SEC Filing - Universal Health Services Inc.

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SEC FORM 4 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 ALAN B

(Last)

(First)

(Middle)

367 SOUTH GULPH ROAD

(Street)

KING OF PRUSSIA

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	X	10% Owner
X	Officer (give title below)		Other (specify below)
Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2004

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	⁽¹⁾	03/27/2004		G⁽²⁾			488,934	⁽³⁾	⁽⁴⁾	Class B Common Stock	488,934	⁽⁴⁾	444,447	I	A. Miller Family LLC
Class A Common Stock	⁽¹⁾	03/27/2004		G⁽²⁾		162,978		⁽³⁾	⁽⁴⁾	Class B Common Stock	162,978	⁽⁴⁾	162,978	I	The Abby Danielle Miller 2002 GRAT
Class A Common Stock	⁽¹⁾	03/27/2004		G⁽²⁾		162,978		⁽³⁾	⁽⁴⁾	Class B Common Stock	162,978	⁽⁴⁾	162,978	I	The Marc Daniel Miller 2002 GRAT
Class A Common Stock	⁽¹⁾	03/27/2004		G⁽²⁾		162,978		⁽³⁾	⁽⁴⁾	Class B Common Stock	162,978	⁽⁴⁾	162,978	I	The Marni Spencer 2002 GRAT
Class A Common Stock	⁽¹⁾	03/27/2004		J⁽⁵⁾			162,978	⁽³⁾	⁽⁴⁾	Class B Common Stock	162,978	⁽⁴⁾	0	I	The Abby Danielle Miller 2002 GRAT
Class A Common Stock	⁽¹⁾	03/27/2004		J⁽⁵⁾			162,978	⁽³⁾	⁽⁴⁾	Class B Common Stock	162,978	⁽⁴⁾	0	I	The Marc Daniel Miller 2002 GRAT
Class A Common Stock	⁽¹⁾	03/27/2004		J⁽⁵⁾			162,978	⁽³⁾	⁽⁴⁾	Class B Common Stock	162,978	⁽⁴⁾	0	I	The Marni Spencer 2002 GRAT
Class A Common Stock	⁽¹⁾	03/27/2004		G⁽⁶⁾			148,149	⁽³⁾	⁽⁴⁾	Class B Common Stock	148,149	⁽⁴⁾	296,298	I	A. Miller Family LLC
Class A Common Stock	⁽¹⁾	03/27/2004		G⁽⁷⁾			148,149	⁽³⁾	⁽⁴⁾	Class B Common Stock	148,149	⁽⁴⁾	148,149	I	A. Miller Family LLC
Class A Common Stock	⁽¹⁾	03/27/2004		G⁽⁸⁾			148,149	⁽³⁾	⁽⁴⁾	Class B Common Stock	148,149	⁽⁴⁾	0	I	A. Miller Family LLC

Explanation of Responses:

1. The Issuer's Class A Common Stock (the "Class A Common Stock") is convertible into Class B Common Stock of the Issuer on a 1-for-1 basis.

2. The A. Miller Family LLC distributed 488,934 shares of Class A Common Stock on March 27, 2004 in the following manner: (i) 162,978 shares to The Abby Danielle Miller 2002 GRAT, (ii) 162,978 shares to The Marc Daniel Miller 2002 GRAT, and (iii) 162,978 shares to The Marni Spencer 2002 GRAT.

3. Immediately

4. Not Applicable

5. On March 27, 2004, each of The Abby Danielle Miller 2002 GRAT, The Marc Daniel Miller 2002 GRAT and The Marni Spencer 2002 GRAT transferred 162,978 shares of Class A Common Stock to Alan B. Miller.

6. On March 27, 2004, The Abby Danielle Miller 2002 GRAT transferred a thirty-three and one-third percent (33 1/3%) membership interest in the A. Miller Family LLC to The Abby Danielle Miller 2002 Trust.

7. On March 27, 2004, The Marc Daniel Miller 2002 GRAT transferred a thirty-three and one-third percent (33 1/3%) membership interest in the A. Miller Family LLC to The Marc Daniel Miller 2002 Trust.

8. On March 27, 2004, The Marni Spencer 2002 GRAT transferred a thirty-three and one-third percent (33 1/3%) membership interest in the A. Miller Family LLC to The Marni Spencer 2002 Trust.

	Steve Filton, attorney-in-fact	03/30/2004
	** 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).
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.

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POWER OF ATTORNEY

I, Alan B. Miller, do hereby designate Steve Filton and Charles F. Boyle to act as my lawful attorneys-in-fact to execute and have delivered on my behalf, with the Securities and Exchange Commission and the New York Stock Exchange, certain forms as they pertain to my reporting of holdings of Universal Health Services, Inc. Common Stock.

Such necessary forms shall consist of Form 4, Statement of Changes in Beneficial Ownership and Form 5, Annual Statement of Changes in Beneficial Ownership.

I hereby ratify and confirm all that said attorney shall lawfully do or cause to be done by virtue hereof.


/s/ Alan B. Miller


Signed and dated on this 15th day of March 2004.


The undersigned, Steve Filton and Charles F. Boyle hereby affirm that we are the persons named herein as attorneys-in-fact and that our original signatures are affixed hereto.


/s/ Steve Filton						/s/ Charles F. Boyle



Signed and dated on this 15th day of March 2004


COMMONWEALTH OF PENNSYLVANIA

COUNTY OF MONTGOMERY

On this 15th day of March, in the year 2004, before me, Celeste A. Stellabott, personally appeared Alan B. Miller, Steve Filton and Charles F. Boyle, personally known to me and have executed this document in my presence.



/s/ Celeste A. Stellabott		(SEAL)
Signature of Notary Public