DOCUMENT AND ENTITY INFORMATION	9 Months Ended
DOCUMENT AND ENTITY INFORMATION	Sep. 30, 2010	Oct. 31, 2010 Common Class A [Member]	Oct. 31, 2010 Common Class B [Member]	Oct. 31, 2010 Common Class C [Member]	Oct. 31, 2010 Common Class D [Member]
Document Type	10-Q
Amendment Flag	false
Document Fiscal Period Focus	Q3
Document Period End Date	Sep. 30, 2010
Document Fiscal Year Focus	2010
Entity Registrant Name	UNIVERSAL HEALTH SERVICES INC
Entity Central Index Key	0000352915
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		6,656,808	89,909,002	665,400	35,218

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2010	Sep. 30, 2009	Sep. 30, 2010	Sep. 30, 2009
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
Net revenues	$ 1,323,264	$ 1,295,109	$ 4,008,732	$ 3,911,168
Operating charges:
Salaries, wages and benefits	572,742	558,244	1,715,220	1,641,491
Other operating expenses	258,388	253,792	754,530	759,907
Supplies expense	180,024	171,652	543,766	522,030
Provision for doubtful accounts	133,467	141,086	402,621	380,734
Depreciation and amortization	55,530	51,205	163,066	153,424
Lease and rental expense	18,429	17,253	54,548	51,912
Total operating charges	1,218,580	1,193,232	3,633,751	3,509,498
Income from operations	104,684	101,877	374,981	401,670
Interest expense, net	11,478	10,780	36,132	35,297
Income before income taxes	93,206	91,097	338,849	366,373
Provision for income taxes	27,404	32,043	113,870	131,308
Net income	65,802	59,054	224,979	235,065
Less: Income attributable to noncontrolling interests	10,192	7,980	31,978	35,557
Net income attributable to UHS	$ 55,610	$ 51,074	$ 193,001	$ 199,508
Basic earnings per share attributable to UHS	$ 0.57	$ 0.52	$ 1.99	$ 2.03
Diluted earnings per share attributable to UHS	$ 0.57	$ 0.52	$ 1.96	$ 2.02
Weighted average number of common shares - basic	96,777	97,774	96,673	97,962
Add: Other share equivalents	1,158	730	1,140	378
Weighted average number of common shares and equivalents - diluted	97,935	98,504	97,813	98,340

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Sep. 30, 2010	Dec. 31, 2009
Assets
Cash and cash equivalents	$ 9,629	$ 9,180
Restricted cash	256,972	0
Accounts receivable, net	609,083	602,559
Supplies	84,708	84,272
Other current assets	52,091	27,270
Deferred income taxes	66,420	51,336
Current assets held for sale	0	21,580
Total current assets	1,078,903	796,197
Property and equipment	3,869,644	3,738,818
Less: accumulated depreciation	(1,552,164)	(1,423,580)
Property and equipment, net	2,317,480	2,315,238
Other assets:
Goodwill	732,340	732,685
Deferred charges	13,841	8,643
Other	125,150	111,700
Total Assets	4,267,714	3,964,463
Liabilities and Stockholders' Equity
Current maturities of long-term debt	401,673	2,573
Accounts payable and accrued liabilities	611,753	578,617
Federal and state taxes	0	1,627
Total current liabilities	1,013,426	582,817
Other noncurrent liabilities	353,386	375,580
Long-term debt	614,923	956,429
Deferred income taxes	94,913	60,091
Redeemable noncontrolling interests	202,929	197,152
UHS common stockholders' equity	1,943,572	1,751,071
Noncontrolling interest	44,565	41,323
Total equity	1,988,137	1,792,394
Total Liabilities and Stockholders' Equity	$ 4,267,714	$ 3,964,463

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2010	Sep. 30, 2009
Cash Flows from Operating Activities:
Net income	$ 224,979	$ 235,065
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation & amortization	163,066	153,424
Net gain on sale of assets	(1,993)	0
Stock-based compensation expense	12,678	9,691
Changes in assets & liabilities, net of effects from acquisitions and dispositions:
Accounts receivable	(6,751)	20,747
Construction management and other receivable	0	13,697
Accrued interest	8,437	10,712
Accrued and deferred income taxes	(2,656)	10,824
Other working capital accounts	26,697	40,434
Other assets and deferred charges	(15,742)	3,716
Other	(4,556)	(2,150)
Accrued insurance expense, net of commercial premiums paid	32,770	31,321
Payments made in settlement of self-insurance claims	(37,330)	(43,206)
Net cash provided by operating activities	399,599	484,275
Cash Flows from Investing Activities:
Property and equipment additions, net of disposals	(177,750)	(278,825)
Proceeds received from sale of assets	21,460	818
Restricted cash related to bond issuance held in escrow pending completion of PSI acquisition	(256,972)	0
Acquisition of property and business	0	(9,006)
Net cash used in investing activities	(413,262)	(287,013)
Cash Flows from Financing Activities:
Reduction of long-term debt	(194,600)	(143,844)
Additional borrowings	250,000	170
Financing costs	(5,016)	0
Repurchase of common shares	(3,963)	(15,467)
Dividends paid	(14,555)	(11,821)
Issuance of common stock	5,204	1,568
Profit distributions to noncontrolling interests	(23,558)	(19,698)
Proceeds from sale of noncontrolling interest in majority owned business	600	0
Net cash provided by (used in) financing activities	14,112	(189,092)
Increase (decrease) in cash and cash equivalents	449	8,170
Cash and cash equivalents, beginning of period	9,180	5,460
Cash and cash equivalents, end of period	9,629	13,630
Supplemental Disclosures of Cash Flow Information:
Interest paid	33,584	32,357
Income taxes paid, net of refunds	$ 113,521	$ 120,429

General	9 Months Ended
General	Sep. 30, 2010
General
General	(1) General This Report on Form 10-Q is for the quarterly period ended September 30, 2010. In this Quarterly Report, "we," "us," "our", "UHS" and the "Company" refer to Universal Health Services, Inc. and its subsidiaries. You should carefully review the information contained in this Quarterly Report, and should particularly consider any risk factors that we set forth in this Quarterly Report and in other reports or documents that we file from time to time with the Securities and Exchange Commission (the "SEC"). In this Quarterly Report, we state our beliefs of future events and of our future financial performance. In some cases, you can identify those so-called "forward-looking statements" by words such as "may," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," or "continue" or the negative of those words and other comparable words. You should be aware that those statements are only our predictions. Actual events or results may differ materially. In evaluating those statements, you should specifically consider various factors, including the risks related to healthcare industry trends and those detailed in our filings with the SEC including those set forth in herein and in our Annual Report on Form 10-K for the year ended December 31, 2009 in Item 1A Risk Factors and in Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations – Forward Looking Statements and Risk Factors and as set forth in our Report on Form 10-Q for the quarterly period ended June 30, 2010 in Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations – Forward Looking Statements and Risk Factors and Item 1A-Risk Factors. Those factors may cause our actual results to differ materially from any of our forward-looking statements. The condensed consolidated financial statements include the accounts of our majority-owned subsidiaries and partnerships and limited liability companies controlled by us, or our subsidiaries, as managing general partner or managing member. The condensed consolidated financial statements included herein have been prepared by us, without audit, pursuant to the rules and regulations of the SEC and reflect all normal and recurring adjustments which, in our opinion, are necessary to fairly present results for the interim periods. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although we believe that the accompanying disclosures are adequate to make the information presented not misleading. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements, significant accounting policies and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2009.

- Definition

Describes an entity's accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. An entity also may describe its accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.

+ References+ Details

Relationship with Universal Health Realty Income Trust and Related Party Transactions

9 Months Ended

Sep. 30, 2010

Relationship With Universal Health Realty Income Trust And Related Party Transactions [Abstract]

Relationship with Universal Health Realty Income Trust and Related Party Transactions

(2) Relationship with Universal Health Realty Income Trust and Related Party Transactions

Relationship with Universal Health Realty Income Trust:

At September 30, 2010, we held approximately 6.4% of the outstanding shares of Universal Health Realty Income Trust (the "Trust"). We serve as Advisor to the Trust under an annually renewable advisory agreement pursuant to the terms of which we conduct the Trust's day-to-day affairs, provide administrative services and present investment opportunities. In addition, certain of our officers and directors are also officers and/or directors of the Trust. Management believes that it has the ability to exercise significant influence over the Trust, therefore we account for our investment in the Trust using the equity method of accounting. We earned an advisory fee from the Trust, which is included in net revenues in the accompanying condensed consolidated statements of income, of $458,000 and $413,000 during the three-month periods ended September 30, 2010 and 2009, respectively, and $1.4 million and $1.2 million during the nine-month periods ended September 30, 2010 and 2009, respectively. Our pre-tax share of income from the Trust was $236,000 and $291,000 the three-month periods ended September 30, 2010 and 2009, respectively, and $795,000 and $921,000 for the nine-month periods ended September 30, 2010 and 2009, respectively. The carrying value of this investment was $6.7 million and $8.1 million at September 30, 2010 and December 31, 2009, respectively, and is included in other assets in the accompanying condensed consolidated balance sheets. The market value of this investment, based on the closing price of the Trust's stock on the respective dates, was $27.1 million at September 30, 2010 and $25.2 million at December 31, 2009.

Total rent expense under the operating leases on the hospital facilities with the Trust was $4.0 million during the each of the three-month periods ended September 30, 2010 and 2009, and $12.2 million for each of the nine-month periods ended September 30, 2010 and 2009. In addition, certain of our subsidiaries are tenants in several medical office buildings owned by limited liability companies in which the Trust holds non-controlling ownership interests.

The table below details the renewal options and terms for each of our four hospital facilities leased from the Trust:

Hospital Name

Type of Facility

Annual
Minimum
Rent

End of Lease Term

Renewal
Term
(years)

McAllen Medical Center

Acute Care

5,485,000

December, 2011

(a)

Wellington Regional Medical Center

Acute Care

3,030,000

December, 2011

(b)

Southwest Healthcare System, Inland Valley Campus

Acute Care

2,648,000

December, 2011

(b)

The Bridgeway

Behavioral Health

930,000

December, 2014

(c)

(a)	We have four 5-year renewal options at existing lease rates (through 2031).

(b)	We have two 5-year renewal options at existing lease rates (through 2021) and two 5-year renewal options at fair market value lease rates (2022 through 2031).

(c)	We have two 5-year renewal options at fair market value lease rates (2015 through 2024).

Other Related Party Transactions:

A member of our Board of Directors and member of the Executive Committee is Of Counsel to the law firm used by us as our principal outside counsel. This Board member is also the trustee of certain trusts for the benefit of our Chief Executive Officer ("CEO") and his family. This law firm also provides personal legal services to our CEO.

- Definition

This element may be used for the entire related party transactions disclosure as a single block of text. Disclosure may include: the nature of the relationship(s), a description of the transactions, the amount of the transactions, the effects of any change in the method of establishing the terms of the transaction from the previous period, stated interest rate, expiration date, terms and manner of settlement per the agreement with the related party, and amounts due to or from related parties. If the entity and one or more other entities are under common ownership or management control and this control affects the operating results or financial position, disclosure includes the nature of the control relationship even if there are no transactions between the entities. Disclosure may also include the aggregate amount of current and deferred tax expense for each statement of earnings presented where the entity is a member of a group that files a consolidated tax return, the amount of any tax related balances due to or from affiliates as of the date of each statement of financial position presented, the principal provisions of the method by which the consolidated amount of current and deferred tax expense is allocated to the members of the group and the nature and effect of any changes in that method. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References+ Details

Other Noncurrent liabilities and Redeemable/Noncontrolling Interests	9 Months Ended
	Sep. 30, 2010
Other Noncurrent Liabilities And Redeemable Noncontrolling Interests [Abstract]
Other Noncurrent liabilities and Redeemable/Noncontrolling Interests	(3) Other Noncurrent liabilities and Redeemable/Noncontrolling Interests Other noncurrent liabilities include the long-term portion of our professional and general liability, workers' compensation reserves, pension liability, and interest rate swaps. In connection with certain of our acute care hospitals, outside owners hold noncontrolling, minority ownership interests of: (i) approximately 28% in our five acute care facilities located in Las Vegas, Nevada; (ii) 20% in an acute care facility located in Washington, D.C., and; (iii) approximately 11% in an acute care facility located in Laredo, Texas. The redeemable noncontrolling interests balance of $203 million as of September 30, 2010 and $197 million as of December 31, 2009 (see Note 15), and the noncontrolling interests balance of $45 million as of September 30, 2010 and $41 million as of December 31, 2009 (see Note 15), consist primarily of the third-party ownership interests in these hospitals. In connection with the five acute care facilities located in Las Vegas, Nevada, the minority ownership interests of which are reflected as redeemable noncontrolling interests on our Condensed Consolidated Balance Sheet, the outside owners have certain "put rights", that are currently exercisable, that if exercised, require us to purchase the minority member's interests. The put rights are exercisable upon the occurrence of: (i) certain specified financial conditions falling below established thresholds; (ii) breach of the management contract by the managing member (a subsidiary of ours), or; (iii) if the minority member's ownership percentage is reduced to less than certain thresholds.

Long-term debt	9 Months Ended
Long-term debt	Sep. 30, 2010
Long-term debt
Long-term debt	(4) Long-term debt In connection with the consummation of our planned acquisition of Psychiatric Solutions, Inc. ("PSI"), we obtained a debt financing commitment of $3.45 billion under a senior credit facility ("Senior Credit Facility"), consisting of a new $800 million revolving credit facility, a $1.05 billion term loan A facility and a $1.6 billion term loan B facility. This Senior Credit Facility will become effective upon the closing of the acquisition of PSI which we expect to occur in November, 2010. We plan to use proceeds from: (i) the Senior Credit Facility mentioned above, and; (ii) the issuance of the $250 million of 7% senior notes that were issued during the third quarter of 2010 (as discussed below), to: (i) fund the acquisition of PSI (approximately $3.1 billion) which includes the purchase of PSI's outstanding stock and refinancing the majority of PSI's outstanding debt, and; (ii) repay the outstanding borrowings pursuant to our existing $800 million revolving credit facility. Upon the closing of the acquisition of PSI and the Senior Credit Facility becoming effective, our existing $800 million revolving credit facility will be extinguished. During the third quarter of 2010, we issued $250 million of 7% senior notes that are scheduled to mature on October 1, 2018. The funds generated from this debt issuance are being held in escrow until the earlier of either December 31, 2010 or the satisfaction of certain conditions of escrow, most notably the completion of the acquisition of PSI which we expect to occur in November, 2010. The funds included in the escrow account, which include the proceeds from the issuance plus certain other related amounts ($257 million), are reflected as restricted cash on our condensed consolidated balance sheet as of September 30, 2010. The $250 million of debt is included in current maturities of long-term debt as of September 30, 2010 and will be reclassified to long-term debt upon the closing of the PSI acquisition. In October of 2010, we amended our accounts receivable securitization program ("Securitization") with a group of conduit lenders and liquidity banks. We increased the size of the Securitization from $200 million to $240 million (the "Commitments") and extended the maturity date to October 25, 2013. Substantially all of the patient-related accounts receivable of our acute care hospitals ("Receivables") serve as collateral for the outstanding borrowings. The interest rate on the borrowings is based on the commercial paper rate plus a spread of .475% and there is a facility fee of .375% required on 102% on the Commitments. We have accounted for this Securitization as borrowings. We maintain effective control over the Receivables since, pursuant to the terms of the Securitization, the Receivables are sold from certain of our subsidiaries to special purpose entities that are wholly-owned by us. The Receivables, however, are owned by the special purpose entities, can be used only to satisfy the debts of the wholly-owned special purpose entities, and thus are not available to us except through our ownership interest in the special purpose entities. The wholly-owned special purpose entities use the Receivables to collateralize the loans obtained from the group of third-party conduit lenders and liquidity banks. The group of third-party conduit lenders and liquidity banks do not have recourse to us beyond the assets of the wholly-owned special purpose entities that securitize the loans. There were no borrowings outstanding pursuant to our accounts receivable securitization program as of September 30, 2010. We have an $800 million, unsecured non-amortizing revolving credit agreement, as amended ("Credit Agreement") which is scheduled to expire in July, 2011. The Credit Agreement includes a $100 million sub-limit for letters of credit. The interest rate on the borrowings is determined, at our option, as either: (i) the one, two, three or six month London Inter-Bank Offer Rate ("LIBOR") plus a spread of 0.33% to 0.575%; (ii) at the higher of the Agent's prime rate or the federal funds rate plus 0.50%, or; (iii) a competitive bid rate. A facility fee ranging from 0.07% to 0.175% is required on the total commitment. The applicable margins over LIBOR and the facility fee are based upon our credit ratings from Standard & Poor's Ratings Services and Moody's Investors Service, Inc. At September 30, 2010, the applicable margin over the LIBOR rate was 0.50% and the facility fee was 0.125%. There are no compensating balance requirements. As of September 30, 2010, we had $150 million of borrowings outstanding under our revolving credit agreement and $588 million of available borrowing capacity, net of $62 million of outstanding letters of credit. The $150 million of outstanding borrowings as of September 30, 2010 are included in current maturities of long-term debt on our condensed consolidated balance sheet. As mentioned above, we plan to repay the outstanding borrowings and extinguish this credit facility upon the closing of the PSI acquisition which is expected to occur in November, 2010. In June, 2006, we issued $250 million of senior notes (the "Notes") which have a 7.125% coupon rate and mature on June 30, 2016. Interest on the Notes is payable semiannually in arrears on June 30 and December 30 of each year. In June, 2008, we issued an additional $150 million of Notes which formed a single series with the original Notes issued in June, 2006. Other than their date of issuance and initial price to the public, the terms of the Notes issued in June, 2008 are identical to, and trade interchangeably with, the Notes which were originally issued in June, 2006. During 2001, we issued $200 million of senior notes which have a 6.75% coupon rate and which mature on November 15, 2011. The interest on the senior notes is paid semiannually in arrears on May 15 and November 15 of each year. The senior notes can be redeemed in whole at any time and in part from time to time. The carrying amount and fair value of our debt was $1.02 billion and $1.06 billion at September 30, 2010, respectively. The fair value of our debt was computed based upon quotes received from financial institutions. Our revolving credit agreement includes a material adverse change clause that must be represented at each draw. The facility also requires compliance with maximum debt to capitalization and minimum fixed charge coverage ratios. We are in compliance with all required covenants as of September 30, 2010. We also believe that we would remain in compliance if the full amount of our commitment was borrowed. Effective January 1, 2009, we adopted the authoritative guidance for disclosures in connection with derivative instruments and hedging activities which requires additional disclosure about a company's derivative activities, but does not require any new accounting related to derivative activities. During the fourth quarter of 2007, we entered into two interest rate swaps whereby we pay a fixed rate on a total notional principal amount of $150 million and receive 3-month LIBOR. Each of the two interest rate swaps had a notional principal amount of $75 million on September 30, 2010. The fixed rate payable on the first interest rate swap is 4.7625% and matures on October 5, 2012. The fixed rate payable on the second interest rate swap is 4.865% and the maturity date is October, 17, 2011. The notional amount of the second interest rate swap reduces to $50 million on October 18, 2010. We measure our interest rate swaps at fair value on a recurring basis. The fair value of our interest rate swaps is based primarily on quotes from the counter-party banks. We consider those inputs to be "level 3" in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with derivative instruments and hedging activities. The fair value of our interest rate swaps was a liability of $10 million at September 30, 2010 and $12 million at December 31, 2009 which are included in other noncurrent liabilities on the accompanying balance sheet.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2010
Commitments and Contingencies [Abstract]
Commitments and Contingencies	(5) Commitments and Contingencies *Professional and General Liability Claims and Property Insurance* Effective January 1, 2008, most of our subsidiaries became self-insured for malpractice exposure up to $10 million per occurrence, as compared to $20 million per occurrence in the prior year. We purchased several excess policies through commercial insurance carriers which provide for coverage in excess of $10 million up to $195 million per occurrence and in the aggregate. However, we are liable for 10% of the claims paid pursuant to the commercially insured coverage in excess of $10 million up to $60 million per occurrence and in the aggregate. Our estimated liability for self-insured professional and general liability claims is based on a number of factors including, among other things, the number of asserted claims and reported incidents, estimates of losses for these claims based on recent and historical settlement amounts, estimates of incurred but not reported claims based on historical experience, and estimates of amounts recoverable under our commercial insurance policies. While we continuously monitor these factors, our ultimate liability for professional and general liability claims could change materially from our current estimates due to inherent uncertainties involved in making this estimate. Given our significant self-insured exposure for professional and general liability claims, there can be no assurance that a sharp increase in claims asserted against us will not have a material adverse effect on our future results of operations. As of September 30, 2010, the total accrual for our professional and general liability claims was $263 million, of which $46 million is included in accounts payable and accrued liabilities. As of December 31, 2009, the total accrual for our professional and general liability claims was $266 million, of which $46 million is included in other current liabilities. During the second quarters of 2010 and 2009, based upon reserve analyses, we recorded reductions to our professional and general liability self-insurance reserves relating to prior years. These favorable changes in our estimated future claims payments, amounting to $16 million during the second quarter of 2010 and $23 million during the second quarter of 2009, were partially due to the favorable impact of medical malpractice tort reform experienced in several states in which we operate as well as a decrease in claims related to certain higher risk specialties (such as obstetrical) due to a company-wide patient safety initiative undertaken during the last few years. Effective April 1, 2009, we have commercial property insurance policies covering catastrophic losses resulting from windstorm damage up to a $1 billion policy limit per occurrence. Losses resulting from non-named windstorms are subject to a $250,000 deductible. Losses resulting from named windstorms are subject to deductibles between 3% and 5% (based upon the location of the facility) of the declared total insurable value of the property. In addition, we have commercial property insurance policies covering catastrophic losses resulting from earthquake and flood damage, each subject to aggregated loss limits (as opposed to per occurrence losses). Our earthquake limit is $250 million, except for facilities in Alaska, California and the New Madrid (which includes certain counties located in Arkansas, Illinois, Kentucky, Mississippi, Missouri and Tennessee) and Pacific Northwest Seismic Zones which are subject to a $100 million limitation. The earthquake limit in Puerto Rico is $25 million. Earthquake losses are subject to a $250,000 deductible for our facilities located in all states except California, Alaska, Washington, Puerto Rico and the New Madrid where earthquake losses are subject to deductibles ranging from 1% to 5% (based upon the location of the facility) of the declared total insurable value of the property. Flood losses have either a $250,000 or $500,000 deductible, based upon the location of the facility. Due to an increase in property losses experienced nationwide in recent years, the cost of commercial property insurance has increased. As a result, catastrophic coverage for earthquake and flood has been limited to annual aggregate losses (as opposed to per occurrence losses). Given these insurance market conditions, there can be no assurance that a continuation of these unfavorable trends, or a sharp increase in uninsured property losses sustained by us, will not have a material adverse effect on our future results of operations. *Other* As of September 30, 2010 we were party to certain off balance sheet arrangements consisting of standby letters of credit and surety bonds. Our outstanding letters of credit and surety bonds as of September 30, 2010 totaled $79 million consisting of: (i) $63 million related to our self-insurance programs; (ii) $14 million related primarily to pending appeals of legal judgments (including judgments related to professional and general liability claims), and; (iii) $2 million of other debt guarantees related to public utilities and entities in which we own a minority interest. *Legal Proceedings* We are subject to claims and suits in the ordinary course of business, including those arising from care and treatment afforded by our hospitals and are party to litigation, as outlined below. False Claims Act Case Against Virginia Behavioral Health Facilities: In late 2007 and again on July 3, 2008 and January 27, 2009, the Office of Inspector General for the Department of Health and Human Services ("OIG") issued subpoenas to two of our facilities, Marion Youth Center and Mountain Youth Academy, seeking documents related to the treatment of Medicaid beneficiaries at the facilities. It was our understanding at that time that the OIG was investigating whether claims for reimbursement submitted by those facilities to the Virginia Medicaid program were supported by adequate documentation of the services provided which could be considered to be a basis for a false claims act violation. On August 4, 2008, the Office of the Attorney General for the Commonwealth of Virginia issued a subpoena to Keystone Newport News, another of our facilities. It was our understanding at that time that the Office of Attorney General was investigating whether Keystone Newport News complied with various Virginia laws and regulations, including documentation requirements. In response to these subpoenas, we produced the requested documents on a rolling basis and we cooperated with the investigations in all respects. We also met with representatives of the OIG, the Virginia Attorney General, the United States Attorney for the Western District of Virginia, and the United States Department of Justice Civil Division on several occasions to discuss a possible resolution of this matter. However, the parties were not able to reach a resolution. Consequently, on November 4, 2009, the United States Department of Justice and the Virginia Attorney General intervened in a qui tam case that had been filed under seal in 2007 against Universal Health Services, Inc. ("UHS"), and Keystone Marion, LLC and Keystone Education and Youth Center ("Keystone"). The Department of Justice and the Commonwealth of Virginia filed and served their complaint which, at present, relates solely to the Marion Youth Center. The complaint alleges causes of action pursuant to the federal and state false claims acts, Virginia fraud statutes, and unjust enrichment. The former employees filed a separate amended complaint, alleging employment and retaliation claims as well as false claim act violations. On April 30, 2010, UHS and Keystone filed separate motions to dismiss the government's claims in their entirety. Keystone also filed a separate motion to dismiss the relators' employment claims. The court recently ruled on the motions granting them in part and denying them in part. The court has allowed the government's False Claim Act case and parts of the relators' employment related claims to proceed. We have established a reserve in connection with this matter which did not have a material impact on our financial statements. We will continue to defend ourselves vigorously against the government's and former employees' allegations. There can be no assurance that we will prevail in the litigation or that the case will be limited to the Marion Youth Center. Ethridge v. Universal Health Services et. al: In June, 2008, we and one of our acute care facilities, Lancaster Community Hospital, were named as defendants in a wage and hour lawsuit in Los Angeles County Superior Court. This is a purported class action lawsuit alleging that the hospital failed to provide sufficient meal and break periods to certain employees. In June, 2010 a settlement was reached with the attorneys for the class representative for an amount that will not materially affect our consolidated financial position or results of operations. The settlement is subject to court approval which has not yet occurred. Devore, et. al. v. Keystone Education and Youth Services, LLC: Alicante School in California was acquired by a subsidiary of ours in October, 2005. Prior to our acquisition, two former employees of the facility filed a false claim act qui tam action and a gender discrimination/whistleblower claim in a California state court. The plaintiffs' allege that the Alicante School improperly billed subdivisions of the state of California based upon services provided at the school and that the plaintiffs were discriminated against based upon their gender and as a result of their objection to these practices. In June 2008, we entered into an agreement with the former owners of the facility whereby they agreed to defend the case, indemnify us and hold us harmless for any damages that may result from this case. The former owners of the facility have been funding the legal defense of this case since that time. We recently reached a settlement with the plaintiffs. The settlement is subject to court approval which has not yet occurred. While we may be required to initially fund any settlement ultimately approved by the court, we intend to pursue collection of any such amounts from the former owners of the facility pursuant to the June, 2008 indemnification agreement. Department of Justice ICD Investigation: We recently received a letter from the United States Department of Justice ("DOJ") advising of a False Claim Act investigation being conducted in connection with the implantation of implantable cardioverter defibrillators ("ICDs") from 2003 to the present at several of our acute care facilities. The DOJ alleges that ICDs were implanted and billed by our facilities in contravention of a National Claims Determination regarding these devices. At present, we are uncertain as to the extent of the claims, liability for such claims and potential financial exposure in connection with this matter. *Other Matters* The healthcare industry is subject to numerous laws and regulations which include, among other things, matters such as government healthcare participation requirements, various licensure and accreditations, reimbursement for patient services, and Medicare and Medicaid fraud and abuse. Government action has increased with respect to investigations and/or allegations concerning possible violations of fraud and abuse and false claims statutes and/or regulations by healthcare providers. Providers that are found to have violated these laws and regulations may be excluded from participating in government healthcare programs, subjected to potential licensure revocation, subjected to fines or penalties or required to repay amounts received from the government for previously billed patient services. We monitor all aspects of our business and have developed a comprehensive ethics and compliance program that is designed to meet or exceed applicable federal guidelines and industry standards. Because the law in this area is complex and constantly evolving, governmental investigation or litigation may result in interpretations that are inconsistent with industry practices, including ours. Although we believe our policies, procedures and practices comply with governmental regulations, there is no assurance that we will not be faced with sanctions, fines or penalties in connection with such inquiries or actions, including with respect to the investigations and other matters discussed herein. Even if we were to ultimately prevail, such inquiries and/or actions could have a material adverse effect on us. Southwest Healthcare System: During the third quarter of 2009, Southwest Healthcare System ("SWHCS"), which operates Rancho Springs Medical Center and Inland Valley Regional Medical Center in Riverside County, California, entered into an agreement with the Center for Medicare and Medicaid Services ("CMS"). The agreement required SWHCS to engage an independent quality monitor to assist SWHCS in meeting all CMS' conditions of participation. Further, the agreement provided that, during the last 60 days of the agreement, CMS would conduct a full Medicare certification survey. That survey took place the week of January 11, 2010. In April, 2010, SWHCS received notification from CMS that it intended to effectuate the termination of SWHCS's Medicare provider agreement effective June 1, 2010. In May, 2010, SWHCS entered into an agreement with CMS which abated the termination action scheduled for June 1, 2010. The agreement is one year in duration and required SWHCS to engage independent experts in various disciplines to analyze and develop implementation plans for SWHCS to meet the Medicare conditions of participation. At the conclusion of the agreement, CMS will conduct a full certification survey to determine if SWHCS has achieved substantial compliance with the Medicare conditions of participation. During the term of the agreement, SWHCS remains eligible to receive reimbursements from Medicare for services rendered to Medicare beneficiaries. Also in April, 2010, SWHCS received notification from the California Department of Public Health ("CDPH") indicating that it planned to initiate a process to revoke SWHCS's hospital license. In May, 2010, SWHCS received the formal document related to the revocation action. In September, 2010, SWHCS entered into an agreement with CDPH relating to the license revocation. The terms of the CDPH agreement are substantially similar to those contained in the agreement with CMS. As a result of the agreement, SWHCS's hospital license remains in effect pending the outcome of the CMS full certification survey which will occur at the end of the agreement. Pursuant to the results of the CMS full certification survey, which we anticipate occurring in mid-year, 2011, should SWHCS be deemed to have achieved substantial compliance with the Medicare conditions of participation, CDPH shall deem SWHCS's license to be in good standing. Failure of SWHCS to achieve substantial compliance with the Medicare conditions of participation, pursuant to CMS's full certification survey, will likely have a material adverse impact on SWHCS's ability to continue to operate the facilities. Rancho Springs Medical Center and Inland Valley Medical Center remain fully committed to providing high-quality healthcare to their patients and the communities they serve. We therefore intend to work expeditiously and collaboratively with both CMS and CDPH in an effort to resolve these matters, although there can be no assurance we will be able to do so. Failure to resolve these matters could have a material adverse effect on us. For the year ended December 31, 2009 and the nine months ended September 30, 2010, after deducting an allocation for corporate overhead expense, SWHCS generated approximately 4% and 1%, respectively, of our income from operations after income attributable to noncontrolling interest. *General:* Currently, and from time to time, some of our other facilities are subjected to inquiries and/or actions and receive notices of potential non-compliance of laws and regulations from various federal and state agencies. If one of our facilities is found to have violated these laws and regulations, the facility may be excluded from participating in government healthcare programs, subjected to potential licensure revocation, subjected to fines or penalties or required to repay amounts received from the government for previously billed patient services. We do not believe that, other than as described above, any such existing action would materially affect our consolidated financial position or results of operations. In addition, various suits and claims arising against us in the ordinary course of business are pending. In the opinion of management, the outcome of such claims and litigation will not materially affect our consolidated financial position or results of operations.

Segment Reporting

9 Months Ended

Sep. 30, 2010

Segment Reporting [Abstract]

Segment Reporting

(6) Segment Reporting

Our reportable operating segments consist of acute care hospital services and behavioral health care services. The "Other" segment column below includes centralized services including information services, purchasing, reimbursement, accounting, taxation, legal, advertising, design and construction and patient accounting as well as the operating results for our other operating entities including outpatient surgery and radiation centers. The chief operating decision making group for our acute care hospital services and behavioral health care services is comprised of the Chief Executive Officer, the President and the Presidents of each operating segment. The Presidents of each operating segment also manage the profitability of each respective segment's various facilities. The operating segments are managed separately because each operating segment represents a business unit that offers different types of healthcare services or operates in different healthcare environments. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies included in our Annual Report on Form 10-K for the year ended December 31, 2009.


	Three months ended September 30, 2010
	Acute Care Hospital Services		Behavioral Health Services		Other			Total Consolidated
	(Amounts in thousands)
Gross inpatient revenues	$	2,687,619	$	550,613		—		$	3,238,232
Gross outpatient revenues	$	1,246,661	$	78,354	$	12,147		$	1,337,162
Total net revenues	$	965,807	$	350,728	$	6,729		$	1,323,264
Income/(loss) before income taxes	$	65,750	$	77,969	($	50,513	)	$	93,206
Total assets as of 9/30/10 (a)	$	2,739,577	$	1,006,141	$	521,996		$	4,267,714

	Nine months ended September 30, 2010
	Acute Care Hospital Services		Behavioral Health Services		Other			Total Consolidated
	(Amounts in thousands)
Gross inpatient revenues	$	8,095,552	$	1,649,535		—		$	9,745,087
Gross outpatient revenues	$	3,535,220	$	238,318	$	35,792		$	3,809,330
Total net revenues	$	2,929,128	$	1,056,918	$	22,686		$	4,008,732
Income/(loss) before income taxes	$	262,404	$	241,942	($	165,497	)	$	338,849
Total assets as of 9/30/10 (a)	$	2,739,577	$	1,006,141	$	521,996		$	4,267,714


	Three months ended September 30, 2009
	Acute Care Hospital Services		Behavioral Health Services		Other			Total Consolidated
	(Amounts in thousands)
Gross inpatient revenues	$	2,380,103	$	524,713		—		$	2,904,816
Gross outpatient revenues	$	1,038,772	$	68,577	$	16,683		$	1,124,032
Total net revenues	$	947,648	$	329,332	$	18,129		$	1,295,109
Income/(loss) before income taxes	$	69,175	$	68,884	($	46,962	)	$	91,097
Total assets as of 9/30/09	$	2,686,343	$	983,246	$	231,920		$	3,901,509

	Nine months ended September 30, 2009
	Acute Care Hospital Services		Behavioral Health Services		Other			Total Consolidated
	(Amounts in thousands)
Gross inpatient revenues	$	7,430,016	$	1,552,640		—		$	8,982,656
Gross outpatient revenues	$	3,081,566	$	209,218	$	49,066		$	3,339,850
Total net revenues	$	2,860,333	$	984,074	$	66,761		$	3,911,168
Income/(loss) before income taxes	$	308,663	$	211,181	($	153,471	)	$	366,373
Total assets as of 9/30/09	$	2,686,343	$	983,246	$	231,920		$	3,901,509

(a)

Included in Total assets-Other as of September 30, 2010 is $257 million of restricted cash, generated from the issuance of $250 million of 7% senior notes that mature on October 1, 2018. These funds, which include certain other related amounts, are being held in escrow until the earlier of either December 31, 2010 or the satisfaction of certain conditions of escrow, most notably the completion of the acquisition of Psychiatric Solutions, Inc. ("PSI") which we expect to occur in November, 2010.

Earnings Per Share Data ("EPS") and Stock Based Compensation

9 Months Ended

Sep. 30, 2010

Earnings Per Share Data ("EPS") and Stock Based Compensation

Earnings Per Share Data ("EPS") and Stock Based Compensation

(7) Earnings Per Share Data ("EPS") and Stock Based Compensation

Basic earnings per share are based on the weighted average number of common shares outstanding during the period. Diluted earnings per share are based on the weighted average number of common shares outstanding during the period adjusted to give effect to common stock equivalents.

The following table sets forth the computation of basic and diluted earnings per share for the periods indicated (in thousands, except per share data):


	Three months ended September 30,						Nine months ended September 30,
	(amounts in thousands)
	2010			2009			2010			2009
Basic and Diluted:
Net income attributable to UHS	$	55,610		$	51,074		$	193,001		$	199,508
Less: Net income attributable to unvested restricted share grants		(233	)		(217	)		(826	)		(912	)

Net income attributable to UHS – basic and diluted	$	55,377		$	50,857		$	192,175		$	198,596

Weighted average number of common shares – basic		96,777			97,774			96,673			97,962
Net effect of dilutive stock options and grants based on the treasury stock method		1,158			730			1,140			378

Weighted average number of common shares and equivalents – diluted		97,935			98,504			97,813			98,340

Earnings per basic share attributable to UHS:	$	0.57		$	0.52		$	1.99		$	2.03

Earnings per diluted share attributable to UHS:	$	0.57		$	0.52		$	1.96		$	2.02

The "Net effect of dilutive stock options and grants based on the treasury stock method", for all periods presented above, excludes certain outstanding stock options applicable to each period since the effect would have been anti-dilutive. The excluded stock options totaled 1.6 million during the three-month period ended September 30, 2009 and 3.9 million during the nine-month period ended September 30, 2009. There were no significant anti-dilutive stock options during the three and nine-month periods ended September 30, 2010.

Stock-Based Compensation: During the three-month periods ended September 30, 2010 and 2009, compensation cost of $3.4 million ($2.1 million after-tax) and $2.4 million ($1.5 million after-tax), respectively, was recognized related to outstanding stock options. During the nine-month periods ended September 30, 2010 and 2009, compensation cost of $10.2 million ($6.3 million after-tax) and $7.6 million ($4.7 million after-tax), respectively, was recognized related to outstanding stock options. In addition, during the three-month periods ended September 30, 2010 and 2009, compensation cost of $954,000 ($593,000 after-tax) and $638,000 ($396,000 after-tax), respectively, was recognized related to restricted stock. During the nine-month periods ended September 30, 2010 and 2009, compensation cost of $2.5 million ($1.6 million after-tax) and $2.1 million ($1.3 million after-tax) was recognized related to restricted stock. As of September 30, 2010 there was $22.4 million of unrecognized compensation cost related to unvested options and restricted stock which is expected to be recognized over the remaining weighted average vesting period of 2.6 years. There were 94,000 stock options granted during the first nine months of 2010 with a weighted-average grant date fair value of $7.84 per share. There were 49,472 restricted stock shares granted during the first nine months of 2010, with a weighted-average grant date fair value of $30.32 per share.

Comprehensive Income

9 Months Ended

Sep. 30, 2010

Comprehensive Income

Comprehensive Income

(8) Comprehensive Income

Comprehensive income (loss) is comprised of net income, changes in unrealized gains or losses on derivative financial instruments and foreign currency translation adjustments.


	Three months ended September 30,						Nine months ended September 30,
(amounts in thousands)	2010			2009			2010			2009
Net income attributable to UHS	$	55,610		$	51,074		$	193,001		$	199,508
Other comprehensive income (loss):
Amortization of terminated hedge, net of taxes		(54	)		(54	)		(162	)		(162	)
Unrealized derivative gains on cash flow hedges, net of taxes		402			(357	)		870			757

Comprehensive income attributable to UHS	$	55,958		$	50,663		$	193,709		$	200,103

During the three and nine months periods ended September 30, 2010 and 2009, none of the components of other comprehensive income related to noncontrolling interests.

- Definition

This label may include the following: 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income. Components of comprehensive income include: (1) foreign currency translation adjustments; (2) gains and losses on foreign currency transactions that are designated as, and are effective as, economic hedges of a net investment in a foreign entity; (3) gains and losses on intercompany foreign currency transactions that are of a long-term-investment nature, when the entities to the transaction are consolidated, combined, or accounted for by the equity method in the reporting enterprise's financial statements; (4) change in the market value of a futures contract that qualifies as a hedge of an asset reported at fair value; (5) unrealized holding gains and losses on available-for-sale securities and that resulting from transfers of debt securities from the held-to-maturity category to the available-for-sale category; (6) a net loss recognized as an additional pension liability not yet recognized as net periodic pension cost; and (7) the net gain or loss and net prior service cost or credit for pension plans and other postretirement benefit plans.

+ References+ Details

Dispositions and acquisitions of assets and businesses and assets held for sale	9 Months Ended
	Sep. 30, 2010
Dispositions and acquisitions of assets and businesses and assets held for sale [Abstract]
Dispositions and acquisitions of assets and businesses and assets held for sale	(9) Dispositions and acquisitions of assets and businesses and assets held for sale Agreement to Acquire Psychiatric Solutions, Inc. ("PSI"): In May, 2010, we reached a definitive agreement whereby we will acquire PSI for a price of $33.75 per share in cash, or approximately $2.0 billion. Including the assumption of approximately $1.1 billion in PSI net debt, the total transaction consideration is approximately $3.1 billion. The transaction has fully committed debt financing to be provided by JPMorgan Chase Bank, N.A. and Deutsche Bank AG. We expect to complete the transaction in November, 2010, subject to customary closing conditions, including regulatory approvals and clearance under the Hart-Scott-Rodino Act. During the nine-month period ended September 30, 2010, we incurred approximately $22 million of pre-tax acquisition related costs ($14 million after-tax) which are included in other operating expenses on our Condensed Consolidated Statements of Income. *Nine-month period ended September 30, 2010:* Acquisitions: During the nine months of 2010, we acquired substantially all of the assets of an outpatient surgery center located in Florida in which we previously held a 20% minority ownership interest. The purchase price consideration in connection with this transaction, which occurred during the first quarter, consisted of acquisition of the net assets less the assumption of the outstanding liabilities and third-party debt. Divestitures: During the first nine months of 2010, we received cash proceeds of $21 million for sale of: (i) our minority ownership interest in a healthcare technology company (during the first quarter); (ii) a portion of our ownership interest in an outpatient surgery center located in Texas (during the second quarter), and; (iii) the real property of Methodist Hospital located in Louisiana (during the third quarter) that was severely damaged and closed in 2005 as a result of Hurricane Katrina. The pre-tax gain, net of losses, resulting from the above-mentioned transactions did not have a material impact on our financial statements for the three or nine-month periods ended September 30, 2010. *Nine-month period ended September 30, 2009:* Acquisitions: During the first nine months of 2009, we spent $9 million (during the second quarter) to acquire a 72-bed behavioral health facility located in Louisville, Colorado. Divestitures: During the third quarter of 2009, we sold our ownership interest in an outpatient surgery center located in Oklahoma for cash proceeds of $818,000. The gain on this divestiture did not have a material impact on our financial statements.

Pension Plan

9 Months Ended

Sep. 30, 2010

Pension Plan

Pension Plan

(11) Pension Plan

The following table shows the components of net periodic pension cost for our defined benefit pension plan as of September 30, 2010 and 2009 (amounts in thousands):


	Three months ended September 30,						Nine months ended September 30,
	2010			2009			2010			2009
Service cost	$	285		$	298		$	855		$	894
Interest cost		1,239			1,209			3,718			3,627
Expected return on assets		(1,288	)		(982	)		(3,864	)		(2,946	)
Recognized actuarial loss		635			1,169			1,904			3,507

Net periodic pension cost	$	871		$	1,694		$	2,613		$	5,082

During the nine months ended September 30, 2010, we made contributions totaling $6,315 to our pension plan.

- Definition

Description containing the entire pension and other postretirement benefits disclosure as a single block of text.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 158

-Paragraph 7, 21, 22

Reference 2: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 132R

-Paragraph 5, 6, 7, 8

Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 132R

-Paragraph 8

-Subparagraph m

Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 106

-Paragraph 518

Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 87

-Paragraph 264

Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 132R

-Paragraph 5

-Subparagraph b

Reference 7: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 132R

-Paragraph 5

-Subparagraph a

Reference 8: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 132R

-Paragraph 5

-Subparagraph h

Reference 9: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 132R

-Paragraph 5

-Subparagraph q

Reference 10: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name FASB Staff Position (FSP)

-Number FAS106-2

-Paragraph 20, 21, 22

Reference 11: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Emerging Issues Task Force (EITF)

-Number 03-2

-Paragraph 8

Reference 12: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

-Name Accounting Principles Board Opinion (APB)

-Number 30

-Paragraph 26

Reference 13: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Implementation Guide (Q and A)

-Number FAS88

-Paragraph 63

+ Details

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2010
Income Taxes
Income Taxes	(12) Income Taxes As of January 1, 2010, our unrecognized tax benefits were approximately $6 million. The amount, if recognized, that would affect the effective tax rate is approximately $4 million. During the quarter ended September 30, 2010, changes to the estimated liabilities for uncertain tax positions (including accrued interest) relating to tax positions taken during prior and current periods did not have a material impact on our financial statements. We recognize accrued interest and penalties associated with uncertain tax positions as part of the tax provision. As of September 30, 2010, we have approximately $1 million of accrued interest and penalties. The U.S. federal statute of limitations remains open for the 2007 and subsequent years. Foreign and U.S. state and local jurisdictions have statutes of limitations generally ranging from 3 to 4 years. The statute of limitations on certain jurisdictions could expire within the next twelve months. We operate in multiple jurisdictions with varying tax laws. We are subject to audits by any of these taxing authorities. Our tax returns have been examined by the Internal Revenue Service ("IRS") through the year ended December 31, 2006. We believe that adequate accruals have been provided for federal, foreign and state taxes.

Recent Accounting Standards	9 Months Ended
Recent Accounting Standards	Sep. 30, 2010
Recent Accounting Standards
Recent Accounting Standards	(13) Recent Accounting Standards Transfers of Financial Assets: In June 2009, the FASB issued an amendment to the accounting and disclosure requirements for transfers of financial assets. This amendment requires greater transparency and additional disclosures for transfers of financial assets and the entity's continuing involvement with them and changes the requirements for derecognizing financial assets. In addition, this amendment eliminates the concept of a qualifying special-purpose entity ("QSPE"). This amendment became effective for us on January 1, 2010. This amendment did not have a material impact on our consolidated financial position or results of operations. Consolidation of Variable Interest Entities: In June 2009, the FASB also issued an amendment to the accounting and disclosure requirements for the consolidation of variable interest entities ("VIE"s). The elimination of the concept of a QSPE, as discussed above, removes the exception from applying the consolidation guidance within this amendment. This amendment requires an enterprise to perform a qualitative analysis when determining whether or not it must consolidate a VIE. The amendment also requires an enterprise to continuously reassess whether it must consolidate a VIE. Additionally, the amendment requires enhanced disclosures about an enterprise's involvement with VIEs and any significant change in risk exposure due to that involvement, as well as how its involvement with VIEs impacts the enterprise's financial statements. Finally, an enterprise will be required to disclose significant judgments and assumptions used to determine whether or not to consolidate a VIE. This amendment became effective for us on January 1, 2010. This amendment did not have a material impact on our consolidated financial position or results of operations. Presentation of Insurance Claims and Related Insurance Recoveries: In August 2010, the FASB issued Accounting Standard Updates ("ASU") 2010-24, "Health Care Entities (Topic 954): Presentation of Insurance Claims and Related Insurance Recoveries," which clarifies that a health care entity should not net insurance recoveries against a related claim liability. The guidance provided in this ASU is effective for the fiscal years, and interim periods within those years, beginning after December 15, 2010. The adoption of this standard is not expected to have any impact on our consolidated financial position or results of operations. Measuring Charity Care for Disclosures: In August 2010, the FASB issued ASU 2010-23, "Health Care Entities (Topic 954): Measuring Charity Care for Disclosure," which prescribes a specific measurement basis of charity care for disclosure. The guidance provided in this ASU is effective for fiscal years beginning after December 15, 2010. The adoption of this standard is not expected to have any impact on our consolidated financial position or results of operations.

Stockholders' Equity

9 Months Ended

Sep. 30, 2010

Stockholders' Equity

Stockholders' Equity

(14)

Stockholders' Equity

The following schedule presents the reconciliation of the carrying amount of total equity, equity attributable to UHS common stockholders and equity attributable to the noncontrolling interests for the nine-month period ended September 30, 2010 (in thousands):


				Universal Health Services, Inc. Common Stockholders' Equity (Note 15)
	Redeemable Noncontrolling (b)			Classes of Common Stock									Cumulative Dividends			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			UHS Common Stockholders' Equity			Noncontrolling Interest (b)			Total Equity
	Redeemable Noncontrolling (b)			A		B			C		D		Cumulative Dividends			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			UHS Common Stockholders' Equity			Noncontrolling Interest (b)			Total Equity
Balance, January 1, 2010 (As Revised)	$	197,152		$	67	$	896		$	7		—	$	(108,627	)	$	1,879,981		$	(21,253	)	$	1,751,071		$	41,323		$	1,792,394
Common Stock (a)
Issued/(converted) including tax benefits from exercise of stock options		—			—		2			—		—		—			1,448			—			1,450			—			1,450
Repurchased		—			—		(1	)		—		—		—			(2,156	)		—			(2,157	)		—			(2,157	)
Restricted share-based compensation expense		—			—		—			—		—		—			877			—			877			—			877
Dividends paid		—			—		—			—		—		(4,834	)		—			—			(4,834	)		—			(4,834	)
Stock option expense		—			—		—			—		—		—			3,505			—			3,505			—			3,505
Profit distributions to noncontrolling interests		(775	)																							(3,844	)		(3,844	)
Comprehensive income:
Net income		7,848			—		—			—		—		—			71,819			—			71,819			3,095			74,914
Amortization of terminated hedge (net of income tax effect of $30)		—			—		—			—		—		—			—			(54	)		(54	)		—			(54	)
Unrealized derivative losses on cash flow hedges (net of income tax effect of $47)		—			—		—			—		—		—			—			78			78			—			78

Subtotal - comprehensive income		7,848																		24			71,843			3,095			74,938

Balance, March 31, 2010 (As Revised)	$	204,225		$	67	$	897		$	7		—	$	(113,461	)	$	1,955,474		$	(21,229	)	$	1,821,755		$	40,574		$	1,862,329
Common Stock (a)
Issued/(converted) including tax benefits from exercise of stock options		—			—		2			—		—		—			3,326			—			3,328			—			3,328
Repurchased		—			—		—			—		—		—			(1,807	)		—			(1,807	)		—			(1,807	)
Restricted share-based compensation expense		—			—		—			—		—		—			1,539			—			1,539			—			1,539
Dividends paid		—			—		—			—		—		(9,721	)		—			—			(9,721	)		—			(9,721	)
Stock option expense		—			—		—			—		—		—			6,612			—			6,612			—			6,612
Profit distributions to noncontrolling interests		(15,601	)																							(3,338	)		(3,338	)
Capital contributions from noncontrolling interests																										600			600
Comprehensive income:
Net income		14,305			—		—			—		—		—			121,182			—			121,182			6,729			127,911
Amortization of terminated hedge (net of income tax effect of $60)		—			—		—			—		—		—			—			(108	)		(108	)		—			(108	)
Unrealized derivative losses on cash flow hedges (net of income tax effect of $482)		—			—		—			—		—		—			—			792			792			—			792

Subtotal - comprehensive income		14,305																		684			121,866			6,729			128,595

Balance, September 30, 2010	$	202,929		$	67	$	899		$	7		—	$	(123,182	)	$	2,086,326		$	(20,545	)	$	1,943,572		$	44,565		$	1,988,137

(a)	Authorized shares of Universal Health Services, Inc. consist of 12,000,000 shares of Class A Common Stock, 150,000,000 shares of Class B Common Stock, 1,200,000 shares of Class C Common Stock and 5,000,000 shares of Class D Common Stock.

(b)	See Note 15 for revision related to reclassification of noncontrolling interests to redeemable noncontrolling interests outside of permanent equity.

- Definition

Disclosures related to accounts comprising shareholders' equity, including other comprehensive income. Includes: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables; effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure.

+ References+ Details

Revision of December 31, 2009 and 2008 Consolidated Balance Sheets and Statements of Changes in Equity and of Unaudited March 31, 2010 Consolidated Balance Sheet

9 Months Ended

Sep. 30, 2010

Revision Of December 31, 2009 And 2008 Consolidated Balance Sheets And Statements Of Changes In Equity And Of Unaudited March 31, 2010 Consolidated Balance Sheet

Revision of December 31, 2009 and 2008 Consolidated Balance Sheets and Statements of Changes in Equity and of Unaudited March 31, 2010 Consolidated Balance Sheet

(15) Revision of December 31, 2009 and 2008 Consolidated Balance Sheets and Statements of Changes in Equity and of Unaudited March 31, 2010 Consolidated Balance Sheet

Generally accepted accounting principles require that noncontrolling interests be classified as equity and we have previously presented all noncontrolling interests in total equity. However, since certain of our noncontrolling interests have redemption rights outside of our control, those noncontrolling interests are classified outside of permanent equity. Accordingly, noncontrolling interests with an estimated redemption amount of $186 million as of December 31, 2008, $197 million as of December 31, 2009 and $204 million as of March 31, 2010 have been reclassified from total equity to redeemable noncontrolling interests outside of permanent equity. These revisions did not affect stockholders' equity attributable to UHS nor did they affect any previously reported percentages based upon equity (such as percentage of debt to total capitalization and return on average equity), since we have based those calculations on only stockholders' equity attributable to UHS (as opposed to total equity).

We do not believe these revisions are material to the condensed consolidated financial statements as of March 31, 2010 or to any prior years' consolidated financial statements. In each applicable future filing, we will revise the December 31, 2009 and 2008 Consolidated Balance Sheet and Consolidated Statements of Changes in Equity and the March 31, 2010 Condensed Consolidated Balance Sheet.

The applicable sections of our December 31, 2009 and 2008 Consolidated Balance Sheet, as reported and as revised, are as follows:


	*As Reported*			*As Revised*			*As Reported*			*As Revised*
	December 31, 2009			December 31, 2009			December 31, 2008			December 31, 2008
Redeemable noncontrolling interest		—		$	197,152			—		$	186,097

Equity:
Class A Common Stock	$	67		$	67		$	33		$	33

Class B Common Stock		896			896			458			458

Class C Common Stock		7			7			3			3

Class D Common Stock		—			—			—			—

Cumulative dividends		(108,627	)		(108,627	)		(91,921	)		(91,921	)
Retained earnings		1,879,981			1,879,981			1,666,973			1,666,973

Accumulated other comprehensive loss		(21,253	)		(21,253	)		(31,696	)		(31,696	)

Universal Health Services, Inc. common stockholders' equity		1,751,071			1,751,071			1,543,850			1,543,850
Noncontrolling interest		238,475			41,323			226,735			40,638

Total Equity	$	1,989,546		$	1,792,394		$	1,770,585		$	1,584,488

The applicable section of our March 31, 2010 Condensed Consolidated Balance Sheet, as reported and as revised, are as follows:


	*As Reported*		*As Revised*
	March 31, 2010		March 31, 2010
Redeemable noncontrolling interest		—	$	204,225

UHS common stockholders' equity	$	1,821,755	$	1,821,755
Noncontrolling interest		244,799		40,574

Total equity	$	2,066,554	$	1,862,329

Dividends	9 Months Ended
Dividends	Sep. 30, 2010
Dividends
Dividends	(10) Dividends We declared and paid dividends of $5 million, or $.05 per share, during the third quarter of 2010 and $4 million, or $.04 per share, during the third quarter of 2009. During the nine-month periods ended September 30, 2010 and 2009, we declared and paid dividends of $15 million and $12 million, respectively.