UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13G
(RULE 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13(d)-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(AMENDMENT _____)
COMMUNITY HEALTH SYSTEMS, INC.
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(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
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(Title of Class of Securities)
203668 10 8
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(CUSIP Number)
DECEMBER 31, 2000
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
|_| Rule 13d-1(b)
|_| Rule 13d-1(c)
|X| Rule 13d-1(d)
[FN]
1 The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
SCHEDULE 13G
CUSIP No. 203668 10 8 PAGE 2 of 8 PAGES
1 NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS (entities only)
FORSTMANN LITTLE & CO. EQUITY PARTNERSHIP-V, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
(SEE INSTRUCTIONS)
3 SEC USE ONLY
4 CITZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
NUMBER OF 5 SOLE VOTING POWER
SHARES 26,911,990
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY EACH NONE
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 26,911,990
8 SHARED DISPOSITIVE POWER
NONE
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
26,911,990
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ]
EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
31.3%
12 TYPE OF REPORTING PERSON (See Instructions)
PN
SCHEDULE 13G
CUSIP No. 203668 10 8 PAGE 3 of 8 PAGES
1 NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS (entities only)
FORSTMANN LITTLE & CO. SUBORDINATED DEBT AND EQUITY
MANAGEMENT BUYOUT PARTNERSHIP-VI, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
(SEE INSTRUCTIONS)
3 SEC USE ONLY
4 CITZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
NUMBER OF 5 SOLE VOTING POWER
SHARES 19,222,748
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY EACH 0
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 19,222,748
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,222,748
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ]
EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
22.3%
12 TYPE OF REPORTING PERSON (See Instructions)
PN
SCHEDULE 13G
CUSIP No. 203668 10 8 PAGE 4 of 8 PAGES
Item 1(a). Name of Issuer:
Community Health Systems, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
155 Franklin Road, Suite 400
Brentwood, Tennessee 37027
Item 2(a). Name of Person Filing:
This statement is filed by (i) Forstmann Little & Co. Equity
Partnership-V, L.P. ("Equity-V") and (ii) Forstmann Little &
Co. Subordinated Debt and Equity Management Buyout
Partnership-VI, L.P. ("MBO-VI").
Item 2(b). Address of Principal Business Office or, if None, Residence:
The address of the principal business office of each Reporting
Person is:
c/o Forstmann Little & Co.
767 Fifth Avenue
New York, NY 10153
Item 2(c). Citizenship
Equity-V and MBO-VI are each New York limited partnerships.
Item 2(d). Title of Class Securities
The Securities to which this statement relates are shares of
Common Stock, par value $.01 per share, of the Issuer ("Common
Stock").
Item 2(e). CUSIP Number:
The CUSIP Number for the Common Stock is 203668 10 8.
Item 3. If This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b)
or (c), Check Whether the Person Filing is a:
None of the options apply. This Schedule 13G is being filed
pursuant to Rule 13d-1(d).
SCHEDULE 13G
CUSIP No. 203668 10 8 PAGE 5 of 8 PAGES
Item 4. Ownership.
(1) Equity-V:
(a) Amount Beneficially Owned:
Equity-V, a New York limited partnership, directly
owns 26,911,990 shares of Common Stock. FLC XXX
Partnership, L.P., a New York limited partnership
having its principal business office at the address
set forth in response to Item 2(b) of this
statement, is the general partner of Equity-V and,
accordingly, may be deemed to share beneficial
ownership of these shares of Common Stock, but
specifically disclaims any such beneficial
ownership pursuant to Rule 13d-4. Theodore J.
Forstmann, Nicholas C. Forstmann, Sandra J.
Horbach, Thomas H. Lister, Winston W. Hutchins,
Erskine B. Bowles (through Tywana LLC, a North
Carolina limited liability company having its
principal business office at 2012 North Tyron
Street, Suite 2450, Charlotte, NC 28202), Jamie C.
Nicholls and S. Joshua Lewis, each a United States
citizen with his or her principal place of business
at the address set forth in response to Item 2(b)
of this statement, are the general partners of FLC
XXX Partnership, L.P. and (other than Mr. Bowles,
Ms. Nicholls, and Mr. Lewis, who do not have any
voting or investment power with respect to, or any
economic interest in the shares of Common Stock
owned by Equity-V) may be deemed to share
beneficial ownership of these shares of Common
Stock. All the general partners of FLC XXX
Partnership, L.P. specifically disclaim any such
beneficially ownership pursuant to Rule 13d-4. The
shares of Common Stock reported herein reflect the
shares beneficially owned as of the date of this
Schedule 13G. Equity-V sold 4,463,498 shares of
Common Stock on November 3, 2000 pursuant to an
underwritten public offering. Prior to that sale,
Equity-V owned 31,375,488 shares of Common Stock.
(b) Percent of Class:
The shares of Common Stock owned by Equity-V
represent approximately 31.3% of the outstanding
Common Stock.
(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote -
26,911,990
(ii) Shared power to vote or to direct the vote -
None
(iii) Sole power to dispose or to direct the
disposition of - 26,911,990
SCHEDULE 13G
CUSIP No. 203668 10 8 PAGE 6 of 8 PAGES
(iv) Shared power to dispose or to direct the
disposition of - None
(2) MBO-VI
(a) Amount Beneficially Owned:
MBO-VI, a New York limited partnership, directly
owns 19,222,748 shares of Common Stock. FLC XXIX
Partnership, L.P., a New York limited partnership
having its principal business office at the address
set forth in response to Item 2(b) of this
statement, is the general partner of MBO-VI and,
accordingly, may be deemed to share beneficial
ownership of these shares of Common Stock, but
specifically disclaims any such beneficial
ownership pursuant to Rule 13d-4. Theodore J.
Forstmann, Nicholas C. Forstmann, Sandra J.
Horbach, Thomas H. Lister, Winston W. Hutchins,
Erskine B. Bowles (through Tywana LLC), Jamie C.
Nicholls and S. Joshua Lewis, each a United States
citizen with his or her principal place of business
at the address set forth in response to Item 2(b)
of this statement, are the general partners of FLC
XXIX Partnership, L.P. and (other than Mr. Lister,
Mr. Bowles, Ms. Nicholls and Mr. Lewis, who do not
have any voting or investment power with respect
to, or any economic interest in the shares of
Common Stock owned by MBO-VI) may be deemed to
share beneficial ownership of these shares of
Common Stock. All the general partners of FLC XXIX
Partnership, L.P. specifically disclaim any such
beneficially ownership pursuant to Rule 13d-4. The
shares of Common Stock reported herein reflect the
shares beneficially owned as of the date of this
Schedule 13G. MBO-VI sold 3,188,195 shares of
Common Stock on November 3, 2000 pursuant to an
underwritten public offering. Prior to that sale,
MBO-VI owned 22,410,943 shares of Common Stock.
(b) Percent of Class:
The Shares of Common Stock owned by MBO-VI
represent approximately 22.3% of the outstanding
Common Stock.
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote -
19,222,748
(ii) shared power to vote or to direct the vote -
None.
(iii) sole power to dispose or to direct the
disposition of - 19,222,748
(iv) shared power to dispose or to direct the
disposition of - None.
Item 5. Ownership of Five Percent or Less of a Class.
SCHEDULE 13G
CUSIP No. 203668 10 8 PAGE 7 of 8 PAGES
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company or
Control Person.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notices of Dissolution of Group.
Not applicable.
Item 10. Certifications.
Not applicable.
SCHEDULE 13G
CUSIP No. 203668 10 8 PAGE 8 of 8 PAGES
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: January 23, 2001 Forstmann Little & Co.
Equity Partnership-V, L.P.
By: FLC XXX Partnership, L.P.
General Partner
By: /s/ Thomas H. Lister
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Thomas H. Lister
General Partner
Dated: January 23, 2001 Forstmann Little & Co. Subordinated
Debt and Equity Management
Buyout Partnership-VI, L.P.
By: FLC XXIX Partnership, L.P.
General Partner
By: /s/ Thomas H. Lister
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Thomas H. Lister
General Partner