Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MARLON ANTHONY M MD
  2. Issuer Name and Ticker or Trading Symbol
SIERRA HEALTH SERVICES INC [SIE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
COB & CEO
(Last)
(First)
(Middle)
2724 N. TENAYA WAY
3. Date of Earliest Transaction (Month/Day/Year)
02/25/2008
(Street)

LAS VEGAS, NV 89128
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (1) 02/25/2008   D(1)   88,000 D $ 43.5 0 D  
Common Stock               385,296 I By the AMM & RM Family Limited Partnership (2)
Common Stock (1) 02/25/2008   D(1)   385,296 D $ 43.5 0 I By the AMM & RM Family Limited Partnership
Common Stock               1,439,630 I By the Marlon Family Trust (2)
Common Stock (1) 02/25/2008   D(1)   1,439,630 D $ 43.5 0 I By the Marlon Family Trust
Common Stock               3,000 I By the AMRM Family Partners Ltd. (2)
Common Stock (1) 02/25/2008   D(1)   3,000 D $ 43.5 0 I By the AMRM Family Partners Ltd.
Common Stock               750,000 I By the Anthony M. Marlon Charitable Remainder Trust (2)
Common Stock (1) 02/25/2008   D(1)   750,000 D $ 43.5 0 I By the Anthony M. Marlon Charitable Remainder Trust
Common Stock               750,000 I By the Renee Marlon Charitable Remainder Trust (2)
Common Stock (1) 02/25/2008   D(1)   750,000 D $ 43.5 0 I By the Renee Marlon Charitable Remainder Trust
Common Stock               887,324 I By the AMRM Family Trust (2)
Common Stock (1) 02/25/2008   D(1)   887,324 D $ 43.5 0 I By the AMRM Family Trust
Common Stock               212,830 I By 401(k) Plan
Common Stock (1) 02/25/2008   D(1)   212,830 D $ 43.5 0 I By 401(k) Plan

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) (3) $ 30.055 02/25/2008   D(3)     24,000 12/30/2005(4) 04/20/2010 Common Stock 24,000 $ 13.445 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MARLON ANTHONY M MD
2724 N. TENAYA WAY
LAS VEGAS, NV 89128
  X     COB & CEO  

Signatures

 Anthony M. Marlon, M.D./Jayne Primaky, POA   02/25/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Shares, including restricted stock units, disposed of pursuant to the merger agreement between Sierra Health Services, Inc. and UnitedHealth Group Incorporated for a cash payment of $43.50 per share. This disposition occurred on the effective date of the merger.
(2) This report shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has a pecuniary interest in, shares of Common Stock held by the respective trusts for purposes of Section 16 or any other purpose.
(3) Options disposed of pursuant to the merger agreement between Sierra Health Services, Inc. and UnitedHealth Group Incorporated for a cash payment for each option share equal to $43.50 minus the per share exercise price of the option. This disposition occurred on the effective date of the merger.
(4) Exercisable as to 100% on 12/30/05.

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