1
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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(MARK ONE)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
OR
(_) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ............to..........
Commission file number 0-10454
UNIVERSAL HEALTH SERVICES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 23-2077891
------------------------------- ----------------
(State or other jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
UNIVERSAL CORPORATE CENTER
367 SOUTH GULPH ROAD
KING OF PRUSSIA, PENNSYLVANIA 19406
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (610) 768-3300
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ___
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. Common shares outstanding, as
of July 31, 1996:
Class A 2,065,019
Class B 29,770,566
Class C 207,640
Class D 39,278
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Page One of Thirteen Pages
2
UNIVERSAL HEALTH SERVICES, INC.
I N D E X
PART I. FINANCIAL INFORMATION PAGE NO.
--------
Item 1. Financial Statements
Consolidated Statements of Income -
Three Months Ended June 30, 1996 and 1995 . . . . . . . . . . . . . . . . . . . . . . . . Three
Six Months Ended June 30, 1996 and 1995
Condensed Consolidated Balance Sheets - June 30, 1996
and December 31, 1995 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Four
Condensed Consolidated Statements of Cash Flows
Six Months Ended June 30, 1996 and 1995 . . . . . . . . . . . . . . . . . . . . . . . . . Five
Notes to Condensed Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . Six & Seven
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition . . . . . . . . . . . . . . . . . . . . . . . . . . Eight, Nine, Ten & Eleven
PART II. OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Twelve
SIGNATURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Thirteen
Page Two of Thirteen Pages
3
PART I. FINANCIAL INFORMATION
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(000s omitted except per share amounts)
(unaudited)
THREE MONTHS SIX MONTHS
ENDED JUNE 30, ENDED JUNE 30,
------------------- --------------------
1996 1995 1996 1995
------------------- --------------------
Net revenues $286,994 $214,165 $558,610 $434,880
Operating charges:
Operating expenses 109,615 84,092 211,950 168,561
Salaries and wages 101,331 77,617 195,831 155,638
Provision for doubtful accounts 24,631 16,057 46,398 33,242
Depreciation and amortization 16,721 11,748 31,504 23,058
Lease and rental expense 9,573 8,776 18,978 17,548
Interest expense, net 5,972 1,427 10,620 3,041
-------- -------- -------- --------
267,843 199,717 515,281 401,088
-------- -------- -------- --------
Income before income taxes 19,151 14,448 43,329 33,792
Provision for income taxes 6,935 4,893 15,612 12,396
-------- -------- -------- --------
Net income $ 12,216 $ 9,555 $ 27,717 $ 21,396
======== ======== ======== ========
Earnings per common
and common share equivalents: $ 0.42 $ 0.34 $ 0.96 $ 0.77
======== ======== ======== ========
Weighted average number of
common shares and equivalents: 28,958 28,024 28,835 27,954
======== ======== ======== ========
See accompanying notes to these condensed consolidated financial statements.
Page Three of Thirteen Pages
4
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(000s omitted)
JUNE 30, DECEMBER 31,
1996 1995
--------- ------------
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 338 $ 34
Accounts receivable, net 134,861 114,163
Supplies 20,895 18,207
Deferred income taxes 15,304 18,989
Other current assets 7,008 5,529
--------- ---------
Total current assets 178,406 156,922
--------- ---------
Property and equipment 798,801 641,528
Less: accumulated depreciation (256,819) (248,540)
--------- ---------
541,982 392,988
--------- ---------
OTHER ASSETS:
Excess of cost over fair value of net
assets acquired 155,764 136,206
Deferred income taxes 18,718 17,283
Deferred charges 13,445 11,466
Other 47,192 33,186
--------- ---------
235,119 198,141
--------- ---------
$ 955,507 $ 748,051
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt $ 7,646 $ 7,125
Accounts payable and accrued liabilities 148,495 126,018
Federal and state taxes 643 1,874
--------- ---------
Total current liabilities 156,784 135,017
--------- ---------
Other noncurrent liabilities 83,688 78,248
--------- ---------
Long-term debt, net of current maturities 285,509 237,086
--------- ---------
COMMON STOCKHOLDERS' EQUITY:
Class A Common Stock, 2,155,928 shares
outstanding in 1996, 1,092,527 in 1995 22 11
Class B Common Stock, 29,670,318 shares
outstanding in 1996, 12,658,818 in 1995 297 127
Class C Common Stock, 216,731 shares
outstanding in 1996, 109,622 in 1995 2 1
Class D Common Stock, 39,526 shares
outstanding in 1996, 20,503 in 1995 -- --
Capital in excess of par, net of deferred
compensation of $527,000 in 1996
and $941,000 in 1995 193,808 89,881
Retained earnings 235,397 207,680
--------- ---------
429,526 297,700
--------- ---------
$ 955,507 $ 748,051
========= =========
See accompanying notes to these condensed consolidated financial statements.
Page Four of Thirteen Pages
5
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(000s omitted - unaudited)
SIX MONTHS ENDED
JUNE 30,
--------------------
1996 1995
--------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $27,717 $21,396
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation & amortization 31,504 23,058
Provision for self-insurance reserves 7,401 6,666
Changes in assets & liabilities, net of effects from
acquisitions and dispositions:
Accounts receivable 7,466 15,006
Accrued interest (491) (1,923)
Accrued and deferred income taxes 4,220 (13,078)
Other working capital accounts 13,384 12,347
Other assets and deferred charges (7,141) (4,041)
Other 327 940
Payments made in settlement of self-insurance claims (5,639) (3,203)
--------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 78,748 57,168
--------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
PROPERTY and equipment additions, net (50,432) (31,233)
Acquisition of businesses (165,142) (4,696)
Notes receivable related to acquisitions (10,545) --
--------- --------
NET CASH USED IN INVESTING ACTIVITIES (226,119) (35,929)
--------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Additional borrowings 47,330 --
Reduction of long-term debt -- (18,711)
Issuance of common stock 100,345 501
--------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 147,675 (18,210)
--------- --------
INCREASE IN CASH AND CASH EQUIVALENTS 304 3,029
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 34 780
--------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD $338 $3,809
========= ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid $11,111 $4,964
========= ========
Income taxes paid, net of refunds $11,614 $25,474
========= ========
SEE ACCOMPANYING NOTES TO THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
PAGE FIVE OF THIRTEEN PAGES
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UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) GENERAL
The consolidated financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission and reflect all adjustments which, in the opinion of
the Company, are necessary to fairly present results for the interim periods.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to such rules and regulations, although
the Company believes that the accompanying disclosures are adequate to make the
information presented not misleading. It is suggested that these financial
statements be read in conjunction with the financial statements, accounting
policies and the notes thereto included in the Company's Annual Report on Form
10-K for the year ended December 31, 1995.
(2) EARNINGS PER SHARE
Earnings per share are based on the weighted average number of common shares
outstanding during the year adjusted to give effect to common stock
equivalents.
In April 1996, the Company declared a two for one stock split in the form of a
100% stock dividend which was paid on May 17, 1996 to shareholders of record
as of May 6, 1996. All classes of common stock participated on a pro rata
basis. The weighted average number of common shares and equivalents and
earnings per common and common equivalent share for the three and six months
ended June 30, 1996 and 1995 have been adjusted to reflect the two for one
stock split.
(3) UNUSUAL ITEMS
Included in operating expenses for the three and six month periods ended June
30, 1995 was a $2.7 million pre-tax charge related to the Company's divestiture
of two acute care hospitals in connection with the acquisition of a 225-bed
acute care facility located in Aiken, South Carolina. Operating expenses
during the second quarter and six months of 1995 were favorably impacted by
reductions in certain reserve balances totaling $1.9 million.
(4) OTHER LIABILITIES
Other noncurrent liabilities include the long-term portion of the Company's
professional and general liability and workers' compensation reserves.
(5) COMMITMENT AND CONTINGENCIES
Under certain agreements, the Company has committed or guaranteed an aggregate
of $20 million related principally to the Company's self-insurance programs
and as support for various debt instruments and loan guarantees.
Page Six of Thirteen Pages
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(6) ACQUISITIONS AND EQUITY ISSUANCE
In May 1996, the Company acquired substantially all of the assets and
operations of Northwest Texas Healthcare Systems, a 360-bed medical complex
located in Amarillo, Texas for $126 million in cash. The assets acquired
include the real and personal property, working capital and tangible assets.
The Company also will be required to pay additional amounts to the seller equal
to 15% of any amount of the hospital's earnings before depreciation, interest
and taxes in excess of $24 million in each year of the seven year period
commencing April 1, 1996 and ending March 31, 2003. In addition, under terms
of the agreement, the seller will pay the Company $8 million per year for the
first four years and $6 million per year (subject to certain adjustments for
inflation) for up to an additional 36 years to help support the cost of medical
services to indigent patients.
Also during the 1996 second quarter, the Company completed the purchase of (i)
substantially all of the assets and operations of four behavioral health
centers located in Pennsylvania; (ii) management contracts for seven other
behavioral health centers, subject to the facilities' approval; and (iii) 33
acres of land adjacent to the Company's Wellington Regional Medical Center, for
$39.5 million and up to an additional $5 million which is contingent upon the
future operating performance of the acquired assets. In connection with this
transaction, the Company made a $7 million loan to the seller, which is secured
by the stock of a subsidiary of the seller. The $7 million note is scheduled
to mature September 18, 1997.
In June 1996, the Company advanced approximately $3.5 million pursuant to a
loan sale agreement in connection with the purchase of a 164-bed behavioral
health facility located in Texas. The Company expects the closing of this
transaction to occur during the third quarter of 1996.
In June 1996, the Company issued four million shares of its Class B Common
Stock at a price of $26 per share. The total net proceeds of approximately
$99.1 million generated from this offering were used to partially finance the
purchase transactions mentioned above.
Page Seven of Thirteen Pages
8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATIONS
AND FINANCIAL CONDITION
GENERAL
The matters discussed in this report as well as the news releases issued from
time to time by the Company contain certain forward-looking statements that
involve risks and uncertainties, including, among other things, that the
majority of the Company's revenues are produced by a small number of its total
facilities, possible changes in levels and terms of reimbursement for the
Company's charges by government programs or other third party payors, the
ability of the Company to successfully integrate its recent and proposed
acquisitions and the ability to continue to finance its growth on favorable
terms.
RESULTS OF OPERATIONS
Net revenues increased 34% or $73 million for the three months ended June 30,
1996 and 29% or $124 million for the six months ended June 30, 1996 over the
comparable prior year periods due primarily to the acquisitions of: (i) a
360-bed medical complex located in Amarillo, Texas acquired during the second
quarter of 1996; (ii) four behavioral health centers located in Pennsylvania
acquired during the second quarter of 1996, and; (iii) a 225-bed acute care
facility and a 512-bed acute care facility, both of which were acquired during
the third quarter of 1995. Also contributing to the increase in net revenues
was an increase in net revenues at hospital facilities owned during both
periods as revenues at these facilities increased 3% or $5 million for the
three months ended June 30, 1996 and 3% or $11 million for the six months ended
June 30, 1996 over the comparable prior year periods.
Earnings before interest, income taxes, depreciation, amortization and lease
and rental expense (EBITDAR) increased 41% or $15 million to $51 million for
the three months ended June 30, 1996 as compared to $36 million in the
comparable prior year period and 35% or $27 million to $104 million for the six
months ended June 30, 1996 as compared to $77 million in the comparable prior
year period. Overall operating margins were 17.9% and 17.0% for the three
months ended June 30, 1996 and 1995 and 18.7% and 17.8% for the six months
ended June 30, 1996 and 1995, respectively.
ACUTE CARE SERVICES
Net revenues from the Company's acute care hospitals and ambulatory treatment
centers as a percentage of consolidated net revenues accounted for 85% in each
of the three month periods ended June 30, 1996 and 1995 and 86% and 85% for the
six month periods ended June 30, 1996 and 1995, respectively. Net revenues at
the Company's acute care hospitals owned during both periods increased 2% for
the three month period ended June 30, 1996 and 4% for the six month period
ended June 30, 1996 over the comparable prior year periods. Inpatient
admissions at the Company's acute care hospitals owned during both periods
increased 1% and 4% for the three and six month periods ended June 30, 1996 as
compared to the comparable prior year periods as patient days at these
facilities decreased 3% in the 1996 second quarter as compared to the 1995
second quarter due to a 4% decrease in length of stay. Patient days for the
six months ended June 30, 1996 remained unchanged while the length of stay
decreased 3% during the 1996 six month period as compared to the comparable
1995 period. Outpatient activity at the Company's acute care hospitals
continues to increase as a result of advances in medical technologies, which
allow more services to be provided on an outpatient basis, and increased
pressure from Medicare, Medicaid, health maintenance organizations (HMOs),
preferred provider organizations (PPOs) and insurers to reduce hospital stays
and provide services, where possible, on a less expensive outpatient basis.
To accommodate the increased utilization of outpatient services, the Company
has expanded or redesigned several of its outpatient facilities and services.
Page Eight of Thirteen Pages
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BEHAVIORAL HEALTH SERVICES
Net revenues from the Company's behavioral health services facilities as a
percentage of consolidated net revenues accounted for 15% and 14% for the three
month periods ended June 30, 1996 and 1995 and 13% and 14% for the six month
periods ended June 30, 1996 and 1995. Net revenues at the Company's behavioral
health centers owned during both periods increased 4% during the 1996 second
quarter over the comparable prior year quarter due to a 14% increase in
inpatient admissions and a 4% increase in patient days while the length of stay
at these facilities decreased 9% during the three month period ended June 30,
1996 as compared to the comparable prior year period. For the six month period
of 1996, net revenues at these facilities decreased 1% as inpatient admissions
increased 7% and patient days increased 3% while the average length of stay
decreased 4% as compared to the comparable prior year periods. The reduction
in the average length of stay is a result of changing practices in the delivery
of behavioral health services and continued cost containment pressures from
payors which includes a greater emphasis on the utilization of outpatient
services. Management of the Company has responded to these trends by
developing and marketing new outpatient treatment programs.
OTHER OPERATING RESULTS
Depreciation and amortization expense increased 42% or $5.0 million for the
three months ended June 30, 1996 and 37% or $8.4 million for the six months
ended June 30, 1996 as compared to the comparable prior year periods due
primarily to the Company's acquisition of one acute care hospital and four
behavioral health centers during the second quarter of 1996 and two acute care
hospitals acquired during the third quarter of 1995. Partially offsetting
these increases was the effect of three acute care facilities divested in July
and October of 1995.
Interest expense increased $4.5 million and $7.6 million for the three and six
month periods ended June 30, 1996 over the comparable 1995 periods due
primarily to increased borrowings used to finance the purchase of the acute
care hospital and four behavioral health centers during the second quarter of
1996 and the acquisition of two acute care hospitals during the third quarter
of 1995. In June 1996, the Company issued four million shares of its Class B
Common Stock at a price of $26 per share. The total net proceeds of $99.1
million generated from this stock issuance were used to partially finance the
purchase transactions mentioned above
The effective tax rate was 36.2% and 33.9% for the three month periods ended
June 30, 1996 and 1995 and 36.0% and 36.7% for the six month periods ended June
30, 1996 and 1995, respectively. The decrease in the effective rate for the
six month period ended June 30, 1996 as compared to the comparable prior year
period was due primarily to the financing of employee benefit programs.
GENERAL TRENDS
An increased proportion of the Company's revenue is derived from fixed payment
services, including Medicare and Medicaid which accounted for 52% and 47% of
the Company's net patient revenues for the three months ended June 30, 1996 and
1995 and 50% and 46% of the Company's net patient revenues for the six months
ended June 30, 1996 and 1995, respectively. The Company expects the Medicare
and Medicaid revenues to continue to increase as a larger portion of the
general population qualifies for coverage as a result of the aging of the
population and expansion of state Medicaid programs. The Medicare program
reimburses the Company's hospitals primarily based on established rates by a
diagnosis related group for acute care hospitals and by cost based formula for
psychiatric hospitals.
Page Nine of Thirteen Pages
10
In addition to the Medicare and Medicaid programs, other payors continue to
actively negotiate the amounts they will pay for services performed. In
general, the Company expects the percentage of its business from managed care
programs, including HMOs and PPOs to grow. The consequent growth in managed
care networks and the resulting impact of these networks on the operating
results of the Company's facilities vary among the markets in which the Company
operates.
In recent years, an increasing number of legislative initiatives have been
introduced or proposed in Congress and in state legislatures that would effect
major changes in the healthcare system, either nationally or at the state
level. Among the proposals that have been introduced are price controls on
hospitals, insurance market reforms to increase the availability of group
health insurance to small businesses, requirements that all businesses offer
health coverage to their employees and the creation of a government health
insurance plan or plans that would cover all citizens and increase payments by
beneficiaries. The Company cannot predict whether any of the above proposals
or any other proposals will be adopted, and if adopted, no assurance can be
given that the implementation of such reforms will not have a material adverse
effect on the Company's business. In Texas, a law has been passed which
mandates that the state senate apply for a waiver from current Medicaid
regulations to allow the state to require that certain Medicaid participants be
serviced through managed care providers. The Company is unable to predict
whether Texas will be granted such a waiver or the effect on the Company's
business of such waiver. Upon meeting certain conditions, and serving a
disproportionately high share of Texas' low income patients, three of the
Company's acute care facilities located in Texas (including Northwest Texas
Health Systems which was acquired by the Company in May, 1996) became eligible
and received additional reimbursement from the state's disproportionate share
hospital fund. Included in the Company's financials was an aggregate of $3.6
million and $3.8 million for the three months ended June 30, 1996 and 1995 and
$5.4 million and $7.5 million for the six months ended June 30, 1996 and 1995,
respectively, received pursuant to the terms of this program. The program is
scheduled to terminate in August, 1996 and the Company cannot predict whether
this program will continue beyond the scheduled termination date.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities was $78.7 million for the six months
ended June 30, 1996 and $57.2 million for the six months ended June 30, 1995.
The $21.5 million increase during the 1996 six month period as compared to the
1995 comparable period was due primarily to a $15.5 million increase in the net
income plus the addback of the non-cash charges (depreciation, amortization
and provision for self-insurance reserves) and a $13.9 million decrease in the
payment of income taxes due to the 1995 period including the payment of
previously deferred taxes related to the sale of two hospitals. Partially
offsetting these favorable changes was a $15.0 million decrease in accounts
receivable during the first six months of 1995 (as compared to $7.5 million
during the 1996 six month period) resulting from a temporary decline in cash
collections at the end of 1994 and first quarter of 1995 due to information
system conversions at the Company's hospitals. The net cash provided by
operating activities substantially exceeded the scheduled maturities of
long-term debt.
During the six months of 1996, the Company acquired an acute care hospital
located in Amarillo, Texas for $126 million in cash and four behavioral health
centers located in Pennsylvania for $39.5 million in cash and up to $5 million
which is contingent upon future operating performance of the facilities. Also
in connection with the acquisition of the four behavioral health centers, the
Company advanced $7 million pursuant to the terms of a loan agreement which is
scheduled to mature in September of 1997. During the six month period of 1996,
the Company spent $50 million to finance capital expenditures, including $13
million spent on the construction of a new medical complex in Summerlin,
Nevada.
Page Ten of Thirteen Pages
11
The above mentioned acquisitions and capital expenditures were financed through
the Company's operating cash flow ($78.7 million), additional borrowings under
the Company's revolving credit facility ($47.3 million) and the net proceeds
generated from the issuance of four million shares of the Company's Class B
Common Stock issued at $26 per share (generating net proceeds of $99.1
million). The Company expects to finance all capital expenditures and
acquisitions with internally generated funds and borrowed funds. As of June
30, 1996, the Company had $157.1 million of unused borrowing capacity under its
commercial paper and revolving credit facilities.
Page Eleven of Thirteen Pages
12
PART II. OTHER INFORMATION
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The following information relates to matters submitted to the
stockholders of Universal Health Services, Inc. (the "Company") at
the Annual Meeting of Stockholders held on May 15, 1996.
(b) Not applicable.
(c) At the meeting, the following proposals, as described in the proxy
statement delivered to all the Company's stockholders were approved by
the votes indicated:
Adoption of the Amendment to the Company's 1992 Stock Option Plan
Votes cast in favor 12,482,688
Votes cast against 351,183
Votes abstained 7,620
Broker non-votes 0
Adoption of the Company's Stock Purchase Plan
Votes cast in favor 12,798,372
Votes cast against 35,627
Votes abstained 7,312
Broker non-votes 0
Election by Class A & Class C stockholders of Class III Directors,
Alan B. Miller and Sidney Miller:
Alan B. Miller Sidney Miller
--------------- -------------
Votes cast in favor 1,195,644 1,195,644
Votes withheld 0 0
Election by Class B & Class D stockholders of a Class III Director,
Paul R. Verkuil:
Votes cast in favor 9,409,083
Votes withheld 606,711
(d) Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
27. Financial Data Schedule
(b) Reports on Form 8-K
None
11. Statement re computation of per share earnings is set forth on Page six in
Note 2 of the Notes to Condensed Consolidated Financial Statements.
All other items of this Report are inapplicable.
Page Twelve of Thirteen Pages
13
UNIVERSAL HEALTH SERVICES, INC. AND SUBSIDIARIES
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Universal Health Services, Inc.
(Registrant)
Date: August 9, 1996 /s/ Kirk E. Gorman
-------------------------------------------
Kirk E. Gorman, Senior Vice President and
Chief Financial Officer
(Principal Financial Officer and
Duly Authorized Officer).
Page Thirteen of Thirteen Pages