West Volusia Hospital Authority,
131 E. New York Ave.,
P.O. Box 509,
DeLand, FLA 32721.

Dear Sirs:

To hand the draft Agreement dated 10-Aug-2000 between the Authority and the Adventist Acquisition Corporation. This rider is subservient to the asset purchase agreement discussed separately.

This letter discusses only the above-referenced Agreement and not the referencing purchase and sale agreement.

The basic idea of the agreement seems sound to me. The devil is, as they say, in the details. Let us therefore examine two of those details, that this rider may be perfected and executed promptly to protect the interests of the public.

I would first bring to your attention §3(d) which provides that services shall not be discontinued or moved unless

Adventist nevertheless reasonably determines that continuation of such program or service at the hospital will have a material adverse effect on the financial condition of the hospital.

Consider also §3(g) which specifies the local board of the hospital, and which board is subject to §3(h), specifing that the local board is for show and the decisions of substance shall not be entrusted thereto. Is it really of concern to us who is appointed to the Board of a private entity over which we have no control or influence? Why is this in the contract? For that matter, why do they humiliate the future board by publicly announcing that they will not be permitted to do much more than act decorative? At least Ormond pretended that the MH-WV Board had some power.

I urge the Board to discuss these matters and to make appropriate changes prior to the consummation of the transfer.

Thank you for your attention to the obvious corrections called for in this matter.

Yours,



Tanner Andrews