April 19, 2006

Via U.S. Mail

William F. Carpenter III
Secretary
LifePoint Hospitals, Inc.
103 Powell Court, Suite 200
Brentwood,  Tennessee  37027

       Re:    LifePoint Hospitals, Inc.
      DEF 14A
      Filed on April 7, 2006
      File No. 0-51251

Dear Mr. Carpenter:

	We have reviewed your filing and have the following comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Schedule 14A
1. Based upon the Schedule 14A filed on April 12, 2006, it would
appear that Accipiter Life Sciences Fund, LP et al. have informed
you
of their intention to nominate and solicit proxies in support of
three directors of their choice.  Please advise us as to what
consideration you have given to advising shareholders of this
potential solicitation in opposition, especially in the event that
the insurgents are successful in their lawsuit to enjoin the
convening of the Annual Meeting on May 8, 2006.  We note the
definitive additional materials you filed April 17, 2006 with
respect
to the lawsuit, however, you do not appear to mention the
solicitation itself.
2. Further, we note that you did not file your Schedule 14A with
the
EDGAR header tag of "PREC14A," notwithstanding the fact that you
appear to have been aware of Accipiter`s   intent to conduct a
solicitation in opposition.  Please advise us as to why you opted
not
to file in preliminary form.  Further, please tell us what
consideration you have given to amending your proxy materials to
provide the disclosure required pursuant to Items 4.b. and 5.b. of
Schedule 14A.  Finally, please tell us whether you have received
timely notice of this or any other matter for consideration by
shareholders under the company`s governing instruments or the
applicable state law.  Describe in detail any contacts or
negotiations you are having or had with Accipiter.

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we
may
have additional comments after reviewing your amendment and
responses
to our comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the filing persons are in possession
of
all facts relating to a company`s disclosure, they are responsible
for the accuracy and adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the filing person acknowledging that:

* the filing person is responsible for the adequacy and accuracy
of
the disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the filing person 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.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.


	You may contact me at (202) 551-3264 with any questions.  You
may also reach me via facsimile at (202) 772-9203.

								Sincerely,



								Mara L. Ransom
								Special Counsel
								Office of Mergers and
Acquisitions

cc via facsimile at (212) 259-6333:

Morton A. Pierce, Esq.
Dewey Ballantine LLP
LifePoint Hospitals, Inc.
April 19, 2006
Page 1



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-3628

         DIVISION OF
CORPORATION FINANCE