SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Miller Marc D
(Last) (First) (Middle)
UNIVERSAL HEALTH SERVICES, INC.
367 SOUTH GULPH ROAD
(Street)
KING OF PRUSSIA PA 19406
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL HEALTH SERVICES INC [ UHS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President
3. Date of Earliest Transaction (Month/Day/Year)
03/12/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Class B Common Stock 03/12/2010 M 30,000 A $29.26 44,312 D
Class B Common Stock 03/12/2010 M 10,000 A $25.595 54,312 D
Class B Common Stock 03/12/2010 M 25,000 A $24.445 79,312 D
Class B Common Stock 03/12/2010 M 17,500 A $16.22 96,812 D
Class B Common Stock 03/12/2010 F 68,369 D $33.03 28,443 D
Class B Common Stock 296,024 I By MMA Family, LLC(1)(2)
Class B Common Stock 4,114 I By The Abby Miller King 2008 GRAT
Class B Common Stock 80,000 I By The Abby Miller King 2009 GRAT
Class B Common Stock 42,000 I By The Abby Miller King 2010 GRAT(3)
Class B Common Stock 4,114 I By The Marc Daniel Miller 2008 GRAT
Class B Common Stock 80,000 I By The Marc Daniel Miller 2009 GRAT
Class B Common Stock 42,000 I By The Marc Daniel Miller 2010 GRAT(3)
Class B Common Stock 4,114 I By The Marni Spencer 2008 GRAT
Class B Common Stock 80,000 I By The Marni Spencer 2009 GRAT
Class B Common Stock 42,000 I By The Marni Spencer 2010 GRAT(3)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option To Purchase Class B Common Stock $29.26 03/12/2010 M 30,000 (4) 09/10/2011 Class B Common Stock 30,000 $0 10,000 D
Option To Purchase Class B Common Stock $25.595 03/12/2010 M 10,000 (5) 08/02/2012 Class B Common Stock 10,000 $0 10,000 D
Option To Purchase Class B Common Stock $24.445 03/12/2010 M 25,000 (6) 11/21/2012 Class B Common Stock 25,000 $0 25,000 D
Option To Purchase Class B Common Stock $16.22 03/12/2010 M 17,500 (7) 11/21/2013 Class B Common Stock 17,500 $0 52,500 D
Explanation of Responses:
1. Marc D. Miller disclaims beneficial ownership of the securities attributable to Jill Miller and The Marni Spencer 2005 GRAT and The Abby Miller King 2005 GRAT as members of the MMA Family, LLC, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
2. Mr. Miller disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Miller is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
3. On March 10, 2010, Mr. Alan B. Miller transferred 42,000 shares of Class B Common Stock to each of The Marc Daniel Miller 2010 GRAT, The Marni Spencer 2010 GRAT and The Abby Miller King 2010 GRAT. Mr. Marc D. Miller serves as Co-Trustee of each of these GRATs.
4. The option vested on each of 9/11/2007, 9/11/2008 and 9/11/2009.
5. The option vested on each of 8/2/2008 and 8/2/2009.
6. The option vested on each of 11/21/2008 and 11/21/2009.
7. The option vested on 11/21/2009.
/s/ Steve Filton, Attorney in Fact for Marc D. Miller 03/15/2010
** Signature of Reporting Person Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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