FORM 10-QSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

(Mark One)

For the quarterly period ended June 30, 2002

(  ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
                                                            For the transition period from _________________________

Commission file Number: 333-49743

UNIVERSAL HOSPITAL SERVICES, INC.(Exact name of registrant as specified in its charter)

Delaware41-0760940                           (State
or other jurisdiction
of                                                 (IRS
Employer Identification No.)
                           incorporation or organization)

1250 Northland Plaza
3800 West 80th StreetBloomington, Minnesota 55431-4442(Address of principal executive offices)
(Zip Code)952-893-3200(Registrant's telephone number, including area code)

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 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



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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements

|Universal Hospital Services, Inc.                                                 
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|STATEMENTS OF OPERATIONS                                                          
|(dollars in thousands)                                                            
|(unaudited)                                                                       
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|Revenues:                                                                         
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|Costs of equipment outsourcing and sales:                                         
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|Gross profit                                                                      
|Selling, general and administrative:                                              
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|Operating income                                                                  
|Interest expense                                                                  
|Income (loss) before income taxes                                                 
|Provision for income taxes                                                        
|Net income (loss)                                                                 
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|The accompanying notes are an integral part of the unaudited financial statements.
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|Universal Hospital Services, Inc.                                                              
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|BALANCE SHEETS                                                                                 
|(dollars in thousands except share and per share information)                                  
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|ASSETS                                                                                         
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|Current assets:                                                                                
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|Property and equipment, net:                                                                   
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|Intangible assets:                                                                             
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|LIABILITIES AND SHAREHOLDERS' DEFICIENCY                                                       
|Current liabilities:                                                                           
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|Long-term debt, less current portion                                                           
|Deferred compensation and pension                                                              
|Deferred income taxes                                                                          
|Series B, 13% Cumulative Accruing Pay-In-Kind Stock, $0.01 par value; 25,000 shares authorized,
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|Common stock subject to put                                                                    
|Commitments and contingencies                                                                  
|Shareholders' deficiency:                                                                      
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|The accompanying notes are an integral part of the unaudited financial statements.             

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|Universal Hospital Services, Inc.                                                 
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|STATEMENTS OF CASH FLOWS                                                          
|(dollars in thousands)                                                            
|(unaudited)                                                                       
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|Cash flows from operating activities:                                             
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|Cash flows from investing activities:                                             
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|Cash flows from financing activities:                                             
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|Net change in cash and cash equivalents                                           
|Supplemental cash flow information:                                               
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|The accompanying notes are an integral part of the unaudited financial statements.
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Universal Hospital Services, Inc.
NOTES TO UNAUDITED QUARTERLY REPORT FINANCIAL STATEMENTS

1.	Basis of Presentation:

The condensed financial statements included in this Form
10-Q have been prepared by the Company without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission.
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.These condensed
financial statements should be read in conjunction with the financial statements
and related notes included in the Company's Annual Report on Form 10-K filed
with the Securities and Exchange Commission on March 15, 2002.

The interim financial statements presented herein as of
June 30, 2001 and 2002, and for the six months ended June 30, 2001 and 2002,
reflect, in the opinion of management, all adjustments necessary for a fair
presentation of financial position and the results of operations for the periods
presented.These adjustments are
all of a normal, recurring nature.The
results of operations for any interim period are not necessarily indicative of
results for the full year.

The December 31, 2001 balance sheet data was derived from
audited financial statements, but does not include all disclosures required by
generally accepted accounting principles.

1. New Accounting Standards:

Effective January 1, 2002, the Company adopted Statement of
Financial Accounting Standards (SFAS) No. 144.  This standard broadens the presentation of discontinued operations to
include more disposal transactions.  The
statement retains the requirements of SFAS No. 121 (Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of) to
recognize impairments on property, plant and equipment, but removes goodwill
from its scope.  The adoption of
SFAS No. 144 did not impact the Company's financial statements.

Effective January 1, 2002, the Company also adopted the
provisions of SFAS No. 142, Goodwill and Other Intangible Assets.  This statement discontinued the amortization of goodwill and
indefinite-lived intangible assets, subject to periodic impairment testing.  The effect of this change in accounting on the second quarter and six
months ended June 30, 2002, was to increase net income by approximately $0.7
million and $1.3 million, respectively.  The
adjusted amounts shown below reflect the effect of retroactive application of
the discontinuance of the amortization of goodwill as if the new method of
accounting had been in effect during the first quarter of 2001(dollars in
thousands).

|                    |                                           | Three Months Ended | Six Months Ended
|------------------- | ----------------------------------------- | ------------------ | ----------------
|                    |                                           | June 30,           | June 30,        
|                    |                                           | 2002               | 2001            
|                    |                                           | (unaudited)        | (unaudited)     
|Net income (loss)   |                                           |                    |                 
|                    | Reported net income (loss)                | $    1,457         | $   (2,020)     
|                    | Goodwill amortization (net of tax effect) |                    | 680             
|Adjusted net income | $    1,457                                | $   (1,340)        | $  3,430        
|                    |                                           |                    |                 

On January 1, 2002, goodwill was tested for impairment in accordance with the
provisions of SFAS no. 142.  Estimated fair values were determined using discounted cash
flow analysis.  No amounts were
impaired at that time.  In addition,
the remaining useful lives of other intangible assets being amortized were
reviewed and deemed to be appropriate.  The
following provides additional information concerning the company's finite
intangible assets, which are included in goodwill and other intangible assets in
the Balance Sheet(dollars in thousands):

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|                                    | January 1, 2002 | June 30, 2002
|----------------------------------- | --------------- | -------------
|                                    |                 |              
|Customer relationships              | $715            | $884         
|Accumulated amortization            | (12)            | (47)         
|Total finite intangible assets, net | $703            | $837         
|                                    |                 |              

Finite intangible assets are amortized on a straight-line basis over the
estimated useful lives generally not exceeding 15 years. The straight-line
method of amortization allocates the cost of the intangible assets to earnings
in proportion to the amount of economic benefits obtained by the company in each
reporting period.  Total
amortization expense related to finite intangible assets during the six months
ended June 30, 2002 and 2001 was approximately $35,500 and $5,500 respectively. 
As of June 30, 2002, future estimated amortization expense related to
amortizable other intangible assets will be (dollars in thousands):

|Fiscal Year                      |    
|-------------------------------- | ---
|Remainder 2002(six month period) | $35
|2003                             | 61 
|2004                             | 61 
|2005                             | 61 
|2006                             | 61 
|After 2006                       | 563
|                                 |    

Effective July 1, 2001, the company also adopted the
provisions of SFAS No. 141, Business Combinations.  The initial adoption of this statement did not have a
material impact on the Statements of Operations.

In April 2002, the Financial Accounting Standards Board
issued SFAS No. 145, "Rescission of FASB Statements No. 4, 44 and 64,
Amendment of FASB Statement No. 13, and Technical Corrections," effective
for fiscal years beginning after June 15, 2002.  SFAS No. 145 will require gains and losses on extinguishments
of debt to be classified as income or loss from continuing operations rather
than as extraordinary items as previously required under SFAS No. 4. 
Extraordinary treatment will be required for certain extinguishments as
provided in APB Opinion No. 30.  SFAS
No. 145 also amends SFAS No. 13 to require certain modifications to capital
leases be treated as a sale-leaseback and modifies the accounting for sub-leases
when the original lessee remains a secondary obligor (or guarantor). 
In addition, the FASB rescinded SFAS No. 44, which addressed the
accounting for intangible assets of motor carriers and made numerous technical
corrections.  The Company is
currently evaluating the effect of the adoption of this statement.

3.	Significant Accounting Policies

The accounting policies for "movable medical
equipment," "property and office equipment," "goodwill and
other intangibles," and "valuation of long-lived assets" in the
Annual Report on Form 10-K for the year ended December 31, 2001, have been
superseded by the new policies that follow. 
These policies were impacted by the January 1, 2002, adoption of SFAS No.
142 and SFAS No. 144 (discussed previously). 
The "movable medical equipment" and "property and office
equipment" policies did not change significantly, but have been updated to
include impairment policy information that was previously disclosed under the
separate "valuation of long-lived assets" policy.

Movable Medical
EquipmentDepreciation of movable medical equipment is provided on the straight-line
method over the equipment's estimated useful life of seven years. 
The cost and accumulated depreciation of movable medical equipment
retired or sold is eliminated from their respective accounts and the resulting
gain or loss is recorded as sales of supplies and equipment, and other.

Property and Office Equipment
Property and office equipment includes land, buildings, leasehold improvements
and shop and office equipment.

Depreciation and amortization of property and office
equipment is provided on the straight-line method over estimated useful lives of
30 years for buildings, remaining lease term for leasehold improvements, and
three to ten years for shop and office equipment.  The cost and accumulated depreciation or amortization of
property and equipment retired or sold is eliminated from their respective
accounts and the resulting gain or loss is recorded in operations.  Property and office equipment amounts are reviewed for
impairment whenever events or changes in circumstances indicate that the
carrying amount of an asset (asset group) may not be recoverable.  An impairment loss would be recognized when the carrying
amount of an asset exceeds the estimated undiscounted future cash flows expected
to result from the use of the asset and its eventual disposition. 
The amount of the impairment loss to be recorded is calculated by the
excess of the assets carrying value over its fair value. 
Fair value is generally determined using a discounted cash flow analysis.

GoodwillGoodwill is the excess of cost of an acquired entity over the amounts
assigned to assets acquired and liabilities assumed in a purchase of a business
combination.  Effective January 1,
2002, with the adoption of SFAS No. 142, goodwill is no longer amortized. 
Prior to January 1, 2002, goodwill was amortized on a straight-line
basis, ranging from 15 to 40 years.  Beginning
January 1, 2002, goodwill will be tested for impairment on an annual basis in
the fourth quarter, and will be tested for impairment between annual tests if an
event occurs or circumstances change that would indicate the carrying amount may
be impaired.  Impairment testing for
goodwill is done at a reporting unit level. 
Currently, the Company has identified one reporting unit under the
criteria set forth by SFAS No. 142.  An
impairment loss would generally be recognized when the carrying amount of the
reporting unit's net assets exceeds the estimated fair value of the reporting
unit.  The estimated fair value of
the reporting unit is determined using discounted cash flows analysis. 
Prior to January 1, 2002, goodwill was tested for impairment in a manner
consistent with property, plant and equipment and intangible assets with a
definite life.  Goodwill, included
in goodwill and other intangible assets, net on the balance sheet was $34,621
and $34,621 at June 30, 2002 and December 31, 2001, respectively (dollars in
thousands).

Intangible AssetsIntangible assets primarily include customer relationships and other
intangible assets acquired from an independent party. 
Effective January 1, 2002, with the adoption of SFAS No. 142, intangible
assets with a definite life are amortized on a straight-line basis with
estimated useful lives of generally 15 years. 
Intangible assets with a definite life are tested for impairment whenever
events or circumstances indicate that a carrying amount of an asset (asset
group) may not be recoverable.  An
impairment loss would be recognized when the carrying amount of an asset exceeds
the estimated fair value of the asset.  The
excess of the assets carrying value over its fair value calculates the amount of
the impairment loss to be recorded.  Fair
value is generally determined using a discounted cash flow method.

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Item 2.  Management's Discussion and Analysis of Financial Condition and Results of OperationsThe following should be read in conjunction with the accompanying financial statements and notes.Results of OperationsThe following table provides information on the percentages of certain items of selected financial data bear to total revenues and also indicates the percentage increase or decrease of this information over the prior comparable period:

|                                  |                       |                        |                      |                 | Percent of Total Revenues |       | Percent Increase (Decrease)
|--------------------------------- | --------------------- | ---------------------- | -------------------- | --------------- | ------------------------- | ----- | ---------------------------
|                                  |                       |                        |                      |                 | Three Months Ended        |       | Six Months Ended           
|                                  |                       |                        |                      |                 | June 30,                  |       | June 30,                   
|                                  |                       |                        |                      |                 |                           |       |                            
|                                  |                       |                        |                      |                 | 2002                      |       | 2001                       
|Revenues:                         |                       |                        |                      |                 |                           |       |                            
|                                  | Equipment outsourcing | 84.9%                  |                      | 89.7%           |                           | 85.2% |                            
|                                  | Sales of supplies and |                        |                      |                 |                           |       |                            
|                                  |                       |                        | equipment, and       |                 |                           |       |                            
|                                  |                       |                        | other                | 15.1%           |                           | 10.3% |                            
|                                  |                       | Total revenues         | 100.0%               |                 | 100.0%                    |       | 100.0%                     
|Costs of equipment                |                       |                        |                      |                 |                           |       |                            
|                                  |                       | outsourcing and sales: |                      |                 |                           |       |                            
|                                  | Cost of equipment     |                        |                      |                 |                           |       |                            
|                                  |                       |                        | outsourcing          | 25.2%           |                           | 26.1% |                            
|                                  | Movable medical       |                        |                      |                 |                           |       |                            
|                                  |                       |                        | equipment            |                 |                           |       |                            
|                                  |                       |                        | depreciation         | 18.4%           |                           | 21.5% |                            
|                                  | Cost of supplies and  |                        |                      |                 |                           |       |                            
|                                  |                       |                        | equipment sales      | 9.0%            |                           | 6.2%  |                            
|                                  |                       | Total costs of         |                      |                 |                           |       |                            
|                                  |                       |                        |                      | equipment       |                           |       |                            
|                                  |                       |                        |                      | outsourcing and |                           |       |                            
|                                  |                       |                        |                      | sales           | 52.6%                     |       | 53.8%                      
|Gross profit                      | 47.4%                 |                        | 46.2%                |                 | 47.2%                     |       | 47.5%                      
|Selling, general and              |                       |                        |                      |                 |                           |       |                            
|                                  |                       | administrative:        |                      |                 |                           |       |                            
|                                  | Selling, general and  |                        |                      |                 |                           |       |                            
|                                  |                       |                        | administrative       |                 |                           |       |                            
|                                  |                       |                        | excluding additional |                 |                           |       |                            
|                                  |                       |                        | retirement benefits  | 28.7%           |                           | 31.2% |                            
|                                  | Additional retirement |                        |                      |                 |                           |       |                            
|                                  |                       |                        | benefits including   |                 |                           |       |                            
|                                  |                       |                        | $1.2 million of      |                 |                           |       |                            
|                                  |                       |                        | non-cash stock       |                 |                           |       |                            
|                                  |                       |                        | compensation         | 0.0%            |                           | 5.2%  |                            
|                                  |                       | Total selling, general |                      |                 |                           |       |                            
|                                  |                       |                        | and administrative   | 28.7%           |                           | 36.4% |                            
|Operating income                  | 18.7%                 |                        | 9.8%                 |                 | 19.3%                     |       | 13.9%                      
|Interest expense                  | 11.9%                 |                        | 16.5%                |                 | 11.9%                     |       | 16.6%                      
|Income (loss) before income taxes | 6.8%                  |                        | (6.7%)               |                 | 7.4%                      |       | (2.7%)                     
|Provision for                     |                       |                        |                      |                 |                           |       |                            
|                                  | income taxes          | 3.0%                   |                      | 0.0%            |                           | 2.9%  |                            
|Net income (loss)                 | 3.8%                  |                        | (6.7%)               |                 | 4.5%                      |       | (2.8%)                     

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General



Our outsourcing programs differ from traditional purchase
or lease alternatives for obtaining movable medical equipment. 
Under our outsourcing programs, customers are able to use our equipment
and rely on us to upgrade, manage and maintain that equipment. 
All of our outsourcing programs include a comprehensive range of support
services, including equipment delivery, training, technical and educational
support, inspection, maintenance and comprehensive documentation. 
We seek to maintain high utilization of our equipment by pooling and
redeploying that equipment among a diverse customer base and adjusting pricing
on a customer-by-customer basis to compensate for their varying usage rates. 
We also sell disposable medical supplies to customers in conjunction with
our outsourcing programs.  In
addition, we offer repair, inspection, preventative maintenance and logistic
services for the equipment that our customers own.

Our outsourcing and service programs enable healthcare
providers to replace the fixed costs of owning and/or leasing medical equipment
with variable costs that are more closely related to current needs and
utilization rates.  The increased
flexibility and services provided to our customers enables them to:

- Increase equipment productivity rates. 
Our outsourcing programs enable healthcare providers to increase the
productivity of their movable medical equipment by tracking their utilization
rates and matching equipment availability with actual need. 
This enables them to purchase less equipment and reduce the related costs
associated with the management, tracking and storage of excess equipment
    on-site.  Furthermore, our programs, especially our Pay-Per-Use(TM)
program, allow customers to more effectively match the costs of equipment usage
with variable patient charges.
- Outsource support services.  We believe that our support services substantially reduce the
operating cost and administrative burden associated with equipment ownership or
lease.  Our support services include
equipment delivery, training, technical and educational support, inspection,
maintenance, and comprehensive documentation. 
These services generally result in lower cost to the customer than if
performed internally.  In addition,
we believe that our outsourcing programs reduce the time that nurses and other
medical staff devote to the management and maintenance of movable medical
equipment rather than direct patient care. 
We believe that this may increase staff job satisfaction, productivity
and performance and reduce staff turnover.
- Equipment Lifecycle Services.  Through our Equipment Lifecycle Service program, we offer
consulting and support services for managing and maintaining all the equipment
in a hospital.  These services
include capital planning, procurement, complete maintenance, supplemental usage,
financing and disposition of the hospital's equipment.
- Eliminate equipment obsolescence risk. 
Healthcare providers can effectively eliminate the risk of equipment
obsolescence through our outsourcing programs. 
In addition, our own risk of equipment obsolescence is reduced because we
can place with one customer the equipment that may be obsolete to another
customer, thus extending the useful life of the equipment.

We are one of only two national providers of movable
medical equipment outsourcing programs.  We
own a pool of approximately 127,000 pieces of movable medical equipment in four
primary categories: critical care, respiratory therapy, monitoring, and newborn
care.  As of June 30, 2002, we
operated through 62 full service district offices and 13 regional service
centers, serving outsourcing and sales customers in all 50 states and the
District of Columbia.  We currently
provide outsourcing services to approximately 45% of all acute care hospitals in
the United States, including UCLA Medical Center, Brigham and Women's Hospital,
Johns Hopkins Medical Center and Bon Secours Health System. 
We also have contracts with several national group purchasing
organizations, or GPOs, including Premier, Novation, LLC and Amerinet, Inc. 
We commenced operations in 1939, originally incorporated in Minnesota in
1954 and reincorporated in Delaware in 2001.

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Industry Background

In 2001, total healthcare expenditures in the United States
were estimated at $1.4 trillion, representing 13.4% of the U.S. gross domestic
product and an increase of approximately 7.7% over 2000, according to the
Centers for Medicare and Medicaid Services, or CMS.
  An aging U.S. population and advances in medical technology
are expected to drive increases in hospital patient populations and the
consumption of healthcare services.  CMS
estimates that total healthcare expenditures will grow by 7.3% during the
forecast period 2001-2011.  According
to these estimates, healthcare expenditures will account for approximately $2.8
trillion, or 17%, of U.S. gross domestic product by 2011.

In recent years, particularly following the enactment of
the Balanced Budget Act of 1997, acute care hospitals and alternate site
providers have faced increasing pressure due to a reduction in resources and the
increased complexity in delivering healthcare services. 
Reimbursement pressure from government payors, such as Medicare and
Medicaid, and private insurers are forcing healthcare providers to contain
costs.  The national shortage of
medical support staff, including nurses, has placed greater constraints on such
individuals, requiring them to perform more tasks in less time.

As a result of these pressures, acute care hospitals and
alternate site providers have increasingly turned to outsourcing programs. 
We believe the market potential for movable medical equipment outsourcing
is greater than $1.5 billion.  This
estimate is based on our average monthly AMPP revenue per bed of more than $200
(or $2,400 annually) and our estimate of a 65% occupancy rate of the 990,000
total registered hospital beds in the United States as estimated by the American
Hospital Association.  Our average
monthly AMPP revenue is derived from our 22 acute care hospital AMPP accounts,
consisting of approximately 4,200 census beds in the aggregate of a diverse
group of hospitals.  We believe the
demand for technology outsourcing will continue to expand as acute care
hospitals and alternate site providers continue to try to reduce costs and
increase medical staff satisfaction while providing high quality,
patient-specific medical care.

The following discussion addresses our financial condition
as of June 30, 2002 and the results of operations and cash flows for the three
months and six months ended June 30, 2002 and 2001.  This discussion should be read in conjunction with the
financial statements included elsewhere in this report and the Management's
Discussion and Analysis and Financial sections included in our Annual Report
Form 10-K filed with the Securities and Exchange Commission on March 15, 2002.

Safe Harbor
Statements under the Private Securities Litigation Reform Act of 1995:We
believe statements in this filing looking forward in time involve risks and
uncertainties.  The following
factors, among others, could adversely effect our business, operations and
financial condition causing our actual results to differ materially from those
expressed in any forward-looking statements: the Company's history of net losses
and substantial interest expense since its 1998 recapitalization; the Company's
need for substantial cash to operate and expand its business as planned; the
Company's substantial outstanding debt and high degree of leverage and the
continued availability, terms and deployment of capital, including the Company's
ability to service or refinance debt; restrictions imposed by the terms of the
Company's debt; the Company's ability to effect change in the manner in which
healthcare providers traditionally procure medical equipment; the Company's
relationships with certain key suppliers and any adverse developments concerning
these suppliers; the Company's ability to renew contracts with group purchasing
organizations; the Company's ability to acquire adequate insurance to cover
claims; adverse regulatory developments affecting, among other things, the
ability of our customers to obtain reimbursement of payments made to the
Company; changes and trends in customer preferences, including increased
purchasing of movable medical equipment; difficulties or delays in our continued
expansion into certain markets and developments of new markets; additional
credit risks in increasing business with home care providers and nursing homes;
consolidations in the healthcare industry; unanticipated costs or difficulties
or delays in implementing the components of our strategy and plan and adverse
consequences relating to our ability to successfully integrate recent
acquisitions; effect of and changes in economic conditions, including inflation
and monetary conditions; actions by competitors; and the availability of and
ability to retain qualified personnel.  These
and other risk factors are detailed in the Company's Securities and Exchange
Commission filings.

Equipment Outsourcing Revenues

Equipment outsourcing revenues for the three months ended
June 30, 2002 were $32.5 million, representing a $5.6 million, or 20.8%,
increase from equipment outsourcing revenues of $26.9 million for the same
period of 2001.  Equipment
outsourcing revenues for the six months ended June 30, 2002 were $65.3 million,
representing a $10.6 million, or 19.3%, increase from equipment outsourcing
revenues of $54.7 million for the same period of 2001. 
The outsourcing revenue growth resulted from our acquisition of Narco
Medical Services completed in the fourth quarter of 2002, increased AMPP
revenue, and expanded customer base.  During
the last twelve months, we have added six new AMPP accounts.

Sales of Supplies and Equipment, and Other

Sales of supplies and equipment, and other for the three
months ended June 30, 2002 were $5.8 million, representing a $2.7

Cost of Equipment Outsourcing

Cost of equipment outsourcing for the three months ended
June 30, 2002 was $9.6 million, representing a $1.8 million, or 23.0%, increase
from cost of equipment outsourcing of $7.8 million for the same period of 2001. 
Cost of equipment outsourcing for the six months ended June 30, 2002 was
$19.2, representing a $3.6 million, or 23.3%, increase from cost of equipment
outsourcing of $15.6 million for the same period of 2001. 
For the three months ended June 30, 2002, cost of equipment outsourcing
as a percentage of equipment outsourcing revenues increased to 29.7% from 29.1%
for the same period of 2001.  For
the six months ended June 30, 2002, cost of equipment outsourcing as a
percentage of equipment outsourcing revenues increased to 29.4% from 28.5% for
the same period of 2001.  This
increase was a result of higher delivery costs, support personnel added for the
growth in AMPPs, combined with other costs incurred to support the equipment
outsourcing revenue growth.

Movable Medical
Equipment Depreciation

Movable medical equipment depreciation for the three months
ended June 30, 2002 was $7.0 million, representing a $0.6 million, or 9.1%,
increase from movable medical equipment depreciation of $6.4 million for the
same period of 2001.  Movable
medical equipment depreciation for the six months ended June 30, 2002 was $14.2
million, representing a $1.5 million, or 12.5%, increase from movable medical
equipment depreciation of $12.7 million for the same period of 2001. 
This increase was a result of movable medical equipment purchases. 
For the three months June 30, 2002, movable medical equipment
depreciation as a percentage of equipment outsourcing revenues decreased to
21.6% from 24.0% for the same period of 2001. 
For the six months ended June 30, 2002, movable medical equipment
depreciation as a percentage of equipment outsourcing revenues decreased to
21.8% from 23.1% for the same period of 2001.This decrease was achieved by the
strong revenue growth, described above under the caption "Equipment
Outsourcing Revenues," combined with classes of acquired equipment becoming
fully depreciated.

Gross Profit

Total gross profit for the three months ended June 30, 2002
was $18.1 million, representing a $4.3 million, or 30.9%, increase from gross
profit of $13.8 million for the same period of 2001.  Total gross profit for the six months ended June 30, 2002 was
$36.2 million, representing a $7.3 million, or 25.2%, increase from gross profit
of $28.9 million for the same period of 2001.  For the three months ended June 30, 2002, total gross profit,
as a percentage of total revenues, increased to 47.4% from 46.2% for the same
period of 2001.  The increase in
gross profit as a percentage of total revenue for the second quarter is
primarily due to decreased movable medical equipment depreciation expense. 
For the six months ended June 30, 2002, total gross profit, as a
percentage of total revenues, decreased to 47.2% from 47.5% for the same period
of 2001.  The decrease in gross
profit as a percentage of total revenue is due to the increased cost of
equipment outsourcing discussed above and the revenue mix related to the Narco
Medical Services acquisition, partially offset by the strong outsourcing revenue
growth.

Gross profit on equipment outsourcing revenue represents
outsourcing revenues reduced by the cost of outsourcing and movable medical
equipment depreciation.  Gross
profit on outsourcing revenue for the three months ended June 30, 2002 increased
to 48.7% from 46.9% for the same period in 2001. 
Gross profit on outsourcing revenue for the six months ended June 30,
2002 increased to 48.8% from 48.4% for the same period in 2001. 
The increased margin for the period reflects outsourcing revenue growth offset
by increased delivery costs,
new AMPP personnel related costs and other costs related to the maintenance of
our movable medical equipment base.

Gross margin on sales of supplies and equipment and other
for the three months ended June 30, 2002, increased to 40.0% from 39.7% for the
same period of 2001.  Gross margin
on sales of supplies and equipment and other for the six months ended June 30,
2002, decreased to 38.1% from 39.3% for the same period of 2001. 
This decrease is a result of service revenue mix related to our
acquisition of Narco Medical Services.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three
months ended June 30, 2002 were $11.0 million, representing a $0.1 million, or
0.6%, increase from selling, general and administrative expenses of $10.9
million for the same period of 2001.  Selling,
general and administrative expenses for the six months ended June 30, 2002 were
$21.4 million, representing a $0.9 million, or 4.4%, increase from selling,
general and administrative expenses of $20.5 million for the same period of
2001.  The increase was primarily
due to higher medical and workers compensation insurance expenses, additional
expenses to support AMPP and ELS programs, increased customer service and
support costs, partially offset by a reduction in expenses related to allowance
for doubtful accounts, goodwill amortization and non-recurring additional
retirement benefit expenses in the second quarter of 2001. 
Selling, general and administrative expenses as a percentage of total
revenue for the three months ended June 30, 2002 decreased to 28.7% from 36.4%
for the same period of 2001.  Selling,
general and administrative expenses as a percentage of total revenue for the six
months ended June 30, 2002 decreased to 27.9% from 33.6% for the same period of
2001.  These decreases were due to
increased efficiencies at the selling, general, and administrative expense level
as well as the impact of SFAS No. 142, which eliminated goodwill amortization of
$0.7 million and the non-recurring additional retirement benefit expenses in the
second quarter of 2001.

EBITDA

We believe earnings before interest, taxes, depreciation,
and amortization, or EBITDA, to be useful in analyzing our operating performance
and our ability to service our debt.spacerun:
yes">  EBITDA for the three months ended June 30, 2002 was $15.0
million, representing a $4.2 million, or 39.7%, increase from $10.8 million for
the same period of 2001.  EBITDA for
the six months ended June 30, 2002 was $30.7 million, representing a $6.9
million, or 28.8%, increase from $23.8 million for the same period of 2001. 
EBITDA as a percentage of total revenue for the three months ended June
30, 2002 increased to 39.3% from 35.9% for the same period of 2001. 
EBITDA as a percentage of total revenue for the six months ended June 30,
2002 increased to 40.1% from 39.2% for the same period of 2001.

Adjusted EBITDA

We believe adjusted EBITDA to be a better indicator than
EBITDA of our operating performance and our ability to service debt since it
excludes one-time non-recurring expenses or gains.  Adjusted EBITDA for the three months ended June 30, 2002 was
$15.1 million, representing a $2.7 million, or 22.0%, increase from $12.4
million for the same period of 2001.  Adjusted
EBITDA for the six months ended June 30, 2002 was $30.9 million, representing a
$5.4 million, or 20.8%, increase from $25.5 million for the same period of 2001. 
Adjusted EBITDA excludes from EBITDA management fees to J.W. Childs
Associates, L.P., as well as additional retirement benefits in 2001.
  Adjusted EBITDA as a percentage of total revenue for the
three months ended June 30, 2002 decreased to 39.5% from 41.3% for the same
period of 2001.  Adjusted EBITDA as
a percentage of total revenue for the six months ended June 30, 2002 decreased
to 40.3% from 42.0% for the same period of 2001 as a result of the revenue mix
associated with our Narco Medical Services, Inc. acquisition.spacerun:
yes">  Higher insurance costs, delivery and support personnel
expenses, and other costs incurred to generate revenue growth also contributed
to the margin reduction.

Interest Expense

Interest expense for the three months ended June 30, 2002
was $4.6 million, representing a $0.3 million, or 7.7%, decrease from interest
expenses of $4.9 million for the same period of 2001.  Interest expense for the six months ended June 30, 2002 was
$9.1 million, representing a $1.0 million, or 9.7%, decrease from interest
expense of $10.1 million for the same period of 2001. 
These decreases primarily reflect a reduced effective interest rate for
our revolving credit facility, partially offset by additional borrowings. 
Average borrowings increased for the three months ended June 30, 2002 to
$208.2 million from $199.1 million for the same period of 2001. 
Average borrowings increased for the six months ended June 30, 2002 to
$207.3 million from $198.3 million for the same period in 2001.

Income Taxes

Our effective income tax rate for the six months ended June
30, 2002 was 39.6% compared to a statutory federal income tax rate of 34.0%.

Net Income

We earned net income for the three months ended June 30,
2002 of $1.5 million, representing a $3.5 million, increase from a net loss of
$2.0 million in the same period of 2001.  We
earned net income for the six months ended June 30, 2002 of $3.4 million,
representing a $5.1 million, increase from a net loss of $1.7 million in the
same period of 2001.

Quarterly Financial Information: Seasonality

Quarterly operating results are typically affected by
seasonal factors.  Historically, our
first and fourth quarters are the strongest, reflecting increased hospital
utilization during the fall and winter months.

Liquidity and Capital Resources

Historically, we have financed our equipment purchases
primarily through internally generated funds and borrowings under our revolving
credit facility.  As an asset
intensive business, we need continued access to capital to support the
acquisition of equipment for outsourcing to our customers. 
We purchased and received $41.6 million, $31.2 million and $40.7 million
of outsourcing equipment in 1999, 2000, and 2001, respectively. 
For the first six months of 2001 and 2002, we purchased and received
$14.4 million and $16.3 million of movable medical equipment, respectively.

During the first six months of 2002 and 2001, net cash
flows provided by operating activities were $18.7 million and $13.1 million,
respectively.  Net cash (used in)
investing activities were ($18.5) million and ($14.1) million in each of these
periods.  Net cash flows (used in)
provided by financing activities were ($0.2) million and $0.9 million in each of
these periods.

Our principal sources of liquidity are expected to be cash
flows from operating activities and borrowings under our revolving credit
facility.  It is anticipated that
our principal uses of liquidity will be to fund capital expenditures related to
purchases of movable medical equipment, provide working capital, meet debt
service requirements and finance our strategic plans.

In connection with our 1998 recapitalization, we issued
$100.0 million of our 10.25% senior notes. 
In January 1999, we issued an additional $35.0 million of our senior
notes.  The senior notes earn
interest at a rate of 10.25% per year, payable on March 1 and September 1 of
each year.  We also have a $87.5
million revolving credit facility. On October 12, 2001, we amended our credit
facility to increase the size of the facility from $77.5 million to $87.5
million.  Interest on loans
outstanding under our revolving credit facility is payable at a rate per annum,
selected at our option, equal to the base rate margin (which is the banks' base
rate plus 1.5%) or the adjusted eurodollar rate margin (which is the adjusted
eurodollar rate plus 2.75%).  Our
revolving credit facility, which terminates on October 31, 2004, contains
certain covenants including restrictions and limitations on dividends, capital
expenditures, liens, leases, incurrence of debt, transactions with affiliates,
investments and certain payments, and on mergers, acquisitions, consolidations
and asset sales.  As of June 30,
2002, we had outstanding $135.0 million of our senior notes and had borrowed
$69.8 million under our revolving credit facility.

On August 17, 1998, we issued 6,000 shares of our Series A
12% Cumulative Convertible Accruing Pay-In-Kind Preferred Stock to an affiliate
of J.W. Childs Equity Partners, L.P., the holder of approximately 78% of our
common stock, for an aggregate price of $6.0 million.  On December 18, 1998, we redeemed our Series A preferred
stock with proceeds of $6.3 million from the sale to an insurance company of
6,246 shares of our Series B 13% Cumulative Accruing Pay-In-Kind Preferred Stock
together with a warrant to purchase 245,000 shares of our common stock.

We believe that, based on current levels of operations and
anticipated growth, our cash from operations, together with our other sources of
liquidity, including borrowings available under the revolving credit facility,
will be sufficient over the term of the agreement to fund anticipated capital
expenditures and make required payments of principal and interest on our debt,
including payments due on our senior notes and obligations under the revolving
credit facility.  We believe that
our ability to repay our senior notes and amounts outstanding under the
revolving credit facility at maturity will require additional financing. 
There can be no assurance, however, that any such financing will be
available at such time to us, or that any such financing will be on terms
favorable to us.

Our expansion and acquisition strategy may require
substantial capital, and no assurance can be given that sufficient funding for
such acquisitions will be available under our revolving credit facility, or that
we will be able to raise any necessary additional funds through bank financing
or the issuance of equity or debt securities on terms acceptable to us, if at
all.

|                                                    |  |  |              | Six months ended June 30,
|--------------------------------------------------- |  |  | ------------ | -------------------------
|Supplemental Information:                           |  |  |              | 2002                     
|                                                    |  |  |              |                          
|EBITDA                                              |  |  | $     30,711 |                          
|Adjusted EBITDA                                     |  |  | 30,869       |                          
|Net cash provided by operating activities           |  |  | 18,698       |                          
|Net cash used in investing activities               |  |  | (18,470)     |                          
|Net cash (used in) provided by financing activities |  |  | (228)        |                          
|Movable medical equipment expenditures              |  |  | 16,264       |                          
|(including acquistions)                             |  |  |              |                          
|                                                    |  |  |              |                          
|Other operating data:                               |  |  |              |                          
|                                                    |  |  |              |                          
|Movable medical equipment (units at end of period)  |  |  |              | 127,000                  
|Offices (at end of period)                          |  |  |              | 62                       
|Number of hospital customers (at end of period)     |  |  |              | 2,695                    
|Number of total customers (at end of period)        |  |  |              | 5,734                    
|Number of AMPP accounts (at end of period)          |  |  |              | 23                       
|                                                    |  |  |              |                          

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

Our primary exposure to market risk is interest rate risk associated with our
debt instruments.  We use both fixed
and variable rate debt as sources of financing. 
At June 30, 2002 we had approximately $202,100,000 of total debt
outstanding, net of unamortized discount, of which $69,800,000 was bearing
interest at variable rates approximating 4.7%. 
A 2.0% change in interest rates on variable rate debt would have resulted
in interest expense fluctuating approximately $724,000 and $636,000 for the
first six months of 2002 and 2001, respectively. 
A 2.0% change in interest rates on variable rate debt would have resulted
in interest expense fluctuating approximately $1,305,000 for 2001, $1,240,000
for 2000, and $2,200,000 for 1999.  We
have not, and do not plan to, enter into any derivative financial instruments
for trading or speculative purposes.  As
of June 30, 2002, we had no other significant material exposure to market risk.

---

Part II - Other Information

Item 1.	Legal Proceedings

Not applicable.

Item 2.	Changes in Securities and Use of Proceeds

On June 7, 2002, pursuant to the exercise of outstanding options, we sold
72,450 shares of our common stock to two of our executive officers and six of
our employees, for an aggregate purchase price of $82,593. 
On June 25, 2002, we sold 45,455 shares of our common stock to the spouse
of one of our executive officers, for an aggregate purchase price of $500,005. 
All such sales were completed pursuant to the exemption from registration provided
under Section 4(2) of the Securities Act of 1933, as amended. 
The proceeds from the sales of such shares were added to our general
funds and used for our general corporate purposes.

Item 3.	Defaults upon Senior Securities

Not applicable.

Item 4.	Submission of Matters to a Vote of Security Holders

Not applicable.

Item 5.	Other Information

Not applicable.

Item 6.	Exhibits and Reports on Form 8-K

1. Exhibits:
2. Reports on Form 8-K:

None

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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: August 14, 2002

|Universal Hospital Services, Inc.                
|-------------------------------------------------
|                                                 
|By /s/ Gary D. Blackford                         
|Gary D. Blackford,                               
|President and Chief Executive Officer            
|                                                 
|By /s/ John A. Gappa                             
|John A. Gappa,                                   
|Senior Vice President and Chief Financial Officer
|                                                 

---

Universal Hospital Services, Inc.

EXHIBIT INDEX TO REPORT ON FORM 10-Q

|Exhibit |                                                                  |     
|------- | ---------------------------------------------------------------- | ----
|Number  | Description                                                      | Page
|10.1    | Employment Agreement between
  Universal Hospital Services, Inc. | 18  
|        | and Gary D. Blackford, dated June
  25, 2002                     |     
|        |                                                                  |     
|12.1    | Ratio of Earnings to Fixed Charges                               | 36  
|        |                                                                  |     
|99.1    | President and Chief Executive
  Officer Certification            | 37  
|        |                                                                  |     
|99.2    | Chief Financial Officer
  Certification                          | 38