In Re: Healthsouth Corporation Securities Litigation 03-CV-1500

In Re: Healthsouth Corporation Securities Litigation 03-CV-1500

UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION In re HEALTHSOUTH CORPORATION ) Consolidated Case No. CV-03-BE-1500-S SECURITIES LITIGATION ) ) CLASS ACTION ) This Document Relates To: ) APPENDICES TO JOINT AMENDED ) CONSOLIDATED COMPLAINT FOR ALL ACTIONS. ) VIOLATIONS OF THE FEDERAL ) SECURITIES LAWS In support of the allegations made in the Joint Amended Consolidated Class Action Complaint for Violations of the Federal Securities Laws [Factual Basis], plaintiffs hereby submit the following documents:1 Appendix 1: Members of HealthSouth’s Board and Board Committees Appendix 2: False and Misleading Statements Re HealthSouth’s Financial and Operating Results Appendix 3: Defendants' Insider Trading Appendix 4: 20A Contemporaneous Trades Appendix 5: Board Attendance for Selected Meetings Appendix 6: Summary of False Statements by UBS Appendix 7: Summary of False Statements by Citi/Salomon Appendix 8: HealthSouth’s Historical Acquisitions Daily Share Pricing – September 24, 1986 to September 5, 2003 Appendix 9: Defendants’ Insider Selling and Notes Offerings Daily Share Pricing: 10/03/1994 - 4/17/2003 Appendix 10: HealthSouth Corp. – Salomon Smith Barney Underwritings/ Loans/Analyst Reports and Daily Share Prices April 1997 to June 2003 Appendix 11: HealthSouth Corp. – UBS Underwritings/Loans/Analyst Reports Daily Share Pricing – July 1, 1996 - April 18, 2003 Appendix 12: Selected False or Misleading Statements Issued by HealthSouth, UBS and Salomon – Daily Share Pricing – January 2, 1997 to June 30, 2003 Appendix 13: Facts Related to Steve Schlatter Appendix 14: Facts Based on the Testimony of Martin Cohen Before the House Committee on Energy and Commerce, October 16, 2003. Appendix 15: BBA Provisions 1 Pursuant to the Court’s January 6, 2004 Order Regarding Electronic Service, oversized documents, Appendices 8 through 12, shall be served by overnight delivery. - 1 - 1 APPENDIX 1 Members of HealthSouth's Board and Board Committees Director Period Committees Betsy S. Atkins 3/10/03-3/24/03 Aaron Beam, Jr. 1993-1997 James P. Bennett 1993-07/00 Corporate Compliance 1998-1999 P. Daryl Brown 03/95-05/00 Richard F. Celeste 1991-08/93; 05/95-1997 John S. Chamberlin 1993-Present Corporate Compliance 1998-1999; Compensation 2000-2002 C. Sage Givens 1985-Present Audit/Compensation 1995-March 2000; Audit March 2000-2002; Nominating 2001-2002 Joel C. Gordon 1996-Present Corporate Compliance 2002 John F. Hanson 9/02-Present Special Litigation 2002 Lee S. Hillman 8/02-Present Larry R. House 2/93-1998 Jan L. Jones 2000-2/2001 Compensation 2000-Feb. 2001 Michael D. Martin 03/98-02/00 Robert P. May 10/02-Present Special Litigation 2002 Charles W. Newhall III 1985-12/2003 Independent Stock 1995; Nominating 2001-2002; Corporate Compliance 1998-2002 William T. Owens 2001-10/9/03 Richard M. Scrushy 1984-2003 Corporate Compliance 1998-1999 Larry D. Striplin, Jr. 1999-Present Audit March 2000-2002; Special Litigation 2002; Compensation March 2000-2002 George H. Strong 1984-12/2003 Audit/Compensation 1995-March 2000; Audit March 2000-2002; Nominating 2001-2002 Anthony J. Tanner 02/93-1999 Corporate Compliance 1998-1999 Phillip C. Watkins 1984-2/2003 Audit/Compensation 1995-March 2000; Corporate Compliance 2000-2002; Compensation 2001 1995 Audit/Compensation Independent Stock C. Sage Givens X X Charles W. Newhall III X George H. Strong X Phillip C. Watkins X 1 1996 Audit/Compensation C. Sage Givens X George H. Strong X Phillip C. Watkins X 1997 Audit/Compensation C. Sage Givens X George H. Strong X Phillip C. Watkins X 1998 Audit/Compensation Corporate Compliance James P. Bennett X John S. Chamberlin X C. Sage Givens X Joel C. Gordon X Charles W. Newhall III X Richard M. Scrushy X George H. Strong X Anthony J. Tanner X Phillip C. Watkins X 1999 Audit/Compensation Corporate Compliance James P. Bennett X John S. Chamberlin X C. Sage Givens X Joel C. Gordon X Charles W. Newhall III X Richard M. Scrushy X George H. Strong X Anthony J. Tanner X Phillip C. Watkins X 2000 Audit/Compensation Corporate Compliance Audit* Compensation* John S. Chamberlin X C. Sage GivensX X Joel C. Gordon X Jan L. Jones X Charles W. Newhall III X Larry D. Striplin, Jr. X X George H. StrongX X Phillip C. Watkins X X * In March 2000 the Audit and Compensation Committees became separate committees 2 2001 Audit Compensation Corporate Compliance Nominating John S. Chamberlin X C. Sage Givens X X Joel C. Gordon X Jan L. Jones X Charles W. Newhall IIIX X Larry D. Striplin, Jr. X X George H. Strong X X Phillip C. Watkins X* X * In February 2001 Jones resigned from the Board and Watkins took her seat on the Compensation Committee 2002 Audit Compensation Corporate Compliance Nominating Special Litigation* John S. Chamberlin X John F. Hanson X C. Sage Givens X X Joel C. Gordon X Robert P. May X** Charles W. Newhall IIIX X Larry D. Striplin, Jr. X X X George H. Strong X X Phillip C. Watkins X X * Committee created 9/2002 ** May joined committee in October 2002 upon Striplin's committee resignation HealthSouth Audit/Compensation Committee- 1995 C. Sage Givens General Partner, First Century Partners, and Director George H. Strong Private Investor, Locust, New Jersey, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director HealthSouth Independent Stock Committee- 1995 C. Sage Givens General Partner, First Century Partners, and Director Charles W. Newhall III Partner, New Enterprise Associates Limited Partnerships, and Director HealthSouth Audit/Compensation Committee- 1996 C. Sage Givens General Partner, First Century Partners, and Director George H. Strong Private Investor, Locust, New Jersey, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director 3 HealthSouth Audit/Compensation Committee- 1997 C. Sage Givens General Partner, First Century Partners, and Director George H. Strong Private Investor, Locust, New Jersey, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director HealthSouth Audit/Compensation Committee- 1998 C. Sage Givens General Partner, First Century Partners, and Director George H. Strong Private Investor, Locust, New Jersey, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director HealthSouth Corporate Compliance Committee- 1998 James P. Bennett President, Chief Operating Officer and Director John S. Chamberlin Private Investor, Princeton, New Jersey, and Director Joel C. Gordon Private Investor, Nashville, Tennessee, Consultant to the Company and Director Charles W. Newhall III Partner, New Enterprise Associates Limited Partnerships, and Director Richard M. Scrushy Chairman of the Board, Chief Executive Officer and Director Anthony J. Tanner Executive Vice President- Administration, Secretary and Director HealthSouth Audit/Compensation Committee- 1999 C. Sage Givens General Partner, Acacia Venture Partners, and Director George H. Strong Private Investor, Locust, New Jersey, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director 4 HealthSouth Corporate Compliance Committee- 1999 James P. Bennett President, Chief Operating Officer and Director John S. Chamberlin Private Investor, Princeton, New Jersey, and Director Joel C. Gordon Private Investor, Nashville, Tennessee, Consultant to the Company and Director Charles W. Newhall III Partner, New Enterprise Associates Limited Partnerships, and Director Richard M. Scrushy Chairman of the Board, Chief Executive Officer and Director Anthony J. Tanner Executive Vice President- Administration, Secretary and Director HealthSouth Audit/Compensation Committee- Until March 2000 C. Sage Givens General Partner, Acacia Venture Partners, and Director George H. Strong Private Investor, Locust, New Jersey, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director HealthSouth Audit Committee- After March 2000 C. Sage Givens General Partner, Acacia Venture Partners, and Director Larry D. Striplin, Jr. Chairman and CEO, Nelson-Brantley Glass Contractors, and Director George H. Strong Private Investor, Locust, New Jersey, and Director HealthSouth Compensation Committee- After March 2000 John S. Chamberlin Private Investor, Princeton, New Jersey, and Director Jan L. Jones Executive Director, Nevada Resort Partners, and Director Larry D. Striplin, Jr. Chairman and CEO, Nelson-Brantley Glass Contractors, and Director HealthSouth Corporate Compliance Committee- 2000 Joel C. Gordon Private Investor, Nashville, Tennessee, Consultant to the Company and Director Charles W. Newhall III Partner, New Enterprise Associates Limited Partnerships, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director 5 HealthSouth Audit Committee- 2001 C. Sage Givens General Partner, Acacia Venture Partners, and Director Larry D. Striplin, Jr. Chairman and CEO, Nelson-Brantley Glass Contractors, and Director George H. Strong Private Investor, Locust, New Jersey, and Director HealthSouth Compensation Committee- 2001 John S. Chamberlin Private Investor, Princeton, New Jersey, and Director Jan L. Jones Executive Director, Nevada Resort Partners, and Director Larry D. Striplin, Jr. Chairman and CEO, Nelson-Brantley Glass Contractors, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director HealthSouth Corporate Compliance Committee- 2001 Joel C. Gordon Private Investor, Nashville, Tennessee, Consultant to the Company and Director Charles W. Newhall III Partner, New Enterprise Associates Limited Partnerships, and Director Phillip C. Watkins Physician, Birmingham, Alabama, and Director HealthSouth

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