SEC Correspondence

Universal Health Services, Inc.

367 South Gulph Road

P.O. Box 61558

King of Prussia, PA 19406

April 8, 2011

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Jennifer Regal

 

  Re: Universal Health Services, Inc.

Registration Statement on Form S-4

Registration No. 333-173267                        

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended, Universal Health Services, Inc. (the “Company”), and the subsidiary guarantors of the Company listed on the signature pages hereto (together with the Company, the “Registrants”), hereby request that the effective date of the above-referenced Registration Statement on Form S-4, as amended, filed by the Registrants with the U.S. Securities and Exchange Commission (the “Commission”), be accelerated so that the same may become effective at 4:00 p.m. on Friday, April 8, 2011, or as soon thereafter as practicable. In addition, the Registrants hereby acknowledge that:

 

   

should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

 

   

the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrants from their full responsibility for the adequacy and accuracy of the disclosure in the filing; and

 

   

the Registrants may not assert the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

1


If you require additional information, please call Warren Nimetz at (212) 318-3384 or Manuel Rivera at (212) 318-3296.

 

      Very truly yours,
      UNIVERSAL HEALTH SERVICES, INC.
      By:  

        /s/ STEVE FILTON

      Name:   Steve Filton
      Title:   Senior Vice President and
        Chief Financial Officer
ASSOCIATED CHILD CARE EDUCATIONAL     FRONTLINE HOSPITAL, LLC
    SERVICES, INC.     FRONTLINE RESIDENTIAL TREATMENT CENTER,
CCS/LANSING, INC.     LLC
CHILDREN’S COMPREHENSIVE SERVICES, INC.      
DEL AMO HOSPITAL, INC.     By: Frontline Behavioral Health, Inc.
FRONTLINE BEHAVIORAL HEALTH, INC.     Its sole member
MERRIDELL ACHIEVEMENT CENTER, INC.      
OAK PLAINS ACADEMY OF TENNESSEE, INC.     By:  

        /s/ STEVE FILTON

PARK HEALTHCARE COMPANY     Name:   Steve Filton
PENNSYLVANIA CLINICAL SCHOOLS, INC.     Title:   Vice President
RIVER OAKS, INC.      
SOUTHEASTERN HOSPITAL CORPORATION     KEYS GROUP HOLDINGS LLC
STONINGTON BEHAVIORAL HEALTH, INC.    
THE ARBOUR, INC.     By: UHS Children Services, Inc.
THE BRIDGEWAY, INC.     Its sole member
TURNING POINT CARE CENTER, INC.      
TWO RIVERS PSYCHIATRIC HOSPITAL, INC.     By:  

        /s/ STEVE FILTON

UHS CHILDREN SERVICES, INC.     Name:   Steve Filton
UHS OF BENTON, INC.     Title:   Vice President
UHS OF DENVER, INC.      
UHS OF FAIRMOUNT, INC.     KEYSTONE/CCS PARTNERS LLC
UHS OF FULLER, INC.      
UHS OF GEORGIA, INC.     By: Children’s Comprehensive Services, Inc.
UHS OF GEORGIA HOLDINGS, INC.     Its Minority Member
UHS OF GREENVILLE, INC.    
UHS OF HAMPTON, INC.     By: KEYS Group Holdings LLC
UHS OF HARTGROVE, INC.     Its Managing Member and sole member of the minority
UHS OF LAKESIDE, LLC     member
UHS OF PARKWOOD, INC.    
UHS OF PENNSYLVANIA, INC.     By: UHS Children Services, Inc.
UHS OF PROVO CANYON, INC.     Its sole member
UHS OF SPRING MOUNTAIN, INC.      
UHS OF TIMBERLAWN, INC.     By:  

        /s/ STEVE FILTON

UHS OF TIMPANOGOS, INC.     Name:   Steve Filton
UHS OF WESTWOOD PEMBROKE, INC.     Title:   Vice President
UHS OF WYOMING, INC.      
UHS SAHARA, INC.      
UNITED HEALTHCARE OF HARDIN, INC.      
By:  

        /s/ STEVE FILTON

     
Name:   Steve Filton      
Title:   Vice President      

 

2


KEYSTONE CONTINUUM, LLC     KEYSTONE MARION, LLC
KEYSTONE NPS LLC     KEYSTONE MEMPHIS, LLC
KEYSTONE RICHLAND CENTER, LLC     KEYSTONE NEWPORT NEWS, LLC
      KEYSTONE WSNC, L.L.C.
By: Keystone/CCS Partners LLC    
Its managing member     By: Keystone Education and Youth Services, LLC
      Its managing member
By: Children’s Comprehensive Services, Inc.      
Its minority member     By: KEYS Group Holdings LLC
      Its managing member
By: KEYS Group Holdings LLC      
Its managing member and sole member of the minority member     By: UHS Children Services, Inc.
    Its sole member
By: UHS Children Services, Inc.    
Its sole member     By:  

        /s/ STEVE FILTON

    Name:   Steve Filton
By:           /s/ STEVE FILTON     Title:   Vice President
Name:  

 

Steve Filton

     
Title:   Vice President     UHS OF CENTENNIAL PEAKS, L.L.C.
     
KEYSTONE EDUCATION AND YOUTH SERVICES, LLC     By: UHS of Denver, Inc.
    Its sole member
By: KEYS Group Holdings LLC    
Its managing member     By:  

        /s/ STEVE FILTON

    Name:   Steve Filton
By: UHS Children Services, Inc.     Title:   Vice President
Its sole member      
    UHS OF DOYLESTOWN, L.L.C.
By:  

        /s/ STEVE FILTON

   
Name:   Steve Filton     By: UHS of Pennsylvania, Inc.
Title:   Vice President     Its sole member
     
UHS OF SAVANNAH, L.L.C.     By:  

        /s/ STEVE FILTON

    Name:   Steve Filton
By: UHS of Georgia Holdings, Inc.     Title:   Vice President
Its sole member    
      UHS OF SALT LAKE CITY, L.L.C.
By:  

        /s/ STEVE FILTON

   
Name:   Steve Filton     By: UHS of Provo Canyon, Inc.
Title:   Vice President     Its sole member
       
      By:  

        /s/ STEVE FILTON

      Name:   Steve Filton
      Title:   Vice President
       
       

 

3


UHS OF SUMMITRIDGE, LLC      
By: UHS of Peachford, L.P,      
Its managing member      
By: UHS of Georgia, Inc.      
Its general partner      
By:  

        /s/ STEVE FILTON

     
Name:   Steve Filton      
Title:   Vice President      
UHS OF ANCHOR, L.P.      
UHS OF LAUREL HEIGHTS, L.P.      
UHS OF PEACHFORD, L.P.      
By: UHS of Georgia, Inc.      
Its general partner      
By:  

        /s/ STEVE FILTON

     
Name:   Steve Filton      
Title:   Vice President      
AIKEN REGIONAL MEDICAL CENTERS, INC.     MCALLEN HOSPITALS, L.P.
AUBURN REGIONAL MEDICAL CENTER, INC.      
LANCASTER HOSPITAL CORPORATION     By: McAllen Medical Center, Inc.
MCALLEN MEDICAL CENTER, INC.     Its general partner
MERION BUILDING MANAGEMENT, INC.      
NORTHWEST TEXAS HEALTHCARE SYSTEM, INC.     By:  

        /s/ STEVE FILTON

SPARKS FAMILY HOSPITAL, INC.     Name:   Steve Filton
UHS HOLDING COMPANY, INC.     Title:   Vice President
UHS OF CORNERSTONE, INC.      
UHS OF CORNERSTONE HOLDINGS, INC.     PENDLETON METHODIST HOSPITAL, L.L.C
UHS OF D.C., INC.    
UHS OF DELAWARE, INC.     By: UHS of River Parishes, Inc.
UHS OF NEW ORLEANS, INC.     Its managing member
UHS OF OKLAHOMA, INC.    
UHS OF PUERTO RICO, INC.     By:  

        /s/ STEVE FILTON

UHS OF RIVER PARISHES, INC.     Name:   Steve Filton
UHS OF TEXOMA, INC.     Title:   Vice President
UHS-CORONA, INC.      

UNIVERSAL HEALTH SERVICES OF PALMDALE, INC.

    UHS KENTUCKY HOLDINGS, L.L.C.

UNIVERSAL HEALTH SERVICES OF RANCHO SPRINGS, INC.

   

By: UHS of Delaware, Inc.

    Its managing member
VALLEY HOSPITAL MEDICAL CENTER, INC.    

WELLINGTON REGIONAL MEDICAL CENTER, INCORPORATED

    By:  

        /s/ STEVE FILTON

     

Name:

 

Steve Filton

By:  

        /s/ STEVE FILTON

    Title:   Vice President
Name:   Steve Filton      
Title:   Vice President      

 

4


MANATEE MEMORIAL HOSPITAL, L.P.     UHS OKLAHOMA CITY LLC
    UHS OF SPRINGWOODS, L.L.C.
By: Wellington Regional Medical Center, Incorporated    
Its general partner     By: UHS of New Orleans, Inc
    Its sole member
By:  

        /s/ STEVE FILTON

     
Name:   Steve Filton     By:  

        /s/ STEVE FILTON

Title:   Vice President     Name:   Steve Filton
    Title:   Vice President
FORT DUNCAN MEDICAL CENTER, L.P.      
By: Fort Duncan Medical Center, Inc.      
Its general partner      
By:  

        /s/ STEVE FILTON

     
Name:   Steve Filton      
Title:   Vice President      

 

5


ALLIANCE HEALTH CENTER, INC.

   

PREMIER BEHAVIORAL SOLUTIONS OF FLORIDA, INC.

ALTERNATIVE BEHAVIORAL SERVICES, INC.

   

PREMIER BEHAVIORAL SOLUTIONS, INC.

BENCHMARK BEHAVIORAL HEALTH SYSTEM, INC.

   

PSI SURETY, INC.

BHC ALHAMBRA HOSPITAL, INC.

   

PSYCHIATRIC SOLUTIONS, INC.

BHC BELMONT PINES HOSPITAL, INC.

   

PSYCHIATRIC SOLUTIONS OF VIRGINIA, INC.

BHC FAIRFAX HOSPITAL, INC.

   

RAMSAY YOUTH SERVICES OF GEORGIA, INC.

BHC FOX RUN HOSPITAL, INC.

   

RIVEREDGE HOSPITAL HOLDINGS, INC.

BHC FREMONT HOSPITAL, INC.

   

SPRINGFIELD HOSPITAL, INC.

BHC HEALTH SERVICES OF NEVADA, INC.

   

SUMMIT OAKS HOSPITAL, INC.

BHC HERITAGE OAKS HOSPITAL, INC.

   

TEXAS HOSPITAL HOLDINGS, INC.

BHC HOLDINGS, INC.

   

THE PINES RESIDENTIAL TREATMENT CENTER, INC.

BHC INTERMOUNTAIN HOSPITAL, INC.

   

WINDMOOR HEALTHCARE INC.

BHC MONTEVISTA HOSPITAL, INC.

   

WINDMOOR HEALTHCARE OF PINELLAS PARK, INC.

BHC PINNACLE POINTE HOSPITAL, INC.

BHC SIERRA VISTA HOSPITAL, INC.

    By:  

        /s/ STEVE FILTON

BHC STREAMWOOD HOSPITAL, INC.

    Name: Steve Filton

BRENTWOOD ACQUISITION, INC.

    Title: Vice President

BRENTWOOD ACQUISITION-SHREVEPORT, INC.

   

BRYNN MARR HOSPITAL, INC.

   

ATLANTIC SHORES HOSPITAL, L.L.C.

CANYON RIDGE HOSPITAL, INC.

   

EMERALD COAST BEHAVIORAL HOSPITAL, LLC

CEDAR SPRINGS HOSPITAL, INC.

   

OCALA BEHAVIORAL HEALTH, LLC

FIRST HOSPITAL CORPORATION OF VIRGINIA BEACH

   

PALMETTO BEHAVIORAL HEALTH HOLDINGS, LLC

FIRST HOSPITAL PANAMERICANO, INC.

   

RAMSAY MANAGED CARE, LLC

GREAT PLAINS HOSPITAL, INC.

   

SAMSON PROPERTIES, LLC

H. C. CORPORATION

   

TBJ BEHAVIORAL CENTER, LLC

HAVENWYCK HOSPITAL INC.

   

THREE RIVERS HEALTHCARE GROUP, LLC

HHC AUGUSTA, INC.

   

WEKIVA SPRINGS CENTER, LLC

HHC CONWAY INVESTMENT, INC.

   

ZEUS ENDEAVORS, LLC

HHC DELAWARE, INC.

   

HHC FOCUS FLORIDA, INC.

    By: Premier Behavioral Solutions, Inc.

HHC POPLAR SPRINGS, INC.

    Its Sole Member

HHC RIVER PARK, INC.

   

HHC ST. SIMONS, INC.

    By:  

        /s/ STEVE FILTON

HORIZON HEALTH CORPORATION

    Name: Steve Filton

HSA HILL CREST CORPORATION

    Title: Vice President

KIDS BEHAVIORAL HEALTH OF UTAH, INC.

   

LAUREL OAKS BEHAVIORAL HEALTH CENTER, INC.

     

MICHIGAN PSYCHIATRIC SERVICES, INC.

     

NORTH SPRING BEHAVIORAL HEALTHCARE, INC.

     

 

6


BEHAVIORAL HEALTHCARE, LLC     BHC OF INDIANA, GENERAL PARTNERSHIP
By: BHC Holdings, Inc.     By: Columbus Hospital Partners, LLC
Its Sole Member     Its General Partner
       
By:  

        /s/ STEVE FILTON

    By: Lebanon Hospital Partners, LLC
Name: Steve Filton     Its General Partner
Title: Vice President      
      By: Northern Indiana Partners, LLC
BHC MESILLA VALLEY HOSPITAL, LLC     Its General Partner
BHC NORTHWEST PSYCHIATRIC HOSPITAL, LLC      
CUMBERLAND HOSPITAL PARTNERS, LLC     By: Valle Vista Hospital Partners, LLC
   

Its General Partner

By: BHC Properties, LLC      
Its Sole Member     By: BHC Healthcare, LLC
    The Sole Member of each of the above General Partners
By: Behavioral Healthcare LLC      
Its Sole Member     By: BHC Holdings, Inc
    Its Sole Member
By: BHC Holdings, Inc.      
Its Sole Member     By:  

/s/ STEVE FILTON

    Name: Steve Filton
By:  

        /s/ STEVE FILTON

    Title: Vice President
Name: Steve Filton      
Title: Vice President      

 

7


BHC PROPERTIES, LLC     H.C. PARTNERSHIP
COLUMBUS HOSPITAL PARTNERS, LLC      
HOLLY HILL HOSPITAL, LLC     By: H.C. Corporation
LEBANON HOSPITAL PARTNERS, LLC     Its General Partner
NORTHERN INDIANA PARTNERS, LLC      
VALLE VISTA HOSPITAL PARTNERS, LLC     By:  

        /s/ STEVE FILTON

      Name: Steve Filton
By: Behavioral Healthcare LLC     Title: Vice President
Its Sole Member    
    By: HSA Hill Crest Corporation
By: BHC Holdings, Inc.     Its General Partner
Its Sole Member    
      By:  

        /s/ STEVE FILTON

By:  

        /s/ STEVE FILTON

    Name: Steve Filton
Name: Steve Filton     Title: Vice President
Title: Vice President    
     
CUMBERLAND HOSPITAL, LLC      
By: Cumberland Hospital Partners, LLC      
Its Managing Member      
By: BHC Properties, LLC      

Its Minority Member and Sole Member of the Managing Member

By: Behavioral Healthcare LLC      
Its Sole Member      
By: BHC Holdings, Inc.      
Its Sole Member      
By:  

        /s/ STEVE FILTON

     
Name: Steve Filton      
Title: Vice President      

 

8


HHC PENNSYLVANIA, LLC     HORIZON HEALTH HOSPITAL SERVICES, LLC
KINGWOOD PINES HOSPITAL, LLC     HORIZON MENTAL HEALTH MANAGEMENT, LLC
TOLEDO HOLDING CO., LLC     SUNSTONE BEHAVIORAL HEALTH, LLC
By: Horizon Health Hospital Services, LLC     By: Horizon Health Corporation
Its Sole Member     Its Sole Member
By: Horizon Health Corporation     By:  

        /s/ STEVE FILTON

Its Sole Member     Name: Steve Filton
    Title: Vice President
By:  

        /s/ STEVE FILTON

   
Name: Steve Filton     KMI ACQUISITION, LLC
Title: Vice President     ROLLING HILLS HOSPITAL, LLC
    PSJ ACQUISITION, LLC
HICKORY TRAIL HOSPITAL, L.P.    

SHADOW MOUNTAIN BEHAVIORAL HEALTH SYSTEM, LLC

NEURO INSTITUTE OF AUSTIN, L.P.     TBD ACQUISITION, LLC
TEXAS CYPRESS CREEK HOSPITAL, L.P.    
TEXAS LAUREL RIDGE HOSPITAL, L.P.     By: Psychiatric Solutions Hospitals, LLC
TEXAS SAN MARCOS TREATMENT CENTER, L.P.     Its Sole Member
TEXAS WEST OAKS HOSPITAL, L.P.    
    By: Psychiatric Solutions, Inc.
By: Texas Hospital Holdings, LLC     Its Sole Member
Its General Partner    
    By:  

        /s/ STEVE FILTON

By: Psychiatric Solutions Hospitals, LLC     Name: Steve Filton
Its Sole Member     Title: Vice President
   
By: Psychiatric Solutions, Inc.     PALMETTO BEHAVIORAL HEALTH SYSTEM, L.L.C.
Its Sole Member      
    By: Palmetto Behavioral Health Holdings, LLC
By:  

        /s/ STEVE FILTON

    Its Sole Member
Name: Steve Filton    
Title: Vice President     By: Premier Behavioral Solutions, Inc.
    Its Sole Member
      By:  

        /s/ STEVE FILTON

      Name: Steve Filton
      Title: Vice President

 

9


PALMETTO LOWCOUNTRY BEHAVIORAL HEALTH, L.L.C.

    SHC-KPH, LP
     
By: Palmetto Behavioral Health System, L.L.C.     By: HHC Kingwood Investment, LLC
Its Sole Member     Its General Partner
     
By: Palmetto Behavioral Health Holdings, LLC     By: Kingwood Pines Hospital, LLC
Its Sole Member     Its Limited partner
     
By: Premier Behavioral Solutions, Inc.     By: Horizon Health Hospital Services, LLC
Its Sole Member    

The Sole Member of the above Limited and General Partner

     
By:  

        /s/ STEVE FILTON

    By: Horizon Health Corporation
Name: Steve Filton     Its sole member
Title: Vice President      
      By:  

        /s/ STEVE FILTON

PSYCHIATRIC SOLUTIONS HOSPITALS, LLC     Name: Steve Filton
    Title: Vice President
By: Psychiatric Solutions, Inc.    
Its Sole Member     SP BEHAVIORAL, LLC
    UNIVERSITY BEHAVIORAL, LLC
By:  

        /s/ STEVE FILTON

   
Name: Steve Filton     By: Ramsay Managed Care, LLC
Title: Vice President     Its Sole Member
     
THREE RIVERS BEHAVIORAL HEALTH, LLC     By: Premier Behavioral Solutions, Inc.
    Its Sole Member
By: Three Rivers Healthcare Group, LLC    
Its Sole Member     By:  

        /s/ STEVE FILTON

    Name: Steve Filton
By: Premier Behavioral Solutions, Inc.     Title: Vice President
Its Sole Member    
    THE NATIONAL DEAF ACADEMY, LLC
By:  

        /s/ STEVE FILTON

     
Name: Steve Filton     By: Zeus Endeavors, LLC
Title: Vice President     Its Sole Member
     
    By: Premier Behavioral Solutions, Inc.
    Its Sole Member
       
      By:  

        /s/ STEVE FILTON

      Name: Steve Filton
      Title: Vice President

 

10


VALLE VISTA, LLC    

WELLSTONE REGIONAL HOSPITAL
ACQUISITION, LLC

By: BHC of Indiana, General Partnership      
Its Sole Member     By: Wellstone Holdings, Inc.
      Its Minority Member
By: Columbus Hospital Partners, LLC      
Its General Partner     By: Behavioral Healthcare LLC
     

Its Managing Member and Sole Member of the
Minority Member

By: Lebanon Hospital Partners, LLC    
Its General Partner      
      By: BHC Holdings, Inc.
By: Northern Indiana Partners, LLC     Its Sole Member
Its General Partner      
    By:  

        /s/ STEVE FILTON

By: Valle Vista Hospital Partners, LLC     Name: Steve Filton
Its General Partner     Title: Vice President
     
By: Behavioral Healthcare LLC     WILLOW SPRINGS, LLC
The Sole Member of each of the above General Partners      
    By: BHC Health Services of Nevada, Inc.
By: BHC Holdings, Inc.     Its Sole Member
Its Sole Member      
      By:  

        /s/ STEVE FILTON

By:  

        /s/ STEVE FILTON

    Name: Steve Filton
Name: Steve Filton     Title: Vice President
Title: Vice President      
     

LA AMISTAD RESIDENTIAL TREATMENT
CENTER, LLC

      TENNESSEE CLINICAL SCHOOLS, LLC
      UHS OF BOWLING GREEN, LLC
      UHS OF RIDGE, LLC
      UHS OF ROCKFORD, LLC
      By: Universal Health Services, Inc.
      Its managing member
      By:  

        /s/ STEVE FILTON

      Name: Steve Filton
      Title: Senior Vice President
      UHS OF DOVER, L.L.C.
      By: UHS of Rockford, LLC
      Its sole member
      By: Universal Health Services, Inc.
      Its managing member
      By:  

        /s/ STEVE FILTON

      Name: Steve Filton
      Title: Senior Vice President

 

11