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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997 Commission file No.
0-690
THE YORK WATER COMPANY
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 23-1242500
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
130 EAST MARKET STREET, YORK, PENNSYLVANIA 17405
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (717) 845-3601
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange on
Title of Each Class Which Registered
None
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, NO PAR VALUE
(Title of Class)
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 Exchange 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
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. X
The aggregate market value of the Common Stock, no par value,
held by nonaffiliates of the registrant (based on the bid price
of such stock) on February 6, 1998 was $57,595,097.
As of February 6, 1998 there were 2,934,782 shares of Common
Stock, no par value, outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the 1997 Annual Report to Shareholders are
incorporated by reference into Part II.
Portions of the Proxy Statement for the Company's 1998 Annual
Meeting of Shareholders are incorporated by reference into Part
III.
PART I
Item 1. Business.
(a) General development of business.
The Company is a corporation duly organized under the laws of the
Commonwealth of Pennsylvania in 1816.
(b) Financial information about industry segments.
The Company operates in only one segment, the impounding,
purification and distribution of water.
(c) Narrative description of business.
The business of the Company is to impound, purify and distribute
water. The Company operates entirely within its franchised
territory located in York County, Pennsylvania. The Company is
regulated by the Pennsylvania Public Utility Commission (PPUC).
Water service is supplied through the Company's own distribution
system to the City of York, the Boroughs of North York, East
Prospect, West York, Manchester, Mount Wolf, Jacobus, Loganville,
Yorkana, New Salem, Hallam, Seven Valleys, Jefferson, Glen Rock,
and portions of the Townships of Manchester, East Manchester,
West Manchester, Springettsbury, Spring Garden, Springfield,
York, North Codorus, Hellam, Windsor, Lower Windsor, Codorus,
and Jackson. The Company obtains its water supply from the south
branch and east branch of the Codorus Creek which drains an area
of approximately 117 square miles. The Company's present average
daily consumption is 19,405,000 gallons, and its present safe
daily yield is 29,900,000 gallons.
The Company's service territory has an estimated population of
140,700. Industry of the area served is diversified,
manufacturing such items as fixtures and furniture, electrical
machinery, food products, paper, ordnance, textile products, air
conditioning, barbells, etc. In the area served by the Company
under the supervision of the PPUC there are no competitors.
The Company's business does not require large amounts of working
capital and is not dependent upon any single customer or a very
few customers. Operating revenue is derived from the following
sources and in the following percentages: residential, 59%;
commercial and industrial, 31%; other, 10%. The Company
presently has 88 employees.
During the last five years ended in 1997, the Company has
maintained an increasing growth in number of customers and
distribution facilities as shown by the following chart:
1997 1996 1995 1994 1993
Average daily
consumption
(gallons
per day) 19,405,000 18,593,000 19,657,000 19,660,000 19,380,000
Miles of mains
at year end 655 641 622 597 580
Distribution
mains
installed
(ft.) 77,274 78,619 84,515 91,087 58,414
Number of
customers 46,458 45,800 44,879 43,830 42,844
Population
served 140,700 143,000 140,000 136,000 134,000
During 1997, the per capita volume of water sold did not
significantly change compared to 1996. The Company does not
anticipate any change in the level of water usage which would
have a material impact on future results of operations.
Item 2. Properties.
The accounting and executive offices of the Company are located
in two two-story brick and masonry buildings, containing
approximately 21,861 square feet of floor space, at 124 and 130
East Market Street, York, Pennsylvania.
The Company has two impounding dams located in York and
Springfield Townships adjoining the Borough of Jacobus to the
south. The lower dam is constructed of compacted earth with a
concrete core wall and is 660 feet long and 50 feet high and
creates a reservoir covering approximately 220 acres containing
about 1,150,000,000 gallons of water. About 800 acres
surrounding the reservoir are planted with more than 1,200,000
evergreen trees to protect the area both from pollution and also
from soil erosion which might otherwise fill the reservoir with
silt. The upper dam is constructed of compacted earth and is
1,000 feet long and 50 feet high and creates a reservoir covering
approximately 290 acres containing about 1,600,000,000 gallons of
water. About 600 acres surrounding the reservoir are planted
with grass to protect the area both from pollution and also from
soil erosion which might otherwise fill the reservoir with silt.
The Company's main pumping station is located in Spring Garden
Township on the south branch of the Codorus Creek about 1,500
feet upstream from its confluence with the west branch of the
Codorus Creek and about four miles downstream from the Company's
lower impounding dam. The pumping station presently houses
pumping equipment consisting of three electrically driven
centrifugal pumps and two diesel-engine driven centrifugal pumps
with a combined pumping capacity of 75,000,000 gallons per day.
From here, raw water is pumped approximately two miles to the
filtration plant through pipes located on a right-of-way owned by
the Company.
The Company's filtration plant is located in Spring Garden
Township about one-half mile south of the City of York. Water at
this plant is filtered through 12 dual media filters having a
stated capacity of 31,000,000 gallons per day and being capable
of filtering 46,500,000 gallons per day for short periods if
necessary. Since the average daily consumption in 1997 was
19,405,000 gallons, it can readily be seen that the present
pumping and filtering facilities are adequate to meet the present
demands.
Clear water reservoirs of the Company which are located in Spring
Garden Township adjacent to the filtration plant are capable of
storing up to 32,000,000 gallons of water, and there are
standpipes located throughout the Company's service area capable
of storing another 16,540,000 gallons of clear water.
The Company's distribution center and material and supplies
warehouse are located at 1801 Mt. Rose Avenue, Springettsbury
Township. There are two one-story concrete block buildings
having 26,680 square feet of area.
The distribution system of the Company has approximately 655
miles of main water lines.
All of the Company's properties listed above are held in fee by
the Company. There are no encumbrances.
In addition, the Company has entered into a "Joint Use and Park
Management Agreement" dated December 29, 1976, and executed by
The York Water Company and the County of York, Pennsylvania,
whereby the Company has licensed to the County of York for fifty
(50) years for county park purposes for the benefit of the
general public in York County the Company's present reservoir
lands and waters referred to in the Agreement as approximately
1,175 acres including two lakes, all in Springfield and York
Townships, York County, Pennsylvania.
York County has in return agreed thereby not to erect a dam
upstream on the east branch of the Codorus Creek and to waive
flood damages to the County's Spring Valley Tract of park lands
if, as planned, the Company builds a third dam around the year
2020. The Company and its customers are thereby assured of a
future reservoir site at reasonable expense.
Information Systems - Year 2000 Compliance
The Company has developed preliminary plans to address possible
exposure related to the impact on its computer system of the year
2000. Key financial and operational systems are being assessed
and detailed plans developed to address possible system modifi-
cations required by December 31, 1999. The financial impact of
making the required changes is not expected to be material to the
Company's results of operations or financial condition.
Item 3. Legal Proceedings.
There are no material legal proceedings.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of the security holders during
the fourth quarter of the fiscal year covered by this report.
PART II
Item 5. Market for the Registrant's Common Stock and Related
Security Holder Matters.
The information set forth under the caption "Security Market and
Dividends" of the 1997 Annual Report to Shareholders is
incorporated herein by reference.
Item 6. Selected Financial Data.
The information set forth under the caption "Highlights of Our
182nd Year" of the 1997 Annual Report to Shareholders is
incorporated herein by reference.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
The information set forth under the caption "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" of the 1997 Annual Report to Shareholders is
incorporated herein by reference.
"Safe Harbor" Statements under the U. S. Private Securities
Litigation Reform Act of 1995: Some statements in the 1997
Annual Report are forwardlooking and actual results may differ
materially from those stated. In addition to the factors
discussed, among the other factors that may affect actual results
are water demand and supply, the effect of economic conditions,
interest-rate movements, and technological difficulties and
changes in governmental regulations, including those of the
Pennsylvania Public Utilities Commission. Investors are also
directed to consider other risks and uncertainties discussed in
documents filed by the Company with the Securities and Exchange
Commission.
Item 7A. Quantitative and Qualitative Disclosures About Market
Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
The following financial statements set forth in the 1997 Annual
Report to Shareholders are incorporated herein by reference:
Balance Sheets as of December 31, 1997 and 1996 Page 9
Statements of Income for Years Ended December 31,
1997, 1996 and 1995 Page 10
Statements of Shareholders' Investment for Years
Ended December 31, 1997, 1996 and 1995 Page 10
Statements of Cash Flows for Years Ended
December 31, 1997, 1996 and 1995 Page 11
Notes to Financial Statements Page 12
Independent Auditors' Report Page 16
Except for the above financial data and the information specified
under Items 5, 6 and 7 of this report, the 1997 Annual Report to
Shareholders is not deemed to be filed as part of this report.
Selected quarterly financial data are not presented because the
Company does not meet the tests set forth in Item 302 (a)(5) of
Regulation S-K.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.
There were no changes in or disagreements with accountants on
accounting and financial disclosure.
PART III
Item 10. Directors and Executive Officers of the Registrant.
The information set forth under the caption "Election of
Directors" of the Proxy Statement issued pursuant to Regulation
14A for the Company's 1998 Annual Meeting of Shareholders to be
held May 4, 1998 is incorporated herein by reference.
Item 11. Executive Compensation.
The information set forth under the caption "Compensation of
Directors and Executive Officers" of the Proxy Statement issued
pursuant to Regulation 14A for the Company's 1998 Annual Meeting
of Shareholders to be held May 4, 1998 is incorporated herein by
reference.
Item 12. Security Ownership of Certain Beneficial Owners and
Management.
The information set forth under the caption "Voting Securities
and Principal Holders Thereof" of the Proxy Statement issued
pursuant to Regulation 14A for the Company's 1998 Annual Meeting
of Shareholders to be held May 4, 1998 is incorporated herein by
reference.
Item 13. Certain Relationships and Related Transactions.
The information set forth under the caption "Compensation
Committee Interlocks and Insider Participation" of the Proxy
Statement issued pursuant to Regulation 14A for the Company's
1998 Annual Meeting of Shareholders to be held May 4, 1998 is
incorporated herein by reference.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on
Form 8-K.
(a) Certain documents filed as a part of the Form 10-K.
The financial statements set forth under Item 8 of this Form
10-K.
Schedule Schedule Page
Number Description Number
II Valuation and Qualifying Accounts 7
The report of the Company's independent auditors with respect to
the financial statement schedule appears on page 6.
All other financial statements and schedules not listed have been
omitted since the required information is included in the
financial statements or the notes thereto, or is not applicable
or required.
The exhibits are set forth in the Index to Exhibits shown on
pages 9, 10 and 11.
(b) Reports on Form 8-K.
No reports on Form 8-K have been filed during the last quarter of
the period covered by this report.
INDEPENDENT AUDITORS' REPORT
To the Shareholders and Board of Directors of The York Water
Company:
Under date of February 17, 1998, we reported on the balance
sheets of The York Water Company as of December 31, 1997 and
1996, and the related statements of income, shareholders'
investment, and cash flows for each of the years in the
three-year period ended December 31, 1997, as contained in the
1997 annual report to shareholders. These financial statements
and our report thereon are incorporated by reference in the
annual report on Form 10-K for the year 1997. In connection with
our audits of the aforementioned financial statements, we also
audited the related financial statement schedule as listed in
Item 14(a). This financial statement schedule is the
responsibility of the Company's management. Our responsibility
is to express an opinion on this financial statement schedule
based on our audits.
In our opinion, such financial statement schedule, when
considered in relation to the basic financial statements taken as
a whole, presents fairly, in all material respects, the
information set forth therein.
KPMG Peat Marwick LLP
Harrisburg, Pennsylvania
February 17, 1998
THE YORK WATER COMPANY
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS
FOR THE THREE YEARS ENDED DECEMBER 31, 1997
Additions Charged to
Balance at Balance
Beginning Costs and Other at End
Description of Year Expenses Accounts Deductions of Year
FOR THE YEAR ENDED DECEMBER 31, 1997:
Reserve for
uncollectible accounts $90,000 $97,923 $5,043 $82,966 $110,000
FOR THE YEAR ENDED DECEMBER 31, 1996:
Reserve for
uncollectible accounts $90,000 $73,201 $ - $73,201 $ 90,000
FOR THE YEAR ENDED DECEMBER 31, 1995:
Reserve for
uncollectible accounts $90,000 $67,319 $ - $67,319 $ 90,000
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
THE YORK WATER COMPANY
(Registrant)
Dated: March 23, 1998 By:/s/ William T. Morris
William T. Morris
President and
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the
dates
indicated.
By: /s/ William T. Morris By: /s/ Jeffrey S. Osman
William T. Morris Jeffrey S. Osman
(Principal Executive and (Principal Accounting Officer)
Financial Officer and Director)
Dated: March 23, 1998 Dated: March 23, 1998
Directors: Date
By: /s/ Irvin S. Naylor March 23, 1998
Irvin S. Naylor
(Chairman)
By: /s/
Horace Keesey III
By: /s/
Chloe Eichelberger
By: /s/ Paul W. Ware March 23, 1998
Paul W. Ware
By: /s/ John L. Finlayson March 23, 1998
John L. Finlayson
By: /s/
Frank Motter
By: /s/ George Hay Kain, III March 23, 1998
George Hay Kain, III
By: /s/ Michael W. Gang March 23, 1998
Michael W. Gang
Page Number of
Exh. Incorporation By
No. Exhibit Description Reference
3 Articles of Incorporation Incorporated herein
by reference. Filed
previously with the
Securities and
Exchange Commission
as Amendment No. 1
to Form S-3 dated
June 12, 1997.
3.1 By-Laws Incorporated herein
by reference. Filed
previously with the
Securities and
Exchange Commission
as Amendment No. 1
to Form S-3 dated
June 12, 1997.
4.1 Optional Dividend Reinvestment Incorporated herein
Plan by reference. Filed
previously with the
Securities and
Exchange Commission
as Amendment No. 1
to Form S-3 dated
June 12, 1997.
4.4 1986 Public Offering of Common Incorporated herein
Stock by reference. Filed
previously with the
Securities and
Exchange Commission
as the Company's
Form S-2 dated
October 28, 1986.
4.5 Employees' Stock Purchase Plan Incorporated herein
by reference. Filed
previously with the
Securities and
Exchange Commission
as Amendment No. 1
to Form S-8 dated
June 12, 1997.
4.6 Note Agreement Relative to the Incorporated herein by
$6,000,000 10.17% Senior reference. Filed
Notes, Series A and $5,000,000 previously with the
9.60% Senior Notes, Series B Securities and Exchange
dated January 2, 1989 Commission as an ex-
hibit to the Company's
1989 Form 10-K.
4.8 Note Agreement Relative to the Incorporated herein by
$6,500,000 10.05% Senior reference. Filed
Notes, Series C dated August previously with the
15, 1990 Securities and Exchange
Commission as an exhibit
to the Company's 1990
Form 10-K.
4.10 1992 Public Offering of Common Incorporated herein by
Stock reference. Filed
previously with the
Securities and Exchange
Commission as the
Company's Form S-3 dated
April 15, 1992.
4.11 Note Agreement Relative to the Incorporated herein by
$7,500,000 8.43% Senior Notes, reference. Filed
Series D dated December 15, previously with the
1992 Securities and Exchange
Commission as an exhibit
to the Company's 1992 Form
10-K.
4.12 Fourth Supplemental Incorporated herein by
Acquisition, Financing and reference. Filed
Sale Agreement Relative to the previously with the
$2,700,000 4.75% Water Securities and Exchange
Facilities Revenue Refunding Commission as an exhibit
Bonds dated February 1, 1994 to the Company's
Quarterly Report
Form 10-Q for the
quarter ended June
30, 1994.
4.13 Fifth Supplemental Acquisition, Incorporated herein by
Financing and Sale Agreement reference. Filed
Relative to the $4,300,000 5% previously with the
Water Facilities Revenue Securities and Exchange
Refunding Bonds dated October Commission as an exhibit
1, 1995 to the Company's
Quarterly Report Form
10-Q for the quarter
ended September 30,
1995.
4.14 Public Offering of Common Incorporated herein by
Stock reference. Filed
previously with the
Securities and Exchange
Commission as the
Company's Form S-3 dated
July 1, 1996.
10.1 Articles of Agreement Between Incorporated herein by
The York Water Company and reference. Filed
Springettsbury Township previously with the
Relative to Extension of Water Securities and Exchange
Mains dated April 17, 1985 Commission as an exhibit
to the Company's
1989 Form 10-K.
10.2 Articles of Agreement Between Incorporated herein by
The York Water Company and reference. Filed
Windsor Township Relative to previously with the
Extension of Water Mains dated Securities and Exchange
February 9, 1989 Commission as an exhibit
to the Company's 1989
Form 10-K.
10.3 Articles of Agreement Between Incorporated herein by
The York Water Company and by reference. Filed
Windsor Township, Yorkana previously with the
Borough, Modern Trash Removal Securities and Exchange
of York, Inc. and Lower Commission as an exhibit
Windsor Township Relative to to the Company's 1989
Extension of Water Mains dated Form 10-K.
July 18, 1989
10.4 Articles of Agreement Between Incorporated herein by
The York Water Company and reference. Filed
North Codorus Township previously with the
Relative to Extension of Water Securities and Exchange
Mains dated September 20, 1989 Commission as an exhibit
to the Company's 1990
Form 10-K.
10.5 Articles of Agreement Between Incorporated herein by
The York Water Company and York reference. Filed
Township Relative to Extension previously with the
of Water Mains dated December Securities and Exchange
29, 1989 Commission as an exhibit
to the Company's 1990
Form 10-K.
11 Common Shares Used in Page 29
Computing Earnings Per Share
13 1997 Annual Report to Page 30
Shareholders
23 Consent of Independent Page 31
Auditors
28.1 Undertakings Incorporated by Page 32
Reference into Registration
Statement Form S-8 Dated
December, 1988
EXHIBIT 3
THE YORK WATER COMPANY
ARTICLES OF INCORPORATION
The Articles of Incorporation of the Company have been filed
previously with the Securities and Exchange Commission as
Amendment No. 1 to the Company's Form S-3 dated June 12, 1997 and
are hereby incorporated by reference.
EXHIBIT 3.1
THE YORK WATER COMPANY
BY-LAWS
The By-Laws of the company have been filed previously with the
Securities and Exchange Commission as Amendment No. 1 to the
Company's Form S-3 dated June 12, 1997 and are hereby
incorporated by reference.
EXHIBIT 4.1
THE YORK WATER COMPANY
OPTIONAL DIVIDEND REINVESTMENT PLAN
The Optional Dividend Reinvestment Plan has been filed previously
with the Securities and Exchange Commission as Amendment No. 1 to
Form S-3, dated June 12, 1997 and is hereby incorporated by
reference.
EXHIBIT 4.4
THE YORK WATER COMPANY
1986 PUBLIC OFFERING OF COMMON ST0CK
The 1986 Public Offering of Common Stock has been filed
previously with the Securities and Exchange Commission as the
Company's Form S-2 dated October 28, 1986 and is hereby
incorporated by reference.
EXHIBIT 4.5
THE YORK WATER COMPANY
EMPLOYEES' STOCK PURCHASE PLAN
The Employees' Stock Purchase Plan has been filed previously with
the Securities and Exchange Commission as Amendment No. 1 to the
Company's Form S-8 dated June 12, 1997 and is hereby
incorporated by reference.
EXHIBIT 4.6
THE YORK WATER COMPANY
SENIOR NOTES, SERIES A AND SERIES B NOTE AGREEMENT
The Note Agreement relative to the $6,000,000 10.17% Senior
Notes, Series A and $5,000,000 Adjusted Rate Senior Notes, Series
B dated January 2, 1989 has been filed previously with the
Securities and Exchange Commission on Form 10-K dated March 26,
1990, and is hereby incorporated by reference.
EXHIBIT 4.8
THE YORK WATER COMPANY
SENIOR NOTES, SERIES C NOTE AGREEMENT
The Note Agreement relative to the $6,500,000 10.05% Senior
Notes, Series C dated August 15, 1990 has been filed previously
with the Securities and Exchange Commission on Form 10-K dated
March 25, 1991, and is hereby incorporated by reference.
EXHIBIT 4.10
THE YORK WATER COMPANY
1992 PUBLIC OFFERING OF COMMON STOCK
The 1992 Public Offering of Common Stock has been filed
previously with the Securities and Exchange Commission as the
Company's Form S-3 dated April 15, 1992 and is hereby
incorporated by reference.
EXHIBIT 4.11
THE YORK WATER COMPANY
SENIOR NOTES, SERIES D NOTE AGREEMENT
The Note Agreement relative to the $7,500,000 8.43% Senior Notes,
Series D dated December 18, 1992 has been filed previously with
the Securities and Exchange Commission on Form 10-K, dated March
29, 1993 and is hereby incorporated by reference.
EXHIBIT 4.12
THE YORK WATER COMPANY
4.75% WATER FACILITIES REVENUE REFUNDING BONDS AGREEMENT
The Fourth Supplemental Acquisition, Financing and Sale Agreement
relative to the $2,700,000 4.75% Water Facilities Revenue
Refunding Bonds dated February 1, 1994 has been filed previously
with the Securities and Exchange Commission on Form 10-Q, dated
July 27, 1994, and is hereby incorporated by reference.
EXHIBIT 4.13
THE YORK WATER COMPANY
5% WATER FACILITIES REVENUE REFUNDING BONDS AGREEMENT
The Fifth Supplemental Acquisition, Financing and Sale Agreement
relative to the $4,300,000 5% Water Facilities Revenue Refunding
Bonds dated October 1, 1995 is attached hereto.
EXHIBIT 4.14
THE YORK WATER COMPANY
1996 PUBLIC OFFERING OF COMMON STOCK
The 1996 Public Offering of Common Stock has been filed
previously with the Securities and Exchange Commission as the
Company's Form S-3 dated July 1, 1996 and is hereby incorporated
by reference.
EXHIBIT 10.1
THE YORK WATER COMPANY
SPRINGETTSBURY TOWNSHIP ARTICLES OF AGREEMENT
The Articles of Agreement between The York Water Company and
Springettsbury Township relative to extension of water mains
dated April 17, 1985 has been filed previously with the
Securities and Exchange Commission on Form 10-K, dated March 26,
1990 and is hereby incorporated by reference.
EXHIBIT 10.2
THE YORK WATER COMPANY
WINDSOR TOWNSHIP ARTICLES OF AGREEMENT
The Articles of Agreement between The York Water Company and
Windsor Township relative to extension of water mains dated
February 9, 1989 has been filed previously with the Securities
and Exchange Commission on Form 10-K, dated March 26, 1990 and is
hereby incorporated by reference.
EXHIBIT 10.3
THE YORK WATER COMPANY
WINDSOR TOWNSHIP, YORKANA BOROUGH, MODERN TRASH REMOVAL, INC.
AND LOWER WINDSOR TOWNSHIP ARTICLES OF AGREEMENT
The Articles of Agreement between The York Water Company and
Windsor Township, Yorkana Borough, Modern Trash Removal, Inc. and
Lower Windsor Township relative to extension of water mains dated
July 18, 1989 has been filed previously with the Securities and
Exchange Commission on Form 10-K, dated March 26, 1990 and is
hereby incorporated by reference.
EXHIBIT 10.4
THE YORK WATER COMPANY
NORTH CODORUS TOWNSHIP ARTICLES OF AGREEMENT
The Articles of Agreement between The York Water Company and
North Codorus Township relative to extension of water mains dated
September 20, 1989 has been filed previously with the Securities
and Exchange Commission on Form 10-K, dated March 25, 1991 and is
hereby incorporated by reference.
EXHIBIT 10.5
THE YORK WATER COMPANY
YORK TOWNSHIP ARTICLES OF AGREEMENT
The Articles of Agreement between The York Water Company and York
Township relative to extension of water mains dated December 29,
1989 has been filed previously with the Securities and Exchange
Commission on Form 10-K, dated March 25, 1991 and is hereby
incorporated by reference.
EXHIBIT 11
THE YORK WATER COMPANY
COMMON SHARES USED IN
COMPUTING EARNINGS PER SHARE
1997 1996 1995 1994 1993
Common shares
outstanding,
beginning of
the year 2,900,524 2,549,496 2,518,736 2,487,268 2,455,556
Weighted average
shares issued in
connection with
1996 stock
subscription - 66,432 - - -
Weighted average
shares issued in
connection with
the Employee
Stock Purchase
Plan 1,569 1,744 1,720 1,624 1,592
Weighted average
shares issued in
connection with
the Optional
Dividend Rein-
vestment Plan 10,376 9,892 9,924 10,480 10,468
2,912,469 2,627,564 2,530,380 2,499,372 2,467,616
All share data has been restated to reflect the June 1997
four-for-one stock split.
EXHIBIT 13
THE YORK WATER COMPANY
1997 ANNUAL REPORT TO SHAREHOLDERS
The York Water Company's 1997 Annual Report to Shareholders is
attached hereto.
EXHIBIT 23
CONSENT OF INDEPENDENT AUDITORS
To the Shareholders and Board of Directors of
The York Water Company:
We consent to incorporation by reference in the registration
statements No. 2-80547 on Form S-3, No. 33-81246 on Form S-3 as
amended, and No. 33-26180 on Form S-8, as amended, of The York
Water Company of our report dated February 17, 1998, relating to
the balance sheets of The York Water Company as of December 31,
1997 and 1996, and the related statements of income,
shareholders' investment, and cash flows for each of the years in
the three-year period ended December 31, 1997, which report
appears in the December 31, 1997 annual report to shareholders
and is incorporated by reference in the annual report on Form
10-K of The York Water Company.
We also consent to incorporation by reference in the registration
statements No. 2-80547 on Form S-3, No. 33-81246 on Form S-3, as
amended, and No. 33-26180 on Form S-8, as amended, of The York
Water Company of our report dated February 17, 1998 relating to
the financial statement schedule as listed in Item 14(a) of the
Company's December 31, 1997 annual report on Form 10-K, which
report appears in such annual report on Form 10-K.
KPMG Peat Marwick LLP
Harrisburg, Pennsylvania
March 27, 1998
EXHIBIT 28.1
THE YORK WATER COMPANY
UNDERTAKINGS INCORPORATED BY REFERENCE INTO REGISTRATION
STATEMENT FORM S-8 DATED DECEMBER, 1988
The undertaking set forth below is filed for purposes of
incorporation by reference into Part II of the registration
statements on Form S-8, File No. 33.
Item 9. Undertakings.
(a) The undersigned registrant hereby undertakes:
Insofar as indemnification for liabilities
rising under the Securities Act of 1933 (the
"Securities Act") may be permitted to
directors, officers or persons controlling the
registrant pursuant to the provisions
described in this registration statement, or
otherwise, The York Water Company (the
"Company") has been advised that in the
opinion of the Commission such indemnification
is against public policy as expressed in the
Securities Act and is therefore unenforceable.
In the event that a claim for indemnification
against such liabilities (other than the
payment by the Company of expenses incurred or
paid by a director, officer or controlling
person of the Company in the successful
defense of any action, suit or proceeding) is
asserted by such director, officer or
controlling person in connection with the
securities being registered, the Company will,
unless in the opinion of its counsel the
matter has been settled by controlling
precedent, submit to a court of appropriate
jurisdiction the question whether such
indemnification by it is against public policy
as expressed in the Securities Act and will be
governed by the final adjudication of such
issue.