UNIVERSAL HOSPITAL SERVICES INC
SC 13G, 1998-02-13
MISCELLANEOUS EQUIPMENT RENTAL & LEASING
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No. )*


                        UNIVERSAL HOSPITAL SERVICES, INC.
                         -----------------------------
                                (Name of Issuer)


                          Common Stock, $1.00 Par Value
                         (Title of Class of Securities)



                                    91359L109
                        -------------------------------
                                 (CUSIP Number)


*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter disclosure
provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).

                         Continued on following page(s)
                               Page 1 of 11 Pages
                              Exhibit Index: Page 9


<PAGE>




                                  SCHEDULE 13G

CUSIP No. 91359L109                                           Page 2 of 11 Pages



1       Name of Reporting Person
        S.S. or I.R.S. Identification No. of Above Person

               ANGELO, GORDON & CO., L.P.

2       Check the Appropriate Box If a Member of a Group*
                                            a.  [_]
                                            b.  [X]

3       SEC Use Only

4       Citizenship or Place of Organization

               DELAWARE

                      5      Sole Voting Power
 Number of                          319,900
   Shares
Beneficially          6      Shared Voting Power
  Owned By                          0
    Each
  Reporting           7      Sole Dispositive Power
   Person                           319,900
    With
                      8      Shared Dispositive Power
                                    0

9       Aggregate Amount Beneficially Owned by Each Reporting Person

                                    319,900

10      Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*[_]

11      Percent of Class Represented By Amount in Row (9)

                             5.8%

12      Type of Reporting Person*

               BD, IA, PN



<PAGE>

                                  SCHEDULE 13G

CUSIP No. 91359L109                                           Page 3 of 11 Pages



1       Name of Reporting Person
        S.S. or I.R.S. Identification No. of Above Person

               JOHN M. ANGELO

2       Check the Appropriate Box If a Member of a Group*
                                            a.  [_]
                                            b.  [X]

3       SEC Use Only

4       Citizenship or Place of Organization

               UNITED STATES

                      5      Sole Voting Power
 Number of                          0
   Shares
Beneficially          6      Shared Voting Power
  Owned By                          319,900
    Each
  Reporting           7      Sole Dispositive Power
   Person                           0
    With
                      8      Shared Dispositive Power
                                    319,900

9       Aggregate Amount Beneficially Owned by Each Reporting Person

                                    0

10      Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*[_]

11      Percent of Class Represented By Amount in Row (9)

                             0.0%

12      Type of Reporting Person*

               IN, HC




<PAGE>

                                  SCHEDULE 13G

CUSIP No. 91359L109                                           Page 4 of 11 Pages



1       Name of Reporting Person
        S.S. or I.R.S. Identification No. of Above Person

               MICHAEL L. GORDON

2       Check the Appropriate Box If a Member of a Group*
                                            a.  [_]
                                            b.  [X]

3       SEC Use Only

4       Citizenship or Place of Organization

               UNITED STATES

                      5      Sole Voting Power
 Number of                          0
   Shares
Beneficially          6      Shared Voting Power
  Owned By                          319,900
    Each
  Reporting           7      Sole Dispositive Power
   Person                           0
    With
                      8      Shared Dispositive Power
                                    319,900

9       Aggregate Amount Beneficially Owned by Each Reporting Person

                                    0

10      Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*[_]

11      Percent of Class Represented By Amount in Row (9)

                             0.0%

12      Type of Reporting Person*

               IN, HC




<PAGE>
                                                                          Page 5


Item 1(a)      Name of Issuer:

               Universal Hopital Services, Inc.(the "Issuer").

Item 1(b)      Address of the Issuer's Principal Executive Offices:

               1250  Northland  Plaza,  3800 West 80th Street,  Bloomington,  MN
               55431-4442

Item 2(a)      Name of Person Filing:

               This  statement  is filed on  behalf of the  following  reporting
               persons (the "Reporting Persons"): (i) Angelo, Gordon & Co., L.P.
               ("Angelo,  Gordon"),  (ii) John M. Angelo, in his capacities as a
               general partner of AG Partners, L.P., the sole general partner of
               Angelo, Gordon, and the chief executive officer of Angelo, Gordon
               and (iii)  Michael  L.  Gordon,  in his  capacities  as the other
               general partner of AG Partners, L.P., the sole general partner of
               Angelo,  Gordon,  and the  chief  operating  officer  of  Angelo,
               Gordon.

Item 2(b)      Address of Principal Business Office or, if none, Residence:

     (i)       The principal business office of Angelo, Gordon is located at 245
               Park Avenue, New York, NY 10167.

     (ii)      The address of the principal business office of Mr. Angelo is 245
               Park Avenue, New York, NY 10167.

     (iii)     The address of the principal business office of Mr. Gordon is 245
               Park Avenue, New York, NY 10167.

Item 2(c)      Citizenship:

     (i)       Angelo, Gordon is a Delaware limited partnership.

     (ii)      Mr. Angelo is a citizen of the United States.

     (iii)     Mr. Gordon is a citizen of the United States.

Item 2(d)      Title of Class of Securities:

               Common Stock, $1.00 par value (the "Shares").

Item 2(e)      CUSIP Number:

               91359L109



<PAGE>

                                                                          Page 6

Item 3.        If  this  statement  is  filed  pursuant  to  Rule  13d-1(b),  or
               13d-2(b), check whether the person filing is a:

     (i)       Angelo, Gordon is a broker-dealer  registered under Section 15 of
               the Act and an investment adviser registered under Section 203 of
               the Investment Advisers Act of 1940.

     (ii)      Mr. Angelo is a "parent holding company."

     (iii)     Mr. Gordon is a "parent holding company."

Item 4.        Ownership:

 (a)           Amount Beneficially Owned:

     (i)       As of December 31, 1997,  Angelo,  Gordon may be deemed to be the
               beneficial  owner of  319,900  Shares as a result  of voting  and
               dispositive powers that it held with respect to the 30,700 Shares
               it held  for its own  account  and  289,200  Shares  held for the
               account  of ten  private  investment  funds  for which it acts as
               general partner and/or investment adviser.

     (ii)      Mr.  Angelo may be  considered a beneficial  owner of the 319,900
               Shares held by Angelo,  Gordon  referred to in  paragraph  (a)(i)
               above.  Mr.  Angelo is the chief  executive  officer  of  Angelo,
               Gordon and is a general  partner of AG Partners,  L.P.,  the sole
               general partner of Angelo, Gordon.

     (iii)     Mr.  Gordon  may  be  considered  the  beneficial  owner  of  the
               319,900  Shares held by Angelo,  Gordon  referred to in paragraph
               (a)(i)  above.  Mr.  Gordon is the  chief  operating  officer  of
               Angelo,  Gordon and is the other general  partner of AG Partners,
               L.P., the sole general partner of Angelo, Gordon.

 (b)           Percent of Class:

               The  number  of  Shares  beneficially  owned  by  Angelo,  Gordon
               constitute 5.8% of the total number of Shares outstanding.



<PAGE>
                                                                          Page 7



 (c)           Number of shares as to which such person has:



                                      Angelo,Gordon    Mr. Angelo    Mr. Gordon
                                      -------------    ----------    ---------- 

(i)       sole power to vote or to 
          direct the vote:               319,900          0             0

(ii)      shared power to vote or
          to direct the vote:               0          319,900       319,900

(iii)     sole power to dispose or
          to direct the disposition of:  319,900          0             0

(iv)      shared power to dispose or
          to direct the disposition of:     0          319,900       319,900


Item 5.        Ownership of Five Percent or Less of a Class:

               This Item 5 is not applicable.

Item 6.        Ownership of More than Five Percent on Behalf of Another Person:

               The limited  partners of (or  investors in) each of ten funds for
               which Angelo,  Gordon acts as general  partner and/or  investment
               adviser have the right to participate in the receipt of dividends
               from,  or  proceeds  from the sale of,  securities  held by their
               respective  funds (including the Shares) in accordance with their
               respective   (limited   partnership   interests  (or   investment
               percentages) in their respective funds.

Item 7.        Identification   and   Classification  of  the  Subsidiary  Which
               Acquired the  Security  Being  Reported On by the Parent  Holding
               Company:

               See Exhibit B.

Item 8.        Identification and Classification of Members of the Group:

               This Item 8 is not applicable.

Item 9.        Notice of Dissolution of Group:

               This Item 9 is not applicable.

Item 10.       Certification:

               By signing below each of the Reporting Persons certifies that, to
               the best of such person's  knowledge and belief,  the  securities
               referred  to  above  were  acquired  in the  ordinary  course  of
               business and were not acquired for the purpose of and do not have
               the effect of changing or  influencing  the control of the issuer
               of such securities and were not acquired in connection with or as
               a participant in any transaction having such purposes or effect.



<PAGE>
                                                                          Page 8


                                   SIGNATURES

               After  reasonable  inquiry  and to the best of my  knowledge  and
belief,  the  undersigned  certifies  that  the  information  set  forth in this
statement is true, complete and correct.


Dated:  February 10, 1998               ANGELO, GORDON & CO., L.P.

                                        By:  AG Partners, L.P.
                                             General Partner


                                             By: /S/ MICHAEL L. GORDON
                                                 ------------------------
                                                 Name: Michael L. Gordon
                                                 Title:General Partner



Dated:  February 10, 1998               /S/ JOHN M. ANGELO
                                        ---------------------------------------
                                        JOHN M. ANGELO



Dated:  February 10, 1998               /S/ MICHAEL L. GORDON
                                        ---------------------------------------
                                        MICHAEL L. GORDON


<PAGE>


                                                                          Page 9

                                    EXHIBITS

                                                                          Page
                                                                        --------


A.     Joint Filing Agreement, dated February 10, 1998, by and among
       Angelo,  Gordon & Co.,  L.P.,  Mr.  John M.  Angelo  and Mr.
       Michael L. Gordon ..................................................10

B.     Item 7 disclosure ..................................................11



                                                                         Page 10


                                    EXHIBIT A

                             JOINT FILING AGREEMENT

               The  undersigned  hereby agree that the statement on Schedule 13G
with respect to the Common Stock of Value Property Trust dated February 10, 1998
is, and any amendments thereto signed by each of the undersigned shall be, filed
on behalf of each of us pursuant to and in  accordance  with the  provisions  of
Rule 13d-1(f) under the Securities Exchange Act of 1934.


Dated:  February 10, 1998               ANGELO, GORDON & CO., L.P.

                                        By:  AG Partners, L.P.
                                             General Partner


                                             By: /S/ MICHAEL L. GORDON
                                                 ------------------------
                                                 Name: Michael L. Gordon
                                                 Title:General Partner



                                        /S/ JOHN M. ANGELO
                                        ---------------------------------------
                                        JOHN M. ANGELO



                                        /S/ MICHAEL L. GORDON
                                        ---------------------------------------
                                        MICHAEL L. GORDON





                                                                         Page 11


                                    EXHIBIT B

                                     ITEM 7


               Angelo,  Gordon is the relevant  subsidiary  for which Mr. Angelo
and Mr. Gordon may each be considered a "parent holding company."

               Angelo, Gordon is a broker-dealer  registered under Section 15 of
the Act and an investment adviser  registered under the Investment  Advisers Act
of 1940.




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