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 Marc D
   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
(Last)
(First)
(Middle)
UNIVERSAL HEALTH SERVICES, INC., 367 SOUTH GULPH ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
12/18/2014
(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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (1) 12/18/2014   J(2)     39,510   (4)   (5) Class B Common Stock 39,510 $ 0 93,836 (6) I By The Abby Miller King 2010 GRAT (B)
Class A Common Stock (1) 12/18/2014   J(2)     52,685   (4)   (5) Class B Common Stock 52,685 $ 0 125,108 I By The Marc Daniel Miller 2010 GRAT (B)
Class A Common Stock (1) 12/18/2014   J(2)     39,510   (4)   (5) Class B Common Stock 39,510 $ 0 93,836 (6) I By The Marni Spencer 2010 GRAT (B)
Class A Common Stock (1) 12/18/2014   J(3)     93,836   (4)   (5) Class B Common Stock 93,836 $ 0 0 I By The Abby Miller King 2010 GRAT (B)
Class A Common Stock (1) 12/18/2014   J(3)   93,836     (4)   (5) Class B Common Stock 93,836 $ 0 160,563 (6) I The Abby Danielle Miller 2002 Trust
Class A Common Stock (1) 12/18/2014   J(3)     125,108   (4)   (5) Class B Common Stock 125,108 $ 0 0 I By The Marc Daniel Miller 2010 GRAT (B)
Class A Common Stock (1) 12/18/2014   J(3)   125,108     (4)   (5) Class B Common Stock 125,108 $ 0 200,695 (6) I The Marc Daniel Miller 2002 Trust
Class A Common Stock (1) 12/18/2014   J(3)     93,836   (4)   (5) Class B Common Stock 93,836 $ 0 0 I By The Marni Spencer 2010 GRAT (B)
Class A Common Stock (1) 12/18/2014   J(3)   93,836     (4)   (5) Class B Common Stock 93,836 $ 0 160,563 (6) I The Marni Spencer 2002 Trust

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Miller Marc D
UNIVERSAL HEALTH SERVICES, INC.
367 SOUTH GULPH ROAD
KING OF PRUSSIA, PA 19406		   X     President  

Signatures

 /s/ Marc D. Miller   12/19/2014
**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) The Class A Common Stock is convertible into Class B Common Stock on a share for share basis.
(2) On December 18, 2014, each of The Abby Miller King 2010 GRAT (B) and The Marni Spencer 2010 GRAT (B) terminated and distributed 39,510 shares of Class A Common Stock to Alan B. Miller. On December 18, 2014, The Marc Daniel Miller 2010 GRAT (B) terminated and distributed 52,685 shares of Class A Common Stock to Alan B. Miller. The transfer resulted in a change of beneficial ownership from indirect to direct. Mr. Alan B. Miller's pecuniary interest in these shares is unchanged. Mr. Marc D. Miller serves as Co-Trustee of each of these GRATs.
(3) On December 18, 2014, each of The Abby Miller King 2010 GRAT (B) and The Marni Spencer 2010 GRAT (B) terminated and distributed 93,836 shares of Class A Common Stock to each of The Abby Danielle Miller 2002 Trust and The Marni Spencer 2002 Trust. On December 18, 2014 The Marc Daniel Miller 2010 GRAT (B) terminated and distributed 125,108 shares of Class A Common Stock to The Marc Daniel Miller 2002 Trust.
(4) Immediately
(5) Not Applicable
(6) Marc D. Miller disclaims any pecuniary interest in these shares.

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