Prepared and filed by St Ives Burrups

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

_____________

FORM 8-K/A
(Amendment No. 1)

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 6, 2004

Aqua America, Inc. Employees’ 401(k) Savings Plan and Trust

(Exact Name of Registrant Specified in Charter)


Pennsylvania     1-6659     01-0049450  

   
   
 
(State or Other
Jurisdiction of
Incorporation)
    (Commission File
Number)
    (I.R.S. Employer
Identification No.)
 


762 West Lancaster Avenue        
Bryn Mawr, Pennsylvania     19010-3489  

   
 
(Address of Principal Executive Offices)     (Zip Code)  

Registrant’s telephone number, including area code: (610) 527-8000

Consumers Water Company Employees’ 401(k) Savings Plan and Trust

(Former Name or Former Address, if Changed Since Last Report)

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EXPLANATORY NOTE

This Amendment No. 1 to the Form 8-K filed May 12, 2004 is being filed to replace Exhibit 16.1, a letter submitted by PricewaterhouseCoopers LLP to the Aqua America, Inc. Employees 401(k) Savings Plan and Trust.

Item 7.       Financial Statements and Exhibits

      (c)     Exhibits.  
               
      16.1     Letter from PricewaterhouseCoopers LLP to the Securities and Exchange Commission dated June 9, 2004, filed herewith.  

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SIGNATURE

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

  Aqua America, Inc. Employees’ 401(k)
Savings Plan and Trust
     
  BY: AQUA AMERICA, INC.,
    As Plan Administrator of the foregoing Plan
     
     
     
  By: ROY H. STAHL
    Roy H. Stahl
    Executive Vice President and General Counsel

Dated: June 9, 2004

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Exhibit Index

Exhibit        
         
16.1     Letter from PricewaterhouseCoopers LLP to the Securities and Exchange Commission dated June 9, 2004.  


4


Prepared and filed by St Ives Burrups

 

Exhibit 16.1

June 9, 2004

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Commissioners:

We have read the statements made by the Aqua America, Inc. Employees 401(k) Savings Plan and Trust (the “Plan”) (copy attached), which was filed with the Commission, pursuant to Item 4 of Form 8-K, as part of the Plan’s Form 8-K report dated May 6, 2004. We agree with the statements concerning our Firm in such Form 8-K, except that we have no basis to comment on the second sentence of the first paragraph regarding the reasons for the change.

Very truly yours,

/s/ PricewaterhouseCoopers LLP