Sec Form 4 Filing - URBANOWICZ E PETER @ TENET HEALTHCARE CORP - 2008-03-01

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
URBANOWICZ E PETER
2. Issuer Name and Ticker or Trading Symbol
TENET HEALTHCARE CORP [ THC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
General Counsel and Secretary
(Last) (First) (Middle)
13737 NOEL ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2008
(Street)
DALLAS, TX75240
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/01/2008 M 16,666 A $ 4.81 125,937 D
Common Stock 03/01/2008 F 4,409 D $ 4.81 121,528 D
Common Stock 3,500 I By IRA
Expiration Date
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Title Amount or Number of Shares
2007 March Restricted Units ( 1 ) 03/01/2008 M 16,666 ( 1 ) 03/01/2017 Common Stock 16,666 $ 4.81 33,334 D
2003 December Option (Right to Buy) $ 15.68 ( 2 ) 12/22/2013 Common Stock 125,000 125,000 D
2004 March Option (Right to Buy) $ 12.01 ( 2 ) 03/03/2014 Common Stock 133,333 133,333 D
2005 February Option (Right to Buy) $ 10.52 ( 2 ) 02/16/2015 Common Stock 133,333 133,333 D
2006 February Option (Right to Buy) $ 7.93 ( 2 ) 02/22/2016 Common Stock 130,000 130,000 D
2006 February Restricted Units $ 0 ( 1 ) ( 1 ) ( 1 ) Common Stock 43,334 43,334 D
2007 March Career Grant Restricted Units $ 0 ( 3 ) ( 3 ) 03/01/2017 Common Stock 300,000 300,000 D
2007 March Option (Right to Buy) $ 6.6 ( 2 ) 03/01/2017 Common Stock 100,000 100,000 D
2007 Performance Based Restricted Units (U) $ 0 ( 4 ) ( 4 ) 03/01/2017 Common Stock 75,000 75,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
URBANOWICZ E PETER
13737 NOEL ROAD
DALLAS, TX75240
General Counsel and Secretary
Signatures
/s/ Urbanowicz, E. Peter 03/04/2008
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These restricted units vest ratably on each of the first, second and third anniversaries of the date of grant. Restricted Units are settled in shares of the Company's common stock upon vesting.
( 2 )These derivative securities (stock options) vest ratably on each of the first, second and third anniversaries of the date of grant.
( 3 )These restricted units vest ratably on each of the third, fifth, seventh, and tenth anniversaries of the date of grant. Restricted units are settled in shares of the Company's common stock upon vesting.
( 4 )On the third anniversary of the date of grant, these restricted units vest conditionally based on the average of the closing price of the Company's common stock on the last 40 trading days of 2009 ("Stock Price") as follows: 25,000 restricted units vest if the Stock Price is $6.75 or less; 50,000 restricted units vest if the Stock Price is $8.50; and 75,000 restricted units if the Stock Price is $10.25 or greater. Straight-line interpolation will be used to determine the number of restricted units vesting for Stock Prices between the threshold prices stated. Restricted units are settled in shares of the Company's common stock upon vesting.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** I ntentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.