1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 17, 2001 -------------- HCA - THE HEALTHCARE COMPANY (Exact Name of Company as Specified in Its Charter) DELAWARE 001-11239 75-2497104 (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) ONE PARK PLAZA NASHVILLE, TENNESSEE 37203 (Address and Zip Code of Principal Executive Offices) (615) 344-9551 (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS. In connection with the issuance and sale, pursuant to the Securities Act of 1933, as amended, of an aggregate of $500,000,000 principal amount of the Registrant's 7.125% Notes due 2006, the Registrant files herewith those Exhibits listed in Item 7(c) below. ITEM 7(c). EXHIBITS. The following Exhibits are furnished in accordance with Item 601 of Regulation S-K: Exhibit 1.1 Underwriting Agreement Standard Provisions (Debt Securities) dated January 23, 2001 (filed as Exhibit 1.1 to the Registrant's Current Report on Form 8-K dated January 23, 2001 and incorporated herein by reference). Exhibit 1.2 Underwriting Agreement (Terms) dated May 17, 2001, by and among HCA - The Healthcare Company and the several Underwriters named therein. Exhibit 4.1 7.125% Note in the principal amount of $400,000,000 due 2006. Exhibit 4.2 7.125% Note in the principal amount of $100,000,000 due 2006. -2- 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HCA - THE HEALTHCARE COMPANY /s/ John M. Franck II -------------------------------------------- John M. Franck II Vice President and Corporate Secretary May 22, 2001