Tenet Shareholder Committee DFRN14A Revised proxy by non-management

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrant  [   ]

Filed by a Party other than the Registrant  [X]

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[   ] Preliminary Proxy Statement  [   ] Confidential, for Use of the Commission Only (as permitted by Rule 14a- 6(e)(2))

[X]  Definitive Proxy Statement

[   ]  Definitive Additional Materials

[   ]  Soliciting Material Pursuant to § 240.14a-11(c) or § 240.14a-12

TENET HEALTHCARE CORPORATION

(Name of Registrant as Specified in Its Charter)

TENET SHAREHOLDER COMMITTEE, L.L.C.

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X]	No fee required.
[   ]	$125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6a-6(i)(2) or Item 22(a)(2) of Schedule 14A.
[   ]	Fee computed on table below per Exchange Act Rules 14a-6(i)(l) and 0-11.

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      (3)  Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):

      (4)  Proposed maximum aggregate value of transaction:

      (5)  Total fee paid:

      [   ]  Fee paid previously with preliminary materials.

      [   ]  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

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TENET HEALTHCARE CORPORATION

2000 ANNUAL MEETING OF SHAREHOLDERS

THIS PROXY IS SOLICITED BY THE

TENET SHAREHOLDER COMMITTEE, L.L.C.

    The undersigned hereby appoints M. Lee Pearce, M.D. and Michael E. Gallagher, and each of them, as attorneys and agents with full power of substitution as proxy of the undersigned at the 2000 Annual Meeting of Shareholders of Tenet Healthcare Corporation (“Tenet” or the “Company”), to be held at 9:30 a.m. local time on October 11, 2000, at the Regent Beverly Wilshire Hotel in Beverly Hills, California, or at any postponement or rescheduling, and to vote all shares of common stock of Tenet Healthcare Corporation that the undersigned would be entitled to vote if personally present. The undersigned hereby revokes any previous proxies with respect to the matters covered by this proxy.

    THE TENET SHAREHOLDER COMMITTEE RECOMMENDS VOTING FOR M. LEE PEARCE, M.D., MICHAEL E. GALLAGHER, AMBASSADOR JOSEPH M. RODGERS, AND CLAIRE S. FARLEY. (Ms. Farley to serve only if four director positions are subject to election at the Annual Meeting.) The Committee makes no recommendation on Proposals 2 and 3.

VOTING

[X]  PLEASE MARK YOUR VOTES AS IN THIS EXAMPLE

1.

    Election of the following nominees to the Board of Directors:

    M. Lee Pearce, M.D. Michael E. Gallagher Ambassador Joseph M. Rodgers Claire S. Farley

[   ]  Vote For All Nominees [   ]  Withhold Authority to Vote for All Nominees [   ]  Exceptions

    (INSTRUCTIONS: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, MARK THE “EXCEPTIONS” BOX AND STRIKE A LINE THROUGH THAT NOMINEE’S NAME.)

2.

    Proposal to approve the Tenet Healthcare Corporation Second Amended and Restated 1994 Directors’ Stock Option Plan.

    For  [   ] Against  [    ] Abstain  [   ]

3.

    Proposal to ratify the selection of KPMG LLP as independent auditors for the fiscal year ending May 31, 2001.

    For  [   ] Against  [    ] Abstain  [   ]

    THE SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS SPECIFIED HEREIN. WHERE NO VOTING INSTRUCTIONS ARE GIVEN, THE SHARES REPRESENTED BY THIS PROXY WILL BE VOTED FOR M. LEE PEARCE, M.D., MICHAEL E. GALLAGHER, AMBASSADOR JOSEPH M. RODGERS, AND CLAIRE S. FARLEY (Ms. Farley to serve only if four director positions are subject to election at the Annual Meeting), and will abstain with respect to Proposals 2 and 3.

    In their discretion, Dr. Pearce and Mr. Gallagher are authorized to vote upon such other business as may properly come before the Annual Meeting or any adjournment, postponement or rescheduling, about which the shareholders were not made aware within a reasonable time before this solicitation.

    Please date and sign this proxy exactly as your name appears hereon:

Dated:  ______________________________, 2000

(Signature)

(Signature, if held jointly)

(Title)

    When shares are held by joint tenants, both should sign. When signing as attorney-in-fact, executor, administrator, trustee, guardian, corporate officer or partner, please give full title as such. If a corporation, please sign in corporate name by President or other authorized officer. If a partnership, please sign in partnership name by authorized person.

   PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY CARD PROMPTLY IN THE ENCLOSED ENVELOPE PROVIDED.