
Less:  Debt incurred to fund specified construction projects				(16.6	)
Consolidated debt, as defined in senior secured credit agreement			$	1,092.1		C
Consolidated EBITDA, as defined in senior secured credit agreement			$	285.0		A
Leverage ratio (C/A)				3.83x
Maximum leverage ratio allowed as of December 31, 2008				5.00x

VANGUARD HEALTH SYSTEMS, INC.
Calculation of Certain Financial Covenants under Senior Secured Credit Agreement
December 31, 2008
(continued)

($ presented in millions)		Trailing twelve months ended December 31, 2008
Senior Leverage Ratio
Consolidated debt, as defined in senior secured credit agreement	$	1,092.1
Less:  9.0% senior subordinated notes outstanding		(575.0	)
Consolidated senior debt, as defined in senior secured credit agreement	$	517.1		D
Consolidated EBITDA, as defined in senior secured credit agreement	$	285.0		A
Senior leverage ratio (D/A)		1.81x
Maximum senior leverage ratio allowed as of December 31, 2008		3.50x

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⁽¹⁾Adjusted EBITDA is defined as income before interest expense (net of interest income), income taxes, depreciation and amortization, minority interests, gain or loss on disposal of assets, equity method income or loss, stock compensation, monitoring fees and expenses, realized holding loss on investments and discontinued operations, net of taxes. Adjusted EBITDA is not intended as a substitute for net income (loss), operating cash flows or other cash flow statement data determined in accordance with accounting principles generally accepted in the United States. Due to varying methods of calculation, Adjusted EBITDA as presented may  not be comparable to similarly titled measures of other companies. The following table provides a reconciliation of Adjusted EBITDA to net income (loss) during the trailing twelve months ended December 31, 2008 (in millions).

					Add:			Less:
		Six months ended December 31, 2008			Year ended June 30, 2008			Six months ended December 31, 2007			Trailing twelve months ended December 31, 2008
Net income (loss)	$	11.0		$	(0.7	)	$	(6.4	)	$	16.7
Interest, net		57.3			122.1			64.0			115.4
Income tax expense (benefit)		5.3			1.7			(3.5	)		10.5
Depreciation and amortization		64.4			131.0			65.2			130.2
Minority interests		1.6			3.0			1.7			2.9
Loss (gain) on disposal of assets		(2.1	)		0.9			0.2			(1.4	)
Equity method income		(0.3	)		(0.7	)		(0.2	)		(0.8	)
Stock compensation		2.2			2.5			1.0			3.7
Monitoring fees and expenses		2.6			6.3			3.7			5.2
Realized holding loss on investments		0.6			–			–			0.6
Discontinued operations, net of taxes		(0.9	)		0.3			(0.7	)		0.1
Adjusted EBITDA	$	141.7		$	266.4		$	125.0		$	283.1