Edgar Filing: TRIAD HOSPITALS INC

As Filed with the Securities and Exchange Commission on July 24, 2001

Registration No. 333-65208

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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

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AMENDMENT NO. 1

FORM S-4

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

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TRIAD HOSPITALS, INC.
and the Guarantors identified in footnote (1) below
(Exact name of registrant as specified in its charter)

DELAWARE 8062 75-2816101
(State of or other jurisdiction (Primary Standard Industrial (I.R.S. Employer
of incorporation or organization) Classification Code Number) Identification No.)

13455 Noel Road, 20th Floor
Dallas, Texas 75240
(972) 789-2700
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)

Donald P. Fay, Esq.
Executive Vice President, General Counsel and Secretary
13455 Noel Road, 20th Floor
Dallas, Texas 75240
(972) 789-2700
(Name, address, including zip code, and telephone number,
including area code, of agent for service)

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Copies to:

Morton A. Pierce, Esq.
Michelle B. Rutta, Esq.
Dewey Ballantine LLP
1301 Avenue of the Americas
New York, New York 10019-6092
(212) 259-8000

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Approximate date of commencement of proposed sale of the securities to the
public: As soon as practicable after this Registration Statement becomes
effective.

If the securities being registered on this form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box. [_]

If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, check the following box and
list the Securities Act registration statement number of the earlier effective
registration statement for the same offering. [_]

If this Form is a post-effective amendment filed pursuant to Rule 462(d)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [_]

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The Registrant hereby amends this Registration Statement on such date or
dates as may be necessary to delay its effective time until the Registrant
shall file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.

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(1) The following domestic direct and indirect subsidiaries of Triad
Hospitals, Inc. are Guarantors of the Notes and are Co-Registrants, each of
which, unless otherwise indicated, is incorporated in the state of Delaware
and has the I.R.S. Employer Identification Number indicated: Alice Hospital,
LLC (62-1762534); Alice Surgeons, LLC (62-1762533); American Health
Facilities Development, LLC (62-1744953); APS Medical, LLC (62-1769684);
Arizona ASC Management, Inc., an Arizona corporation (62-1606155); Arizona
DH, LLC (91-2065656); Arizona Medco, LLC (62-1769646); Beauco, LLC
(62-1771881); Beaumont Regional, LLC (62-1762517); Bluffton Health System
LLC (62-1792272); Brazos Medco, LLC (62-1771852); Brazos Valley of Texas,
L.P. (62-1766951); Brazos Valley Surgical Center, LLC (62-1766953);
Brownwood Hospital, L.P. (62-1762521); Brownwood Medical Center, LLC
(62-1762523); BVSC, LLC (62-1766949); Carlsbad Medical Center, LLC
(62-1762526); Carolinas Medical Alliance, Inc., a South Carolina corporation
(62-1671678); Claremore Physicians, LLC (62-1772261); Claremore Regional
Hospital, LLC (62-1757649); Clinico, LLC (62-1771864); Clinton County Health
System LLC (52-2024217); College Station Hospital, L.P. (62-1762360);
College Station Medical Center, LLC (62-1762359); College Station Merger,
LLC (62-1771861); Coronado Hospital, LLC (62-1762361); Coronado Medical, LLC
(62-1769696); Crestwood Healthcare, L.P. (62-1647983); Crestwood Hospital &
Nursing Home, Inc., an Alabama corporation (63-0478864); Crestwood Hospital
Holdings, Inc., an Alabama corporation (62-1113742); CSDS, LLC (75-2828352);
CSMC, LLC (62-1762362); Dallas PHY Service, LLC (62-1769544); Dallas
Physician Practice, L.P. (62-1771848); Day Surgery, Inc., a Kansas
corporation (48-0813816); Detar Hospital, LLC (62-1754943); DFW Physerv, LLC
(62-1771842); Doctors Medical Center, LLC (62-1762365); Doctors of Laredo,
LLC (62-1762366); Douglas Medical Center, LLC (62-1762367); E.D. Clinics,
LLC (62-1762068); El Dorado Medical Center, LLC (62-1754930); Eye Institute
of Southern Arizona, LLC (62-1772259); Frankfort Health Partner, Inc., an
Indiana corporation (35-2009540); Gadsden Regional Primary Care, Inc., an
Alabama corporation (63-1141940); GCMC, LLC (62-1762372); GH Texas, LLC
(62-1766932); GHC Hospital, LLC (62-1757667); GRB Real Estate, LLC
(75-2887762); Greenbrier VMC, LLC (75-2821745); Gulf Coast Hospital, L.P.
(62-1762373); Gulf Coast Medical Center, LLC (62-1762374); Hattiesburg
Ambulatory Surgery Center, LLC (62-1830299); HDP DeQueen, LLC (62-1767903);
HDP Woodland Heights, L.P. (62-1767909); HDP Woodland Property, LLC
(62-1767906); HDPWH, LLC (62-1767914); Healdsburg of California, LLC
(62-1762381); Hobbs Medco, LLC (62-1769641); Hobbs Physician Practice, LLC
(62-1762073); Hospital of Beaumont, LLC (62-1762384); IOM Health System,
L.P., an Indiana corporation (35-1963748); IRHC, LLC (62-1762415);
Kensingcare, LLC (62-1769731); Lake Area Physician Services, LLC
(75-2864057); Laredo Hospital, L.P. (62-1762417); Las Cruces Medical Center,
LLC (75-2905434); Lea Regional Hospital, LLC (62-1760149); Longview Medical
Center, L.P. (62-1762420); Longview Merger, LLC (62-1769639); LRH, LLC
(62-1762421); LS Psychiatric, LLC (75-2828353); MCI Panhandle Surgical, L.P.
(62-1766335); Medical Center at Terrell, LLC (62-1760814); Medical Center of
Brownwood, LLC (62-1762425); Medical Holdings, Inc., a Kansas corporation
(62-1755733); Medical Management, Inc., a Kansas corporation (48-0922165);
Medical Park Hospital, LLC (62-1762426); Medical Park MSO, LLC (62-1762078);
Memorial Hospital, LLC (62-1757915); Mid-Plains, LLC (62-1769743); Mission
Bay Memorial Hospital, LLC (62-1757657); Missouri HealthServ, LLC
(62-1769689); Navarro Hospital, L.P. (62-1762428); Navarro Regional, LLC
(62-1762429); NC-CSH, Inc., a California corporation (95-4443580); NC-DSH,
Inc., a Nevada corporation (88-0305790); NC-SCHI, Inc., a Georgia
corporation (58-2068562); Northwest Hospital, LLC (62-1762430); Northwest
Rancho Vistoso Imaging Services, LLC (75-2894366); NRH, LLC (62-1762431);
OPRMC, LLC (62-1762432); Oregon Healthcorp, LLC (62-1769632); Pacific East
Division Office, L.P. (62-1772258); Pacific Group ASC Division, Inc., an
Arizona corporation (62-1763604); Pacific Physicians Service, LLC
(62-1763392); Pacific West Division Office, LLC (75-2828365); Palm Drive
Hospital, L.P. (62-1762433); Palm Drive Medical Center, LLC (62-1762434);
Pampa Hospital, L.P. (62-1762437); Pampa Medical Center, LLC (62-1762440);
PDMC, LLC (62-1762448); Pecos Valley of New Mexico, LLC (62-1766959);
Phoenix Amdeco, LLC (62-1766958); Phoenix Surgical, LLC (62-1769652);
Physicians and Surgeons Hospital of Alice, L.P. (62-1762451); Phys-Med, LLC
(62-1769748); Piney Woods Healthcare System, L.P. (62-1762559); Primary
Medical, LLC (62-1769733); Procure Solutions, LLC (62-1816477); Psychiatric
Services of Paradise Valley, LLC (58-2387537); QHG Georgia Holdings, Inc., a
Georgia corporation (58-2386459); QHG Georgia, LP, a Georgia limited
partnership (58-2387459); QHG of Alabama, Inc., an Alabama corporation
(62-1491803); QHG of Barberton, Inc., an Ohio corporation (31-1472381); QHG
of Baton Rouge, Inc., a Louisiana corporation (62-1748573); QHG of Bluffton,
Inc., an Indiana corporation (62-1792274); QHG of Clinton County, Inc., an
Indiana corporation (35-2006952); QHG of Enterprise, Inc., an Alabama
corporation (63-1159023); QHG of Forrest County, Inc., a Mississippi
corporation (62-1704095); QHG of Fort Wayne, Inc., an Indiana corporation
(35-1946949); QHG of Gadsden, Inc., an Alabama corporation (63-1102774); QHG
of Hattiesburg, Inc., a Mississippi corporation (62-1704097); QHG of
Indiana, Inc., an Indiana corporation (35-1946948); QHG of Jacksonville,
Inc., an Alabama corporation (62-1637909); QHG of Lake City, Inc., a South
Carolina corporation (57-1022325); QHG of Massillon, Inc., an Ohio
corporation (31-1472380); QHG of Ohio, Inc., an Ohio corporation
(62-1482681); QHG of South Carolina, Inc., a South Carolina corporation
(62-1587267); QHG of Spartanburg, Inc., a South Carolina corporation
(57-1040117); QHG of Springdale, Inc., an Arkansas corporation (62-1755664);
QHG of Texas, Inc., a Texas corporation (62-1472331); QHG of Warsaw, Inc.,
an Indiana corporation (62-1764509); QHR International, LLC (62-1799409);
Quorum Elf, Inc. (52-2064049); Quorum Health Group of Vicksburg, Inc., a
Tennessee corporation (62-1437734); Quorum Health Resources, LLC
(62-1742954); Quorum Health Services, Inc. (51-0370595); Quorum, Inc.
(51-0327978); Regional Hospital of Longview, LLC (62-1762464); Rehab
Hospital of Fort Wayne General Partnership (25-1684676); SACMC, LLC
(62-1762472); San Angelo Community Medical Center, LLC (62-1762473); San
Angelo Hospital, L.P. (62-1762476); San Angelo Medical, LLC (62-1769697);
San Diego Hospital, L.P. (62-1757914); San Leandro Hospital, L.P.
(62-1762479); San Leandro Medical Center, LLC (62-1762481); San Leandro, LLC
(62-1761996); SDH, LLC (62-1762482); Sebastopol, LLC (62-1761995); Silsbee
Texas, LLC (62-1769667); SLH, LLC (62-1762489); Software Sales Corp., a
Tennessee corporation (62-1648746); South Alabama Managed Care Contracting,
Inc., an Alabama corporation (62-1652849); South Alabama Medical Management
Services, Inc., an Alabama corporation (62-1655072); South Alabama Physician
Services, Inc., an Alabama corporation (62-1652851); South Arkansas Clinic,
LLC (62-1766959); SouthCrest, L.L.C., an Oklahoma limited liability company
(62-1723864); Southern Texas Medical Center, LLC (62-1769737); Sprocket
Medical Management, Inc., a Texas corporation (62-1748895); St. Joseph
Health System LLC (51-0382045); St. Joseph Medical Group, Inc., an Indiana
corporation (35-2082181); Surgical Center of Amarillo, LLC (62-1762539);
Surgicare of Independence, Inc., a Missouri corporation (62-1615259);
Surgicare of San Leandro, Inc., a California corporation (62-1272726);
Surgicare of Southeast Texas I, LLC (75-2855264); Surgicare of Victoria,
Inc., a Texas corporation (74-2283161); Surgicare of Victoria, Ltd., a Texas
limited partnership (76-0098497); Surgicare Outpatient Center of Lake
Charles, Inc., a Louisiana corporation (72-0958812); Surgicenter of Johnson
County, Inc., a Kansas corporation (95-3978676); Surgicenters of America,
Inc., an Arizona corporation (86-0254331); Terrell Hospital, L.P.
(62-1754939); Terrell Medical Center, LLC (62-1754941); The Intensive
Resource Group, LLC (62-1744954); The Vicksburg Clinic LLC (62-1758264);
Triad Corporate Services, Limited Partnership (62-1779580); Triad CSGP, LLC
(62-1779579); Triad CSLP, LLC (62-1779578); Triad El Dorado, Inc., an
Arkansas corporation (62-1628508); Triad Healthcare System of Phoenix,
Limited Partnership (62-1647982); Triad Holdings II, LLC (62-1778735); Triad
Holdings III, Inc. (75-2821745); Triad of Arizona (L.P.), Inc., an Arizona
corporation (61-1081190); Triad of Phoenix, Inc., an Arizona corporation
(62-1647980); Triad RC, Inc. (62-1761941); Triad Texas, LLC (62-1766930);
Triad-Arizona I, Inc., an Arizona corporation (62-1687283); Triad-Denton
Hospital GP, LLC (75-2887764); Triad-Denton Hospital, L.P. (75-2887765);
Triad-Medical Center at Terrell Subsidiary, LLC, a Texas limited liability
company (62-1681607); Triad-Navarro Regional Hospital Subsidiary, LLC, a
Texas limited liability company (62-1681610); Triad-South Tulsa Hospital
Company, Inc., an Oklahoma corporation (62-1678883); TROSCO, LLC
(62-1778109); Trufor Pharmacy, LLC (62-1769732); VFARC, LLC (75-2828355);
VHC Holdings, LLC (75-2828356); VHC Medical, LLC (62-1769671); Victoria
Hospital, LLC (62-1760818); Victoria of Texas, L.P. (62-1754940); VMF
Medical, LLC (75-2828362); VRMC Limited Partnership, a Texas limited
partnership (74-2590301); Wagoner Community Hospital, LLC (62-1757666);
WAMC, LLC (62-1762544); Warsaw Health System LLC (62-1764613); Wesley Health
System LLC (52-2050792); Wesley HealthTrust, Inc., a Mississippi corporation
(64-0873336); West Anaheim Medical Center, LLC (62-1762547); West Anaheim,
LLC (62-1761999); West Virginia MS, LLC (75-2887763); Wharton Medco, LLC
(62-1769651); WHMC, LLC (62-1762551); Willamette Valley Clinics, LLC
(62-1766695); Willamette Valley Medical Center, LLC (62-1762552); WM
Medical, LLC (75-2828363); Women & Children's Hospital, LLC (62-1762556);
and Woodland Heights Medical Center, LLC (62-1762558).

EXPLANATORY NOTE

Triad Hospitals, Inc. and the other Registrants named herein have prepared
this Amendment No. 1 to the Registration Statement, Registration No. 333-65208,
for the purpose of filing with the Securities and Exchange Commission Exhibit
25.1, Exhibit 99.1, Exhibit 99.2, Exhibit 99.3, Exhibit 99.4 and Exhibit 99.5
to such Registration Statement. Amendment No. 1 does not modify any provision
of the Prospectus included in the Registration Statement, which is incorporated
herein by reference; accordingly, such Prospectus has not been included herein.

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item 20. Indemnification of Directors and Officers.

Triad is a Delaware corporation. Reference is made to Section 145 of the
Delaware General Corporation Law as to indemnification by Triad of its officers
and directors. The general effect of such law is to empower a corporation to
indemnify any of its officers and directors against certain expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement actually and
reasonably incurred by the person to be indemnified in connection with certain
actions, suits or proceedings (threatened, pending or completed) if the person
to be indemnified acted in good faith and in a manner he or she reasonably
believed to be in, or not opposed to, the best interests of the corporation
and, with respect to any criminal action or proceeding, had no reasonable cause
to believe his or her conduct was unlawful.

Article Fourteenth of Triad's Certificate of Incorporation (which
Certificate of Incorporation is incorporated by reference to Exhibit 3.1 to
this Registration Statement) provides for the indemnification of Triad's
officers and directors in accordance with the Delaware General Corporation Law.
Article Tenth of Triad's Certificate of Incorporation includes, as permitted by
the Delaware General Corporation Law, certain limitations on the potential
personal liability of members of Triad's Board of Directors for monetary
damages as a result of actions taken in their capacity as Board members.

The directors and officers of Triad are covered by insurance policies
indemnifying them against certain liabilities arising under the Securities Act,
which might by incurred by them in such capacities.

Item 21. Exhibits and Financial Statement Schedules.

(a) Exhibits

Exhibit No. Description
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3.1 Certificate of Incorporation of the Company, as amended April 27, 2001, incorporated herein by
reference from Exhibit 3.1 to the Company's Post Effective Amendment No. 1 on Form S-8 to the
Registration Statement on Form S-4, filed with the Commission on April 27, 2001.

3.2 Bylaws of the Company, as amended February 18, 2000, incorporated herein by reference from
Exhibit 3.2 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31,
2000, filed with the Commission on March 1, 2001.

4.1 Indenture (including form of 8 3/4% Senior Notes due 2009) dated as of April 27, 2001 among the
Company, the Guarantors named therein and Citibank, N.A., as Trustee, incorporated herein by
reference from Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q, for the quarter ended
March 31, 2001, filed with the Commission on May 15, 2001.

4.2 Registration Rights Agreement dated as of April 27, 2001 among the Company, the Guarantors
named therein and the Initial Purchasers named therein, incorporated herein by reference from
Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q, for the quarter ended March 31,
2001, filed with the Commission on May 15, 2001.

4.3 Indenture (including form of 11% Senior Subordinated Notes due 2009) dated as of May 11, 1999
between Healthtrust and Citibank, N.A., as Trustee, incorporated herein by reference from Exhibit
4.2(a) to the Company's Quarterly Report on Form 10-Q, for the quarter ended March 31, 1999,
filed with the Commission on June 11, 1999.

II-1

Exhibit No. Description
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4.4 Company Assumption Agreement dated as of May 11, 1999 between Healthtrust and the
Company, incorporated herein by reference from Exhibit 4.4(b) to the Company's Quarterly
Report on Form 10-Q, for the quarter ended March 31, 1999, filed with the Commission on
June 11, 1999.

4.5 Triad Hospitals Holdings, Inc. Assumption Agreement dated as of May 11, 1999 between the
Company and Triad Hospitals Holdings, Inc., incorporated herein by reference from Exhibit
4.4(c) to the Company's Quarterly Report on Form 10-Q, for the quarter ended March 31, 1999,
filed with the Commission on June 11, 1999.

4.6 Guarantor Assumption Agreements dated as of May 11, 1999 between Triad Hospitals
Holdings, Inc. and the Guarantors signatory thereto, incorporated herein by reference from
Exhibit 4.4(d) to Triad's Quarterly Report on Form 10-Q, for the quarter ended March 31, 1999,
filed with the Commission on June 11, 1999.

4.7 Form of 8 3/4% Senior Notes due 2009 (filed as part of Exhibit 4.1).

4.8 Form of 11% Senior Subordinated Notes due 2009 (filed as part of Exhibit 4.3).

5.1 Opinion of Dewey Ballantine LLP as to the legality of the securities being registered.*

12.1 Statement of Computation of Ratio of Earnings to Fixed Charges.*

23.1 Consent of Dewey Ballantine LLP (included as part of its opinion filed as Exhibit 5.1 hereto).*

23.2 Consent of Ernst & Young LLP with respect to the Company.*

23.3 Consent of Ernst & Young LLP with respect to Quorum Health Group, Inc.*

24.1 Power of Attorney (included on the signature pages of this S-4 and incorporated herein by
reference).

25.1 Form T-1 Statement of Eligibility of Trustee.

99.1 Form of Letter of Transmittal.

99.2 Form of Notice of Guaranteed Delivery.

99.3 Form of Letter to Clients.

99.4 Form of Letter to Brokers.

99.5 Form of Instructions to Registered Holders.

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* Previously filed.

Item 22. Undertakings.

1. The undersigned registrant hereby undertakes:

(a) To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement:

(i) To include any prospectus required by section 10(a)(3) of the
Securities Act of 1933;

II-2

(ii) To reflect in the prospectus any facts or events arising after
the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth
in the registration statement. Notwithstanding the foregoing, any
increase or decrease in volume of securities offered (if the total
dollar value of securities offered would not exceed that which was
registered) and any deviation from the low or high end of the estimated
maximum offering range may be reflected in the form of prospectus filed
with the Commission pursuant to Rule 424(b) if, in the aggregate, the
changes in volume and price represent no more than a 20% change in the
maximum aggregate offering price set forth in the "Calculation of
Registration Fee" table in the effective registration statement; and

(iii) To include any material information with respect to the plan of
distribution not previously disclosed in the registration statement or
any material change to such information in the registration statement.

(b) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to
be the initial bona fide offering thereof.

(c) To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the
termination of the offering.

2. The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be a new registration statement relating to the
securities offered therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.

3. Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.

4. The undersigned registrant hereby undertakes to respond to requests for
information that is incorporated by reference into the prospectus pursuant to
Item 4, 10(b), 11, or 13 of this form, within one business day of receipt of
such request, and to send the incorporated documents by first class mail or
other equally prompt means. This includes information contained in documents
filed subsequent to the effective date of the registration statement through
the date of responding to the request.

5. The undersigned registrant hereby undertakes to supply by means of a
post-effective amendment all information concerning a transaction, and the
company being acquired involved therein, that was not the subject of and
included in the registration statement when it became effective.

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SIGNATURES

Pursuant to the requirements of the Securities Act, the Registrant has duly
caused this Amendment No. 1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Dallas,
State of Texas, on July 24, 2001.

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY

By: _________________________________

Donald P. Fay

Executive Vice President, General
Counsel and Secretary

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* Chairman of the Board, Chief July 24, 2001
------------------------ Executive Officer, President
James D. Shelton and Director
(Principal Executive Officer)

* Executive Vice President, Chief July 24, 2001
------------------------ Operating Officer and Director
Michael J. Parsons

* Executive Vice President, Chief July 24, 2001
------------------------ Financial Officer and Treasurer
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Director July 24, 2001
------------------------
Thomas G. Loeffler, Esq.

* Director July 24, 2001
------------------------
Thomas F. Frist III

* Director July 24, 2001
------------------------
Marvin T. Runyon

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Signature Title Date
--------- ----- ----

* Director July 24, 2001
---------------------------
Uwe E. Reinhardt, Ph.D.

--------------------------- Director
Dale V. Kesler

* Director July 24, 2001
---------------------------
Gale E. Sayers

* Director July 24, 2001
---------------------------
Donald B. Halverstadt, M.D.

* Director July 24, 2001
---------------------------
Barbara A. Durand, Ed.D.

* Director July 24, 2001
---------------------------
Russell L. Carson

* Director July 24, 2001
---------------------------
James E. Dalton, Jr.

* Director July 24, 2001
---------------------------
Nancy-Ann DeParle

The undersigned, by signing his name hereto, does sign and execute this
Amendment No. 1 pursuant to the Powers of Attorney executed by the above named
directors and officers of the Registrant and previously filed with the
Securities and Exchange Commission on behalf of such directors and officers.

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

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SIGNATURES

ALICE HOSPITAL, LLC

By: ITS SOLE MEMBER

APS MEDICAL, LLC

By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------------------- Secretary and Manager
Donald P. Fay

The undersigned, by signing his name hereto, does sign and execute this
Amendment No. 1 pursuant to the Powers of Attorney executed by the above named
officers of the Registrant and previously filed with the Securities and
Exchange Commission on behalf of such officers.

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

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SIGNATURES

ALICE SURGEONS, LLC

By: ITS SOLE MEMBER

APS MEDICAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

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SIGNATURES

AMERICAN HEALTH FACILITIES
DEVELOPMENT, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-8

SIGNATURES

APS MEDICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-9

SIGNATURES

ARIZONA ASC MANAGEMENT, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President and July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-10

SIGNATURES

ARIZONA DH, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President and July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-11

SIGNATURES

ARIZONA MEDCO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-12

SIGNATURES

BEAUCO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-13

SIGNATURES

BEAUMONT REGIONAL, LLC

By: ITS SOLE MEMBER

BEAUCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-14

SIGNATURES

BLUFFTON HEALTH SYSTEM LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-15

SIGNATURES

BRAZOS MEDCO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-16

SIGNATURES

BRAZOS VALLEY OF TEXAS, L.P.

By: ITS GENERAL PARTNER

BRAZOS VALLEY SURGICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-17

SIGNATURES

BRAZOS VALLEY SURGICAL CENTER, LLC

By: ITS SOLE MEMBER

BRAZOS MEDCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-18

SIGNATURES

BROWNWOOD HOSPITAL, L.P.

By: ITS GENERAL PARTNER

BROWNWOOD MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-19

SIGNATURES

BROWNWOOD MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

SOUTHERN TEXAS MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-20

SIGNATURES

BVSC, LLC

By: ITS SOLE MEMBER

BRAZOS MEDCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-21

SIGNATURES

CARLSBAD MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-22

SIGNATURES

CAROLINAS MEDICAL ALLIANCE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-23

SIGNATURES

CLAREMORE PHYSICIANS, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-24

SIGNATURES

CLAREMORE REGIONAL HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

-* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-25

SIGNATURES

CLINICO, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager (Principal July 24, 2001
---------------- Executive Officer)
James D. Shelton

* Executive Vice President, Treasurer July 24, 2001
---------------- and Manager (Principal Financial
Burke W. Whitman and Accounting Officer)

* Executive Vice President, Secretary July 24, 2001
---------------- and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-26

SIGNATURES

CLINTON COUNTY HEALTH SYSTEM LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-27

SIGNATURES

COLLEGE STATION HOSPITAL, L.P.

By: ITS GENERAL PARTNER

COLLEGE STATION MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-28

SIGNATURES

COLLEGE STATION MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

COLLEGE STATION MERGER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-29

SIGNATURES

COLLEGE STATION MERGER, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-30

SIGNATURES

Pursuant to the requirements of the Securities Act, the Registrant has duly
caused this Amendment No.1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Dallas,
State of Texas, on July 24, 2001.

CORONADO HOSPITAL, LLC

By: ITS SOLE MEMBER

CORONADO MEDICAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-31

SIGNATURES

Pursuant to the requirements of the Securities Act, the Registrant has duly
caused this Amendment No.1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Dallas,
State of Texas, on July 24, 2001.

CORONADO MEDICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-32

SIGNATURES

CRESTWOOD HEALTHCARE, L.P.

By: ITS GENERAL PARTNER

CRESTWOOD HOSPITAL & NURSING HOME,
INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-33

SIGNATURES

CRESTWOOD HOSPITAL & NURSING HOME,
INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-34

SIGNATURES

CRESTWOOD HOSPITAL HOLDINGS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-35

SIGNATURES

CSDS, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-36

SIGNATURES

CSMC, LLC

By: ITS SOLE MEMBER

COLLEGE STATION MERGER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-37

SIGNATURES

DALLAS PHY SERVICE, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-38

SIGNATURES

DALLAS PHYSICIAN PRACTICE, L.P.

By: ITS GENERAL PARTNER

DFW PHYSERV, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-39

SIGNATURES

DAY SURGERY, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-40

SIGNATURES

DETAR HOSPITAL, LLC

By: ITS SOLE MEMBER

VHC MEDICAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-41

SIGNATURES

DFW PHYSERV, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-42

SIGNATURES

DOCTORS MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

MID-PLAINS, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-43

SIGNATURES

DOCTORS OF LAREDO, LLC

By: ITS SOLE MEMBER

MID-PLAINS, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-44

SIGNATURES

DOUGLAS MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-45

SIGNATURES

E.D. CLINICS, LLC

By: ITS SOLE MEMBER

ARIZONA MEDCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-46

SIGNATURES

EL DORADO MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

ARIZONA MEDCO, LLC

/S/ DONALD P. FAY
By:__________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-47

SIGNATURES

EYE INSTITUTE OF SOUTHERN ARIZONA,
LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-48

SIGNATURES

FRANKFORT HEALTH PARTNER, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-49

SIGNATURES

GADSDEN REGIONAL PRIMARY CARE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-50

SIGNATURES

GCMC, LLC

By: ITS SOLE MEMBER

WHARTON MEDCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-51

SIGNATURES

GH TEXAS, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-52

SIGNATURES

GHC HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-53

SIGNATURES

GRB REAL ESTATE, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-54

SIGNATURES

GREENBRIER VMC, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-55

SIGNATURES

GULF COAST HOSPITAL, L.P.

By: ITS GENERAL PARTNER

GULF COAST MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-56

SIGNATURES

GULF COAST MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

WHARTON MEDCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-57

SIGNATURES

HATTIESBURG AMBULATORY SURGERY CENTER,
LLC

/S/ DONALD P. FAY
By: __________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-58

SIGNATURES

HDP DEQUEEN, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-59

SIGNATURES

HDP WOODLAND HEIGHTS, L.P.

By: ITS GENERAL PARTNER

HDP WOODLAND PROPERTY, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-60

SIGNATURES

HDP WOODLAND PROPERTY, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-61

SIGNATURES

HDPWH, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: ________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-62

SIGNATURES

HEALDSBURG OF CALIFORNIA, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-63

SIGNATURES

HOBBS MEDCO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-64

SIGNATURES

HOBBS PHYSICIAN PRACTICE, LLC

By: ITS SOLE MEMBER

HOBBS MEDCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-65

SIGNATURES

HOSPITAL OF BEAUMONT, LLC

By: ITS SOLE MEMBER

BEAUCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-66

SIGNATURES

IOM HEALTH SYSTEM, L.P.

By: ITS GENERAL PARTNER

QHG OF INDIANA, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-67

SIGNATURES

IRHC, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-68

SIGNATURES

KENSINGCARE, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-69

SIGNATURES

LAKE AREA PHYSICIAN SERVICES, LLC

By: ITS SOLE MEMBER

WOMEN & CHILDREN'S HOSPITAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-70

SIGNATURES

LAREDO HOSPITAL, L.P.

By: ITS GENERAL PARTNER

DOCTORS OF LAREDO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-71

SIGNATURES

LAS CRUCES MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-72

SIGNATURES

LEA REGIONAL HOSPITAL, LLC

By: ITS SOLE MEMBER

HOBBS MEDCO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-73

SIGNATURES

LONGVIEW MEDICAL CENTER, L.P.

By: ITS GENERAL PARTNER

REGIONAL HOSPITAL OF LONGVIEW, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-74

SIGNATURES

LONGVIEW MERGER, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-75

SIGNATURES

LRH, LLC

By: ITS SOLE MEMBER

LONGVIEW MERGER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-76

SIGNATURES

LS PSYCHIATRIC, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-77

SIGNATURES

MCI PANHANDLE SURGICAL, L.P.

By: ITS GENERAL PARTNER

PANHANDLE PROPERTY, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-78

SIGNATURES

MEDICAL CENTER AT TERRELL, LLC

By: ITS SOLE MEMBER

TRIAD-MEDICAL CENTER AT TERRELL
SUBSIDIARY, LLC

/S/ DONALD P. FAY
By: ____________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-79

SIGNATURES

MEDICAL CENTER OF BROWNWOOD, LLC

By: ITS SOLE MEMBER

SOUTHERN TEXAS MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-80

SIGNATURES

MEDICAL HOLDINGS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-81

SIGNATURES

MEDICAL MANAGEMENT, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-82

SIGNATURES

MEDICAL PARK HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-83

SIGNATURES

MEDICAL PARK MSO, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-84

SIGNATURES

MEMORIAL HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-85

SIGNATURES

MID-PLAINS, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-86

SIGNATURES

MISSION BAY MEMORIAL HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-87

SIGNATURES

MISSOURI HEALTHSERV, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-88

SIGNATURES

NAVARRO HOSPITAL, L.P.

By: ITS GENERAL PARTNER

NAVARRO REGIONAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-89

SIGNATURES

NAVARRO REGIONAL, LLC

By: ITS SOLE MEMBER

TRIAD-NAVARRO REGIONAL HOSPITAL
SUBSIDIARY, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-90

SIGNATURES

NC-CSH, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-91

SIGNATURES

NC-DSH, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24 , 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24 , 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24 , 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-92

SIGNATURES

NC-SCHI, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24 , 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24 , 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24 , 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-93

SIGNATURES

NORTHWEST HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-94

SIGNATURES

NORTHWEST RANCHO VISTOSO IMAGING
SERVICES, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-95

SIGNATURES

NRH, LLC

By: ITS SOLE MEMBER

TRIAD-NAVARRO REGIONAL HOSPITAL
SUBSIDIARY, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-96

SIGNATURES

OPRMC, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-97

SIGNATURES

OREGON HEALTHCORP, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24 , 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24 , 2001
Treasurer and Manager
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-98

SIGNATURES

PACIFIC EAST DIVISION OFFICE, L.P.

By: ITS GENERAL PARTNER

TRIAD TEXAS, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-99

SIGNATURES

PACIFIC GROUP ASC DIVISION, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-100

SIGNATURES

PACIFIC PHYSICIANS SERVICE, LLC

By: ITS SOLE MEMBER

SPROCKET MEDICAL MANAGEMENT, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-101

SIGNATURES

PACIFIC WEST DIVISION OFFICE, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-102

SIGNATURES

PALM DRIVE HOSPITAL, L.P.

By: ITS GENERAL PARTNER

PALM DRIVE MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-103

SIGNATURES

PALM DRIVE MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

SEBASTOPOL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-104

SIGNATURES

PAMPA HOSPITAL, L.P.

By: ITS GENERAL PARTNER

PAMPA MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-105

SIGNATURES

PAMPA MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

CORONADO MEDICAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay3
Attorney-in-Fact

II-106

SIGNATURES

PDMC, LLC

By: ITS SOLE MEMBER

SEBASTOPOL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-107

SIGNATURES

PECOS VALLEY OF NEW MEXICO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ 3DONALD P. FAY
--------------------------------
Donald P. Fay
Attorney-in-Fact

II-108

SIGNATURES

PHOENIX AMDECO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-109

SIGNATURES

PHOENIX SURGICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-110

SIGNATURES

PHYSICIANS AND SURGEONS HOSPITAL OF
ALICE, L.P.

By: ITS GENERAL PARTNER

ALICE HOSPITAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager (Principal July 24, 2001
---------------- Executive Officer)
James D. Shelton

* Executive Vice President, Treasurer July 24, 2001
---------------- and Manager (Principal Financial
Burke W. Whitman and Accounting Officer)

* Executive Vice President, Secretary July 24, 2001
---------------- and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-111

SIGNATURES

PHYS-MED, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-112

SIGNATURES

PINEY WOODS HEALTHCARE SYSTEM, L.P.

By: ITS GENERAL PARTNER

WOODLAND HEIGHTS MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-113

SIGNATURES

PRIMARY MEDICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-114

SIGNATURES

PROCURE SOLUTIONS, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-115

SIGNATURES

PSYCHIATRIC SERVICES OF PARADISE
VALLEY, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-116

SIGNATURES

QHG GEORGIA HOLDINGS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-117

SIGNATURES

QHG GEORGIA, LP

By: ITS GENERAL PARTNER

QHG GEORGIA HOLDINGS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-118

SIGNATURES

QHG OF ALABAMA, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-119

SIGNATURES

QHG OF BARBERTON, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-120

SIGNATURES

QHG OF BATON ROUGE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-121

SIGNATURES

QHG OF BLUFFTON, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-122

SIGNATURES

QHG OF CLINTON COUNTY, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-123

SIGNATURES

QHG OF ENTERPRISE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-124

SIGNATURES

QHG OF FORREST COUNTY, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-125

SIGNATURES

QHG OF FORT WAYNE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-126

SIGNATURES

QHG OF GADSDEN, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial
Burke W. Whitman andAccounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-127

SIGNATURES

QHG OF HATTIESBURG, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-128

SIGNATURES

QHG OF INDIANA, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-129

SIGNATURES

QHG OF JACKSONVILLE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-130

SIGNATURES

QHG OF LAKE CITY, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-131

SIGNATURES

QHG OF MASSILLON, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-132

SIGNATURES

QHG OF OHIO, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-133

SIGNATURES

QHG OF SOUTH CAROLINA, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-134

SIGNATURES

QHG OF SPARTANBURG, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-135

SIGNATURES

QHG OF SPRINGDALE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-136

SIGNATURES

QHG OF TEXAS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-137

SIGNATURES

Pursuant to the requirements of the Securities Act, the Registrant has duly
caused this Amendment No.1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Dallas,
State of Texas, on July 24, 2001.

QHG OF WARSAW, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-138

SIGNATURES

QHR INTERNATIONAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-139

SIGNATURES

QUORUM ELF, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-140

SIGNATURES

QUORUM HEALTH GROUP OF VICKSBURG,
INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-141

SIGNATURES

QUORUM HEALTH RESOURCES, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-142

SIGNATURES

QUORUM HEALTH SERVICES, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-143

SIGNATURES

QUORUM, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-144

SIGNATURES

REGIONAL HOSPITAL OF LONGVIEW, LLC

By: ITS SOLE MEMBER

LONGVIEW MERGER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-145

SIGNATURES

Pursuant to the requirements of the Securities Act, the Registrant has duly
caused this Amendment No. 1 to the egistration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Dallas,
State of Texas, on July 24, 2001.

REHAB HOSPITAL OF FORT WAYNE GENERAL
PARTNERSHIP

By: ITS MANAGING PARTNER

QHG OF FORT WAYNE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-146

SIGNATURES

SACMC, LLC

By: ITS SOLE MEMBER

SAN ANGELO MEDICAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-147

SIGNATURES

SAN ANGELO COMMUNITY MEDICAL CENTER,
LLC

By: ITS SOLE MEMBER

SAN ANGELO MEDICAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-148

SIGNATURES

SAN ANGELO HOSPITAL, L.P.

By: ITS GENERAL PARTNER

SAN ANGELO COMMUNITY MEDICAL CENTER,
LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-149

SIGNATURES

SAN ANGELO MEDICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-150

SIGNATURES

SAN DIEGO HOSPITAL, L.P.

By: ITS GENERAL PARTNER

MISSION BAY MEMORIAL HOSPITAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-151

SIGNATURES

SAN LEANDRO HOSPITAL, L.P.

By: ITS GENERAL PARTNER

SAN LEANDRO MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-152

SIGNATURES

SAN LEANDRO MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

SAN LEANDRO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-153

SIGNATURES

SAN LEANDRO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-154

SIGNATURES

SDH, LLC

By: ITS SOLE MEMBER

SILSBEE TEXAS, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-155

SIGNATURES

SEBASTOPOL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-156

SIGNATURES

SILSBEE TEXAS, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-157

SIGNATURES

SLH, LLC

By: ITS SOLE MEMBER

SAN LEANDRO, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-158

SIGNATURES

SOFTWARE SALES CORP.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-159

SIGNATURES

SOUTH ALABAMA MANAGED CARE
CONTRACTING, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-160

SIGNATURES

SOUTH ALABAMA MEDICAL MANAGEMENT
SERVICES, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-161

SIGNATURES

SOUTH ALABAMA PHYSICIAN SERVICES,
INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-162

SIGNATURES

SOUTH ARKANSAS CLINIC, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-163

SIGNATURES

SOUTHCREST, L.L.C.

By: ITS SOLE MEMBER

TRIAD-SOUTH TULSA HOSPITAL COMPANY,
INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-164

SIGNATURES

SOUTHERN TEXAS MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-165

SIGNATURES

SPROCKET MEDICAL MANAGEMENT, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-166

SIGNATURES

ST. JOSEPH HEALTH SYSTEM LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-167

SIGNATURES

ST. JOSEPH MEDICAL GROUP, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-168

SIGNATURES

SURGICAL CENTER OF AMARILLO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-169

SIGNATURES

SURGICARE OF INDEPENDENCE, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-170

SIGNATURES

SURGICARE OF SAN LEANDRO, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-171

SIGNATURES

SURGICARE OF SOUTHEAST TEXAS I, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-172

SIGNATURES

SURGICARE OF VICTORIA, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-173

SIGNATURES

SURGICARE OF VICTORIA, LTD.

By: ITS GENERAL PARTNER

SURGICARE OF VICTORIA, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-174

SIGNATURES

SURGICARE OUTPATIENT CENTER OF LAKE
CHARLES, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-175

SIGNATURES

SURGICENTER OF JOHNSON COUNTY, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-176

SIGNATURES

SURGICENTERS OF AMERICA, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-177

SIGNATURES

TERRELL HOSPITAL, L.P.

By: ITS GENERAL PARTNER

TERRELL MEDICAL CENTER, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-178

SIGNATURES

TERRELL MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

TRIAD-MEDICAL CENTER AT TERRELL
SUBSIDIARY, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-179

SIGNATURES

THE INTENSIVE RESOURCE GROUP, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-180

SIGNATURES

THE VICKSBURG CLINIC LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-181

SIGNATURES

TRIAD CORPORATE SERVICES, LIMITED
PARTNERSHIP

By: ITS GENERAL PARTNER

TRIAD CSGP, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-182

SIGNATURES

TRIAD CSGP, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-183

SIGNATURES

TRIAD CSLP, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-184

SIGNATURES

TRIAD EL DORADO, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-185

SIGNATURES

TRIAD HEALTHCARE SYSTEM OF PHOENIX,
LIMITED PARTNERSHIP

By: ITS SOLE MEMBER

TRIAD OF PHOENIX, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-186

SIGNATURES

TRIAD HOLDINGS II, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-187

SIGNATURES

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-188

SIGNATURES

TRIAD OF ARIZONA (L.P.), INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to the Registration Statement has been signed by the following persons in
the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-189

SIGNATURES

TRIAD OF PHOENIX, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-190

SIGNATURES

TRIAD RC, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-191

SIGNATURES

TRIAD TEXAS, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-192

SIGNATURES

TRIAD-ARIZONA I, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-193

SIGNATURES

TRIAD-DENTON HOSPITAL GP, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-194

SIGNATURES

TRIAD-DENTON HOSPITAL, L.P.

By: ITS GENERAL PARTNER

TRIAD-DENTON HOSPITAL GP, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-195

SIGNATURES

TRIAD-MEDICAL CENTER AT TERRELL
SUBSIDIARY, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-196

SIGNATURES

TRIAD-NAVARRO REGIONAL HOSPITAL
SUBSIDIARY, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-197

SIGNATURES

TRIAD-SOUTH TULSA HOSPITAL COMPANY,
INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-198

SIGNATURES

TROSCO, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-199

SIGNATURES

TRUFOR PHARMACY, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-200

SIGNATURES

VFARC, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-201

SIGNATURES

VHC HOLDINGS, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-202

SIGNATURES

VHC MEDICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-203

SIGNATURES

VICTORIA HOSPITAL, LLC

By: ITS SOLE MEMBER

VHC MEDICAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-204

SIGNATURES

VICTORIA OF TEXAS, L.P.

By: ITS GENERAL PARTNER

DETAR HOSPITAL, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-205

SIGNATURES

VMF MEDICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-206

SIGNATURES

VRMC LIMITED PARTNERSHIP

By: ITS GENERAL PARTNER

LAREDO INTEREST, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-207

SIGNATURES

WAGONER COMMUNITY HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-208

SIGNATURES

WAMC, LLC

By: ITS SOLE MEMBER

WEST ANAHEIM, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-209

SIGNATURES

WARSAW HEALTH SYSTEM LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-210

SIGNATURES

WESLEY HEALTH SYSTEM LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-211

SIGNATURES

WESLEY HEALTHTRUST, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Treasurer and Director July 24, 2001
---------------- (Principal Financial and
Burke W. Whitman Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-212

SIGNATURES

WEST ANAHEIM MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

WEST ANAHEIM, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-213

SIGNATURES

WEST ANAHEIM, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-214

SIGNATURES

WEST VIRGINIA MS, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-215

SIGNATURES

WHARTON MEDCO, LLC

By: ITS SOLE MEMBER

TRIAD HOSPITALS, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-216

SIGNATURES

WHMC, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-217

SIGNATURES

WILLAMETTE VALLEY CLINICS, LLC

By: ITS SOLE MEMBER

OREGON HEALTHCORP, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-218

SIGNATURES

WILLAMETTE VALLEY MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

OREGON HEALTHCORP, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-219

SIGNATURES

WM MEDICAL, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGs III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-220

SIGNATURES

WOMEN & CHILDREN'S HOSPITAL, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS II, LLC

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President and Manager July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Manager
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Manager
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-221

SIGNATURES

WOODLAND HEIGHTS MEDICAL CENTER, LLC

By: ITS SOLE MEMBER

TRIAD HOLDINGS III, INC.

/S/ DONALD P. FAY
By: _________________________________
Donald P. Fay
Executive Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.

Signature Title Date
--------- ----- ----

* President July 24, 2001
---------------- (Principal Executive Officer)
James D. Shelton

* Executive Vice President, July 24, 2001
---------------- Treasurer and Director
Burke W. Whitman (Principal Financial and
Accounting Officer)

* Executive Vice President, July 24, 2001
---------------- Secretary and Director
Donald P. Fay

*By: /S/ DONALD P. FAY
-------------------------------
Donald P. Fay
Attorney-in-Fact

II-222

EXHIBIT INDEX

Exhibit No. Description
----------- -----------

3.1 Certificate of Incorporation of the Company, as amended April 27, 2001, incorporated herein by
reference from Exhibit 3.1 to the Company's Post Effective Amendment No. 1 on Form S-8 to
the Registration Statement on Form S-4, filed with the Commission on April 27, 2001.

3.2 Bylaws of the Company, as amended February 18, 2000, incorporated herein by reference from
Exhibit 3.2 to the Company's Annual Report on Form 10-K for the fiscal year ended December
31, 2000, filed with the Commission on March 1, 2001.

4.1 Indenture (including form of 8 3/4% Senior Notes due 2009) dated as of April 27, 2001 among
the Company, the Guarantors named therein and Citibank, N.A., as Trustee, incorporated herein
by reference from Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q, for the quarter
ended March 31, 2001, filed with the Commission on May 15, 2001.

4.3 Indenture (including form of 11% Senior Subordinated Notes due 2009) dated as of May 11,
1999 between Healthtrust and Citibank, N.A., as Trustee, incorporated herein by reference from
Exhibit 4.2(a) to the Company's Quarterly Report on Form 10-Q, for the quarter ended
March 31, 1999, filed with the Commission on June 11, 1999.

4.7 Form of 8 3/4% Senior Notes due 2009 (filed as part of Exhibit 4.1).

4.8 Form of 11% Senior Subordinated Notes due 2009 (filed as part of Exhibit 4.3).

5.1 Opinion of Dewey Ballantine LLP as to the legality of the securities being registered.*

12.1 Statement of Computation of Ratio of Earnings to Fixed Charges.*

23.1 Consent of Dewey Ballantine LLP (included as part of its opinion filed as Exhibit 5.1 hereto).*

23.2 Consent of Ernst & Young LLP with respect to the Company.*

23.3 Consent of Ernst & Young LLP with respect to Quorum Health Group, Inc.*

II-223

Exhibit No. Description
----------- -----------

24.1 Power of Attorney (included on the signature pages of this S-4 and incorporated herein by
reference).

25.1 Form T-1 Statement of Eligibility of Trustee.

99.1 Form of Letter of Transmittal.

99.2 Form of Notice of Guaranteed Delivery.

99.3 Form of Letter to Clients.

99.4 Form of Letter to Brokers.

99.5 Form of Instructions to Registered Holders.

--------

* Previously filed.

II-224