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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(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)
11/26/2013
(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.
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 control number. SEC 1474 (9-02)

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) 11/26/2013   J(2)     27,848   (4)   (5) Class B Common Stock 27,848 $ 0 29,652 I By The Abby Miller King 2011 GRAT
Class A Common Stock (1) 11/26/2013   J(2)   27,848     (4)   (5) Class B Common Stock 27,848 $ 0 4,112,374 D  
Class A Common Stock (1) 11/26/2013   J(2)     27,848   (4)   (5) Class B Common Stock 27,848 $ 0 29,652 I By The Marc Daniel Miller 2011 GRAT
Class A Common Stock (1) 11/26/2013   J(2)   27,848     (4)   (5) Class B Common Stock 27,848 $ 0 4,140,222 D  
Class A Common Stock (1) 11/26/2013   J(2)     27,848   (4)   (5) Class B Common Stock 27,848 $ 0 29,652 I By The Marni Spencer 2011 GRAT
Class A Common Stock (1) 11/26/2013   J(2)   27,848     (4)   (5) Class B Common Stock 27,848 $ 0 4,168,070 D  
Class A Common Stock (1) 11/26/2013   J(3)     29,652   (4)   (5) Class B Common Stock 29,652 $ 0 0 I By The Abby Miller King 2011 GRAT
Class A Common Stock (1) 11/26/2013   J(3)     29,652   (4)   (5) Class B Common Stock 29,652 $ 0 0 I By The Marc Daniel Miller 2011 GRAT
Class A Common Stock (1) 11/26/2013   J(3)     29,652   (4)   (5) Class B Common Stock 29,652 $ 0 0 I By The Marni Spencer 2011 GRAT

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   11/27/2013
**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 November 26, 2013, each of The Abby Miller King 2011 GRAT, The Marc Daniel Miller 2011 GRAT and The Marni Spencer 2011 GRAT terminated and pursuant to its terms distributed 27,848 shares of Class A Common Stock to Alan B. Miller.The distribution resulted in a change of beneficial ownership from indirect to direct. Mr. Miller's pecuniary interest in these shares is unchanged.
(3) On November 26, 2013, each of The Abby Miller King 2011 GRAT, The Marc Daniel Miller 2011 GRAT and The Marni Spencer 2011 GRAT terminated pursuant to its terms distributed 29,652 shares of Class A Common Stock to certain Trusts for the benefit of Mr. Miller's family. Mr. Miller has no beneficial or pecuniary interest in those trusts.
(4) Immediately
(5) Not Applicable

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.