Borrower Uses in Amendments to Section 6.07 Clause

Amendments to Section 6.07 from Amendment

Amendment No. 5, dated as of May 11, 2007 (Amendment No. 5), by and among LIFEPOINT HOSPITALS, INC. (formerly known as LAKERS HOLDING CORP.), a Delaware corporation (Borrower), the Lenders party hereto, CITICORP NORTH AMERICA, INC., as administrative agent for the Lenders (the Administrative Agent), and BANK OF AMERICA, N.A., as Issuing Bank, to the Credit Agreement dated as of April 15, 2005 (as amended, amended and restated, supplemented or otherwise modified from time to time, the Credit Agreement), among Borrower, the financial institutions listed on Schedule 2.01 thereto, as such Schedule may from time to time be supplemented and amended (the Lenders), the Administrative Agent, CIBC WORLD MARKETS CORP., BANK OF AMERICA, N.A., UBS SECURITIES LLC and SUNTRUST BANK, as co-syndication agents, and CITIGROUP GLOBAL MARKETS INC., as sole lead arranger and sole bookrunner. Terms used herein without definition shall have the meanings assigned to such terms in the Credit Agreement.

Amendments to Section 6.07. Restricted Payments. Section 6.07 of the Credit Agreement is hereby amended by (i) deleting sub-clause (x) of clause (vii) in its entirety, (ii) deleting the words (y) in addition to the foregoing clause (x) in subclause (y) of clause (vii), (iii) deleting the word and at the end of clause (ix), (iv) deleting the . at the end of clause (x) and replacing it with ; and (v) adding new clauses (xi), (xii) and (xiii) as follows: (xi) so long as no Default or Event of Default shall have occurred and be continuing, Restricted Payments not to exceed the Available Amount that is Not Otherwise Applied; (xii) the issuance and sale to the Bond Hedge Counterparties, substantially concurrently with the issuance of any related Permitted Convertible Debt, of warrants (Warrants) relating to a number of shares of Borrower common stock not to exceed the number of shares of Borrower common stock underlying such Permitted Convertible Debt; provided, that the exercise or settlement of the Warrants shall be satisfied solely in shares of Borrower common stock (or the type consideration received by holders of Borrower common stock in any merger, amalgamation, consolidation, binding share exchange, reclassifica-