Sec Form 4 Filing - Miller Marc D @ UNIVERSAL HEALTH SERVICES INC - 2016-01-11

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 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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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 (MM/DD/YY) 01/11/2016 (Street) KING OF PRUSSIA, PA19406 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 01/11/2016 J( 2 ) 39,958 D $ 0 60,042 I AMK 2014 LLC held by The Abby Miller King2014 GRAT Class B Common Stock 01/11/2016 J( 2 ) 39,958 D $ 0 60,042 I MDM 2014 LLC held by The Marc Daniel Miller 2014 GRAT Class B Common Stock 01/11/2016 J( 2 ) 39,958 D $ 0 60,042 I MS 2014 LLC held by The Marni Spencer 2014 GRAT Class B Common Stock 01/11/2016 J( 3 ) 39,958 A $ 0 39,958 I AMK 2014 LLC held by The Abby Miller King 2015 GRAT Class B Common Stock 01/11/2016 J( 3 ) 39,958 A $ 0 39,958 I MDM 2014 LLC held by The Marc Daniel Miller 2015 GRAT Class B Common Stock 01/11/2016 J( 3 ) 39,958 A $ 0 39,958 I MS 2014 LLC held by The Marni Spencer 2015 GRAT

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 ) 01/11/2016 J( 2 ) 39,958 ( 4 ) ( 5 ) Class B Common Stock 39,958 $ 0 60,042 I AMK 2014 LLC held by The Abby Miller King2014 GRAT Class A Common Stock ( 1 ) 01/11/2016 J( 2 ) 59,937 ( 4 ) ( 5 ) Class B Common Stock 59,937 $ 0 90,063 I MDM 2014 LLC held by The Marc Daniel Miller 2014 GRAT Class A Common Stock ( 1 ) 01/11/2016 J( 2 ) 39,958 ( 4 ) ( 5 ) Class B Common Stock 39,958 $ 0 60,042 I MS 2014 LLC held by The MarniSpencer 2014 GRAT Class A Common Stock ( 1 ) 01/11/2016 J( 3 ) 39,958 ( 4 ) ( 5 ) Class B Common Stock 39,958 $ 0 39,958 I AMK 2014 LLC held by The AbbyMiller King 2015 GRAT Class A Common Stock ( 1 ) 01/11/2016 J( 3 ) 59,937 ( 4 ) ( 5 ) Class B Common Stock 59,937 $ 0 59,937 I MDM 2014 LLC held by The MarcDaniel Miller 2015 GRAT Class A Common Stock ( 1 ) 01/11/2016 J( 3 ) 39,958 ( 4 ) ( 5 ) Class B Common Stock 39,958 $ 0 39,958 I MS 2014 LLC held by The MarniSpencer 2015 GRAT

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, PA19406 X President Signatures /s/ Marc D. Miller 01/13/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Class A Common Stock is convertible into Class B Common Stock on a share for share basis. ( 2 )On January 11, 2016, The Marc Daniel Miller 2014 GRAT distributed 39.95777% of its interest in MDM 2014 LLC to Alan B. Miller and each of The Abby Miller King 2014 GRAT and The Marni Spencer 2014 GRAT distributed 39.95804% of their respective interests in AMK 2014 LLC (as to The Abby Miller King 2014 GRAT) and MS 2014 LLC (as to The Marni Spencer 2014 GRAT) to Alan B. Miller (the distributions were made pursuant to the terms of the Trust Agreement creating each 2014 GRAT). The shares reflected represent the amount of shares held by each LLC as represented by the percentage LLC interests distributed. Marc Miller is a trustee of each GRAT and a special manager of each LLC but disclaims beneficial interest in each GRAT and each other than the Marc David Miller 2014 GRAT and each LLC other than the MDM 2014 LLC. ( 3 )On January 11, 2016, Alan B. Miller contributed 39.95777% of his interest in MDM 2014 LLC to The Marc Daniel Miller 2015 GRAT, 39.95804% of his interest in AMK 2014 LLC to The Abby Miller King 2015 GRAT and 39.95804% of his interest in MS 2014 LLC to The Marni Spencer 2015 GRAT. The shares reflected represent the amount of shares held by each LLC as represented by the percentage LLC interests contributed. Marc Miller is a trustee of each GRAT and a special manager of each LLC but disclaims beneficial interest in each GRAT other than the Marc Daniel Miller 2015 GRAT and each LLC other than the MDM 2014 LLC. ( 4 )Immediately ( 5 )Not Applicable

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