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| File No. 039821-0000 | |
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VIA EDGAR AND FACSIMILE
Vanessa Robertson
Staff Accountant
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Tenet Healthcare Corporation
Item 4.02 Form 8-K Filed March 2, 2006
File No. 001-07293
Dear Ms. Robertson:
I am writing on behalf of Tenet Healthcare Corporation (the “Company”) to respond to the comment set forth below that was contained in the letter dated March 3, 2006 (the “Comment Letter”) from the staff of the Securities and Exchange Commission (the “Staff”) to the Company concerning the above-referenced Form 8-K.
Item 4.02(a)
1. Please expand your disclosure in the third paragraph of Item 4.02(a) to clarify the date of the conclusion that it was necessary to further restate the financial statements for the calendar year ended December 31, 2004 and periods back to and including the fiscal year ended May 31, 1999. In addition, please clarify who determined that it was necessary to further restate the financial statements. Finally, please clarify the nature of the prior period reserves that have caused the additional adjustments.
RESPONSE: The Company is filing today an amendment to the Form 8-K to make the requested changes and is also providing disclosure related to these matters in Note 2 to its financial statements in the Form 10-K for the year ended December 31, 2005 being filed at the same time.
U.S. Securities and Exchange Commission
March 9, 2006
* * * * * * *
As requested by the Staff, the Company confirms the following:
• The Company is responsible for the adequacy and accuracy of the disclosure in its filings with the Commission;
• Staff comments or changes to disclosure in response to Staff comments in the filings reviewed by the Staff do not foreclose the Commission from taking any action with respect to the filing; and
• The Company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
We are filing this letter via EDGAR and faxing a copy of it to you. If you have any questions or comments regarding our response to the Comment Letter, please do not hesitate to contact me at (213) 891-7421.
Very truly yours,
/s/ Steven B. Stokdyk
Steven B. Stokdyk
of LATHAM & WATKINS LLP
cc: Peter Urbanowicz
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