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August 10, 2021
Carey Hendrickson
Chief Financial Officer
U.S. Physical Therapy, Inc.
1300 West Sam Houston Parkway South, Suite 300
Houston, TX 77042
Re:U.S. Physical Therapy, Inc.
Form 10-K For The Fiscal Year Ended December 31, 2020
Filed March 1, 2021
Form 8-K Dated August 5, 2021
File No. 001-11151
Dear Mr. Hendrickson:
            We have reviewed your filings and have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Form 10-K For The Fiscal Year Ended December 31, 2020
Item 6. Management's Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations, Fiscal Year 2020 Compared to Fiscal 2019, page 31
1.Please respond to the following comments regarding your non-GAAP measures and revise
future filings as necessary:

•Within your discussion of results of operations, tell us why you present "Gross profit,
excluding closure costs" and "Operating costs, excluding closure costs" without
identifying those measures as non-GAAP and including all of the disclosures required
by Item 10(e)(1)(i) of Regulation S-K.  In addition, provide a discussion of the
reasons for the significant changes in the related GAAP measures, "Gross profit" and
"Operating costs as required by Item 303(b) of Regulation S-K;"
•In future filings, please more clearly label "Operating Results" as a non-GAAP

 FirstName LastNameCarey Hendrickson
 Comapany NameU.S. Physical Therapy, Inc.
 August 10, 2021 Page 2
 FirstName LastName
Carey Hendrickson
U.S. Physical Therapy, Inc.
August 10, 2021
Page 2
measure.  Reference Item 10(e)(1)(ii) which states that a registrant should not use
titles or descriptions of non-GAAP financial measures that are the same as, or
confusingly similar to, titles or descriptions used for GAAP financial measures.

Please also apply this comment to your Form10-Q and earnings releases included in Form
8-K.

Form 8-K Dated August 5, 2021
Exhibit 99.1 Registrant's Press Release dated August 5, 2021, page 1
2.Please revise your presentation under "Highlights" in future filings to fully comply with
Question 102.10 of the Compliance and Disclosure Interpretations on Non-
GAAP Financial Measures.  In that regard, you should present the most directly
comparable GAAP measure to Operating Results and Adjusted EBITDA with equal or
greater prominence.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            You may contact Kristin Lochhead at (202) 551-3664 or Brian Cascio, Accounting
Branch Chief, at (202) 551-3676 if you have any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences