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                    UNITED SURGICAL PARTNERS HOLDINGS, INC.

                        LETTER TO REGISTERED HOLDERS AND
                     DEPOSITORY TRUST COMPANY PARTICIPANTS
                                      FOR
                           TENDER OF ALL OUTSTANDING
                     10% SENIOR SUBORDINATED NOTES DUE 2011
                                IN EXCHANGE FOR
                     10% SENIOR SUBORDINATED NOTES DUE 2011
                      THAT HAVE BEEN REGISTERED UNDER THE
                             SECURITIES ACT OF 1933

    THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
            , 2002, UNLESS EXTENDED (THE "EXPIRATION DATE").

    NOTES TENDERED IN THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO
5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE UNLESS PREVIOUSLY ACCEPTED
FOR EXCHANGE.

To Registered Holders and Depository Trust Company Participants:

    We are enclosing herewith the material listed below relating to the offer by
United Surgical Partners Holdings, Inc., a Delaware corporation (the "Company"),
to exchange its 10% Senior Subordinated Notes due 2011 (the "New Notes"), which
have been registered under the Securities Act of 1933 (the "Securities Act"),
for a like principal amount of its issued and outstanding 10% Senior
Subordinated Notes due 2011 (the "Old Notes") upon the terms and subject to the
conditions set forth in the Company's Prospectus, dated             , 2002, and
the related Letter of Transmittal (which together constitute the "Exchange
Offer").

    Enclosed herewith are copies of the following documents:

    1.  Prospectus, dated             , 2002;

    2.  Letter of Transmittal (together with accompanying Substitute Form W-9
       Guidelines);

    3.  Notice of Guaranteed Delivery; and

    4.  Letter that may be sent to your clients for whose accounts you hold Old
       Notes in your name or in the name of your nominee, which contains a
       letter that may be sent from your clients to you with such client's
       instruction with regard to the Exchange Offer.

    We urge you to contact your clients promptly. Please note that the Exchange
Offer will expire on the Expiration Date unless extended.

    The Exchange Offer is not conditioned upon any minimum number of Old Notes
being tendered.

    Pursuant to the Letter of Transmittal, each holder of Old Notes will
represent to the Company that (i) the New Notes acquired in exchange for Old
Notes pursuant to the Exchange Offer are being acquired in the ordinary course
of business of the person receiving such New Notes, (ii) the holder is not
engaging in and does not intend to engage in a distribution of the New Notes,
(iii) the holder does not have any arrangement or understanding with any person
to participate in the distribution of New Notes, and (iv) neither the holder nor
any such other person is an "affiliate" (within the meaning of Rule 405 under
the Securities Act) of the Company. If the holder is a broker-dealer that will
receive New Notes for its own account in exchange for Old Notes that were
acquired as a result of market-making activities or other trading activities, it
must acknowledge that it will deliver a prospectus in connection with any resale
of such New Notes.
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    The enclosed Letter to Clients contains an authorization by the beneficial
owners of the Old Notes for you to make the foregoing representations.

    The Company will not pay any fee or commission to any broker or dealer or to
any other person (other than the Exchange Agent) in connection with the
solicitation of tenders of Old Notes pursuant to the Exchange Offer.

    Additional copies of the enclosed material may be obtained from the
undersigned.

                                          Very truly yours,

                                          UNITED SURGICAL PARTNERS
                                          HOLDINGS, INC.

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