Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MILLER ALAN B
   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 and CEO
(Last)
(First)
(Middle)
UNIVERSAL HEALTH SERVICES, INC., 367 SOUTH GULPH ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
11/12/2014
(Street)

KING OF PRUSSIA, PA 19406		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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 11/12/2014   J(1)   100,000 D $ 0 517,782 D  
Class B Common Stock 11/12/2014   J(1)   100,000 A $ 0 100,000 I AMK 2014 LLC
Class B Common Stock 11/12/2014   J(1)   100,000 D $ 0 517,782 D  
Class B Common Stock 11/12/2014   J(1)   100,000 A $ 0 100,000 I MDM 2014 LLC
Class B Common Stock 11/12/2014   J(1)   100,000 D $ 0 517,782 D  
Class B Common Stock 11/12/2014   J(1)   100,000 A $ 0 100,000 I MS 2014 LLC

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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 Underlying Securities
(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 of Derivative Security: 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
Class A Common Stock (2) 11/12/2014   J(1)     100,000   (3)   (4) Class B Common Stock 100,000 $ 0 4,023,550 D  
Class A Common Stock (2) 11/12/2014   J(1)   100,000     (3)   (4) Class B Common Stock 100,000 $ 0 100,000 I AMK 2014 LLC
Class A Common Stock (2) 11/12/2014   J(1)     150,000   (3)   (4) Class B Common Stock 150,000 $ 0 4,023,550 D  
Class A Common Stock (2) 11/12/2014   J(1)   150,000     (3)   (4) Class B Common Stock 150,000 $ 0 150,000 I MDM 2014 LLC
Class A Common Stock (2) 11/12/2014   J(1)     100,000   (3)   (4) Class B Common Stock 100,000 $ 0 4,023,550 D  
Class A Common Stock (2) 11/12/2014   J(1)   100,000     (3)   (4) Class B Common Stock 100,000 $ 0 100,000 I MS 2014 LLC

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MILLER ALAN B
UNIVERSAL HEALTH SERVICES, INC.
367 SOUTH GULPH ROAD
KING OF PRUSSIA, PA 19406		   X   X   Chairman and CEO  

Signatures

 /s/ Alan B. Miller   11/13/2014
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) On November 11, 2014, Mr. Alan B. Miller transferred 150,000 shares of Class A Common Stock to the MDM 2014 LLC and transferred 100,000 shares of Class A Common Stock to each of the AMK 2014 LLC and the MS 2014 LLC. On November 11, 2014, Mr. Alan B. Miller transferred 100,000 shares of Class B Common Stock to each of the AMK 2014 LLC, the MDM 2014 LLC and the MS 2014 LLC. These shares were previously directly held by Mr. Alan B. Miller and the transfer resulted in a change of beneficial ownership from direct to indirect. Mr. Alan B. Miller's pecuniary interest in these shares is unchanged. It is contemplated that following the transfers referred to above, the 100% ownership interest in the AMK 2014 LLC will be transferred to The Abby Miller King 2014 GRAT. The 100% ownership interest in the MDM 2014 LLC will be transferred to The Marc Daniel Miller 2014 GRAT. The 100% ownership interest in the MS 2014 LLC will be transferred to The Marni Spencer 2014 GRAT. Alan B. Miller's pecuniary interest in these shares will be unchanged. Marc D. Miller disclaims any pecuniary interest in these shares.
(2) The Class A Common Stock is convertible into Class B Common Stock on a share for share basis.
(3) Immediately
(4) Not Applicable

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