Exhibit 5.2
Universal Health Services, Inc.
367 South Gulph Road
P.O. Box 61558
King of Prussia, PA 19406
April 1, 2011
Universal Health Services, Inc.
and the Subsidiary Guarantors
367 South Gulph Road
King of Prussia, Pennsylvania 19406
Ladies and Gentlemen:
I am General Counsel to Universal Health Services, Inc., a Delaware corporation (the “Company”) and the Subsidiary Guarantors (as defined below) and am delivering this opinion in connection with the Registration Statement on Form S-4 (the “Registration Statement”) filed by the Company and the Subsidiary Guarantors with the United States Securities and Exchange Commission (the “Commission”) pursuant to the Securities Act of 1933, as amended (the “Act”). The Registration Statement relates to the registration under the Act of (i) the offering and issuance of $250,000,000 aggregate principal amount of the Company’s 7% Senior Notes due 2018 (the “Exchange Notes”) in exchange for a like principal amount of the Company’s issued and outstanding 7% Senior Notes due 2018 (the “Outstanding Notes”) as described in the Registration Statement (the “Exchange Offer”) and (ii) the guarantees of the Exchange Notes (the “Guarantees”) of the subsidiaries of the Company identified as registrant subsidiary guarantors in the Registration Statement (the “Subsidiary Guarantors”). The Outstanding Notes were issued, and the Exchange Notes will be issued, under an Indenture (the “Indenture”), dated as of September 29, 2010, between the Company, as successor by merger to UHS Escrow Corporation, and Union Bank, N.A., as trustee (the “Trustee”), as amended by the Supplemental Indenture, dated as of November 15, 2010, among the Company, the Trustee and the Subsidiary Guarantors. The Subsidiary Guarantors that are incorporated or organized under the laws of states other than the States of California, Delaware and Texas are identified in Schedule A hereto (the “Applicable Subsidiary Guarantors”).
In connection with this opinion, I have examined originals or copies of the Indenture and such corporate, limited liability company or partnership records of the Applicable Subsidiary Guarantors, certificates and other communications of public officials, and such other documents and questions of law as I have considered necessary or appropriate for the purposes of this opinion, and advise you that, in my opinion, each of the Indenture and the Guarantee of each Applicable Subsidiary Guarantor has been duly authorized by such Applicable Subsidiary Guarantor.
I am admitted to practice law in the State of Florida and have an In-House Corporate Counsel License in the State of Pennsylvania and I express no opinion as to the laws of any jurisdiction, domestic or foreign, other than the federal laws of the United States of
Universal Health Services, Inc.
and the Subsidiary Guarantors
April 1, 2011
Page 2
America and the laws of the states or commonwealths of incorporation or organization of the Applicable Subsidiary Guarantors, as to which I have investigated such questions of law as I have deemed appropriate for purposes of the opinion expressed herein, in each case as in effect on the date hereof.
I hereby consent to the filing of this opinion as Exhibit 5.2 to the Registration Statement and the reference to me under the caption “Legal Matters” in the prospectus contained therein. This consent is not to be construed as an admission that I am a party whose consent is required to be filed with the Registration Statement under Section 7 of the Act.
| Very truly yours, |
| /s/ MATTHEW D. KLEIN |
| Matthew D. Klein |
| General Counsel |
Schedule A
Applicable Subsidiary Guarantors
| Exact Name of Registrant Subsidiary Guarantor |
State or Other | |
| AIKEN REGIONAL MEDICAL CENTERS, INC. |
SC | |
| ALLIANCE HEALTH CENTER, INC. |
MS | |
| ALTERNATIVE BEHAVIORAL SERVICES, INC. |
VA | |
| AUBURN REGIONAL MEDICAL CENTER, INC. |
WA | |
| BENCHMARK BEHAVIORAL HEALTH SYSTEM, INC. |
UT | |
| BHC ALHAMBRA HOSPITAL, INC. |
TN | |
| BHC BELMONT PINES HOSPITAL, INC. |
TN | |
| BHC FAIRFAX HOSPITAL, INC. |
TN | |
| BHC FOX RUN HOSPITAL, INC. |
TN | |
| BHC FREMONT HOSPITAL, INC. |
TN | |
| BHC HEALTH SERVICES OF NEVADA, INC. |
NV | |
| BHC HERITAGE OAKS HOSPITAL, INC. |
TN | |
| BHC INTERMOUNTAIN HOSPITAL, INC. |
TN | |
| BHC MONTEVISTA HOSPITAL, INC. |
NV | |
| BHC OF INDIANA, GENERAL PARTNERSHIP |
TN | |
| BHC PINNACLE POINTE HOSPITAL, INC. |
TN | |
| BHC PROPERTIES, LLC |
TN | |
| BHC SIERRA VISTA HOSPITAL, INC. |
TN | |
| BHC STREAMWOOD HOSPITAL, INC. |
TN | |
| BRENTWOOD ACQUISITION, INC. |
TN | |
| BRYNN MARR HOSPITAL, INC. |
NC | |
| CCS/LANSING, INC. |
MI | |
| CHILDREN’S COMPREHENSIVE SERVICES, INC. |
TN | |
| COLUMBUS HOSPITAL PARTNERS, LLC |
TN | |
| CUMBERLAND HOSPITAL, LLC |
VA | |
| FIRST HOSPITAL CORPORATION OF VIRGINIA BEACH |
VA | |
| FIRST HOSPITAL PANAMERICANO, INC. |
PR | |
| GREAT PLAINS HOSPITAL, INC. |
MO | |
| H.C. CORPORATION |
AL | |
| H.C. PARTNERSHIP |
AL | |
| HAVENWYCK HOSPITAL INC. |
MI | |
| HHC AUGUSTA, INC. |
GA | |
| HHC CONWAY INVESTMENT, INC. |
SC | |
| HHC FOCUS FLORIDA, INC. |
FL | |
| HHC POPLAR SPRINGS, INC. |
VA | |
| HHC RIVER PARK, INC. |
WV | |
| HHC ST. SIMONS, INC. |
GA | |
| HOLLY HILL HOSPITAL, LLC |
TN | |
| HSA HILL CREST CORPORATION |
AL | |
| KEYSTONE CONTINUUM, LLC |
TN | |
| KEYSTONE EDUCATION AND YOUTH SERVICES, LLC |
TN | |
| KEYSTONE MARION, LLC |
VA | |
| KEYSTONE NEWPORT NEWS, LLC |
VA | |
| KEYSTONE RICHLAND CENTER, LLC |
OH | |
| KEYSTONE WSNC, L.L.C. |
NC | |
| KEYSTONE MEMPHIS, LLC |
TN | |
| KIDS BEHAVIORAL HEALTH OF UTAH, INC. |
UT | |
| LA AMISTAD RESIDENTIAL TREATMENT CENTER, LLC |
FL | |
| LEBANON HOSPITAL PARTNERS, LLC |
TN | |
| MICHIGAN PSYCHIATRIC SERVICES, INC. |
MI | |
| NORTH SPRING BEHAVIORAL HEALTHCARE, INC. |
TN | |
| NORTHERN INDIANA PARTNERS, LLC |
TN | |
| OAK PLAINS ACADEMY OF TENNESSEE, INC. |
TN | |
| PALMETTO BEHAVIORAL HEALTH SYSTEM, L.L.C. |
SC | |
| PALMETTO LOWCOUNTRY BEHAVIORAL HEALTH, L.L.C. |
SC | |
| PARK HEALTHCARE COMPANY |
TN | |
| PENNSYLVANIA CLINICAL SCHOOLS, INC. |
PA | |
| PSI SURETY, INC. |
SC | |
| PSJ ACQUISITION, LLC |
ND | |
| PSYCHIATRIC SOLUTIONS OF VIRGINIA, INC. |
TN |
A-1
| Exact Name of Registrant Subsidiary Guarantor |
State or Other | |
| RIVER OAKS, INC. |
LA | |
| ROLLING HILLS HOSPITAL, LLC |
TN | |
| SAMSON PROPERTIES, LLC |
FL | |
| SOUTHEASTERN HOSPITAL CORPORATION |
TN | |
| SP BEHAVIORAL, LLC |
FL | |
| SPARKS FAMILY HOSPITAL, INC. |
NV | |
| SUMMIT OAKS HOSPITAL, INC. |
NJ | |
| SUNSTONE BEHAVIORAL HEALTH, LLC |
TN | |
| TENNESSEE CLINICAL SCHOOLS, LLC |
TN | |
| THE ARBOUR, INC. |
MA | |
| THE BRIDGEWAY, INC. |
AR | |
| THE NATIONAL DEAF ACADEMY, LLC |
FL | |
| THE PINES RESIDENTIAL TREATMENT CENTER, INC. |
VA | |
| THREE RIVERS BEHAVIORAL HEALTH, LLC |
SC | |
| THREE RIVERS HEALTHCARE GROUP, LLC |
SC | |
| TURNING POINT CARE CENTER, INC. |
GA | |
| UHS HOLDING COMPANY, INC. |
NV | |
| UHS OF FULLER, INC. |
MA | |
| UHS OF HAMPTON, INC. |
NJ | |
| UHS OF HARTGROVE, INC. |
IL | |
| UHS OF NEW ORLEANS, INC. |
LA | |
| UHS OF OKLAHOMA, INC. |
OK | |
| UHS OF PENNSYLVANIA, INC. |
PA | |
| UHS OF RIVER PARISHES, INC. |
LA | |
| UHS OF WESTWOOD PEMBROKE, INC. |
MA | |
| UHS OKLAHOMA CITY LLC |
OK | |
| UNITED HEALTHCARE OF HARDIN, INC. |
TN | |
| UNIVERSITY BEHAVIORAL, LLC |
FL | |
| VALLE VISTA HOSPITAL PARTNERS, LLC |
TN | |
| VALLEY HOSPITAL MEDICAL CENTER, INC. |
NV | |
| WELLINGTON REGIONAL MEDICAL CENTER, INCORPORATED |
FL | |
| WELLSTONE REGIONAL HOSPITAL ACQUISITION, LLC |
IN | |
| WINDMOOR HEALTHCARE INC. |
FL | |
| ZEUS ENDEAVORS, LLC |
FL |
A-2