MIDDLESEX WATER CO
10-Q, 1996-08-12
WATER SUPPLY
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                       SECURITIES AND EXCHANGE COMMISSION 
                            WASHINGTON, DC 20549 
   
                                FORM 10-Q 
   
              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) 
                 OF THE SECURITIES EXCHANGE ACT OF 1934 
 
 
                                                Commission File 
For Quarter Ended: June 30, 1996                No. 0-422   
 
 
                         MIDDLESEX WATER COMPANY 
(Exact name of registrant as specified in its charter) 
 
 
 INCORPORATED IN NEW JERSEY                     22-1114430 
(State or other jurisdiction of                 (I.R.S. Employer 
incorporation or organization)                  Identification No.) 
   
1500 RONSON ROAD, ISELIN, NJ	                    08830 
(Address of principal executive offices)        (Zip Code) 
   
                                (908) 634-1500   
             (Registrant's telephone number, including area code) 
   
   
     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 and Exchange Act of 1934 during the preceding 12 months  
(or for such shorter period that this registrant was required to  
file such reports), and (2) has been subject to such filing  
requirements for the past 30 days. 
   
   
                                YES [X]      NO [ ]    
   
   
     Indicate the number of shares outstanding of each of the  
Issuer's classes of common stock, as of the latest practicable  
date. 
   
   
Class                                 Outstanding at June 30, 1996 
Common Stock, No Par Value            4,166,504 
   
   
<PAGE>   
<TABLE>   
   
   
                 PART I. - FINANCIAL INFORMATION   
   
                                MIDDLESEX WATER COMPANY   
                                CONSOLIDATED STATEMENT OF INCOME   
                                (Unaudited)   
   
   
<CAPTION>   
                                        Three Months            Six Months
                                        Ended June 30,          Ended June 30,
   
                                       1996        1995        1996        1995
                                 __________  __________  __________  __________
<S>                             <C>         <C>         <C>         <C>        
Operating Revenues              $ 9,631,852 $ 9,607,771 $18,878,801 $18,347,644
                                 __________  __________  __________  __________
Operating Expenses:   
 Operation and Maintenance        4,646,295   4,453,994   9,271,773   8,622,002
 Depreciation                       728,500     694,522   1,450,520   1,371,388
 Taxes,other than Income Taxes    1,406,246   1,415,438   2,790,997   2,716,988
 Federal Income Taxes               665,686     759,096   1,212,046   1,382,309
                                 __________  __________  __________  __________
   
Total Operating Expenses          7,446,727   7,323,050  14,725,336  14,092,687
                                 __________  __________  __________  __________
   
Utility Operating Income          2,185,125   2,284,721   4,153,465   4,254,957
Other Income(Expense)-Net           (57,358)     (7,931)    (47,773)     (9,194)
                                 __________  __________  __________  __________
   
Income Before Interest Charges    2,127,767   2,276,790   4,105,692   4,245,763
Interest Charges                    820,433     770,163   1,645,095   1,526,136
                                 __________  __________  __________  __________
   
Net Income                        1,307,334   1,506,627   2,460,597   2,719,627
Preferred Stock Dividend   
 Requirements                        39,731      39,732      79,463      79,469
                                 __________  __________  __________  __________
   
Earnings Applicable to   
 Common Stock                   $ 1,267,603 $ 1,466,895 $ 2,381,134 $ 2,640,158
                                 __________  __________  __________  __________
   
Earnings per Share of 
 Common Stock                         $0.30       $0.36       $0.57       $0.65
                                 __________  __________  __________  __________
   
Average Number of Common 
 Shares Outstanding               4,157,585   4,056,551   4,150,383   4,046,903
   
Cash Dividends Paid per 
 Common Share                     $0.27 1/2       $0.27       $0.55       $0.54
   
   
<FN>     
See Notes to Consolidated Financial Statements.  
</TABLE> 
   
<PAGE>  
<TABLE>          
                              MIDDLESEX WATER COMPANY 
                              CONSOLIDATED BALANCE SHEETS  
   
                              ASSETS AND OTHER DEBITS 
<CAPTION>   
                                                   June 30,   December 31, 
                                                       1996           1995 
                                                ___________    ___________ 
                                                (Unaudited) 
<S>                                            <C>            <C>  
UTILITY PLANT:   
 Water Production                              $ 27,820,182   $ 27,598,613 
 Transmission and Distribution                   99,294,904     97,359,802 
 General                                         18,211,866     18,169,056 
 Construction Work in Progress                      728,762      1,207,538 
                                                ___________    ___________ 
   
     TOTAL                                      146,055,714    144,335,009 
   
Less Accumulated Depreciation                    27,569,320     26,402,377 
                                                ___________    ___________ 
   
     UTILITY PLANT-NET                          118,486,394    117,932,632 
                                                ___________    ___________ 
   
NONUTILITY ASSETS-NET                             1,730,680      1,735,048 
                                                ___________    ___________ 
 
CURRENT ASSETS:   
 Cash and Cash Equivalents                        4,770,486      4,900,640 
 Marketable Securities                                1,548          1,548 
 Temporary Cash Investments-Restricted              295,344         77,190 
 Accounts Receivable(net of allowance 
  for doubtful accounts)                          4,242,501      4,224,653 
 Unbilled Revenues                                2,462,743      2,170,143 
 Materials and Supplies(at average cost)          1,111,432      1,030,801 
 Prepayments                                        637,890        584,124 
                                                ___________    ___________ 
   
     TOTAL CURRENT ASSETS                        13,521,944     12,989,099 
                                                ___________    ___________ 
   
DEFERRED CHARGES:   
 Regulatory Assets                                7,311,533      7,160,533 
 Unamortized Debt Expense                         2,908,817      2,969,281 
 Preliminary Survey and Investigation Charges       901,559        833,869 
 Other                                            1,531,516      1,201,745 
                                                ___________    ___________ 
   
     TOTAL DEFERRED CHARGES                      12,653,425     12,165,428 
                                                ___________    ___________ 
   
          TOTAL                                $146,392,443   $144,822,207 
                                                ___________    ___________ 
<FN> 
See Notes to Consolidated Financial Statements.
</TABLE> 
<PAGE> 
<TABLE> 
                              MIDDLESEX WATER COMPANY 
                              CONSOLIDATED BALANCE SHEETS 
   
                              LIABILITIES AND OTHER CREDITS 
<CAPTION>   
                                                   June 30,   December 31, 
                                                       1996           1995 
                                                ___________    ___________ 
                                                (Unaudited) 
<S>                                            <C>            <C>  
   
CAPITALIZATION(see accompanying statements)    $103,709,382   $103,269,966 
   
CURRENT LIABILITIES:  
 Accounts Payable                                 1,759,718      1,521,515 
 Current Portion of Long-term Debt                  240,000        240,000 
 Customer Deposits                                  361,733        348,631 
 Taxes Accrued                                    4,583,475      4,321,919 
 Interest Accrued                                 1,174,801      1,216,851 
 Other                                            1,456,797      1,161,630 
                                                ___________    ___________ 
   
     TOTAL CURRENT LIABILITIES                    9,576,524      8,810,546 
                                                ___________    ___________ 
   
DEFERRED CREDITS:   
 Customer Advances for Construction               9,071,614      9,207,565 
 Accumulated Deferred Investment Tax Credits      2,344,574      2,380,416 
 Accumulated Deferred Federal Income Taxes       11,447,010     11,147,627 
 Other                                            1,946,131      1,985,654 
                                                ___________    ___________ 
   
     TOTAL DEFERRED CREDITS                      24,809,329     24,721,262 
                                                ___________    ___________ 
   
CONTRIBUTIONS IN AID OF CONSTRUCTION              8,297,208      8,020,433 
                                                ___________    ___________ 
 
          TOTAL                                $146,392,443   $144,822,207 
                                                ___________    ___________ 
<FN>  
See Notes to Consolidated Financial Statements.  
</TABLE> 
 
<PAGE>  
<TABLE>   
                              MIDDLESEX WATER COMPANY 
           CONSOLIDATED STATEMENTS OF CAPITALIZATION AND RETAINED EARNINGS 
 
<CAPTION>   
                                                   June 30,   December 31, 
                                                       1996           1995 
                                                ___________    ___________ 
                                                (Unaudited) 
   
<S>                                            <C>            <C> 
   
CAPITALIZATION: 
 Common Stock,No Par Value 
  Authorizied,6,000,000 Shares 
  Outstanding Shares-1996,4,166,504 
                     1995,4,136,972            $ 29,400,014   $ 28,820,844 
 Retained Earnings                               18,923,063     18,822,817 
                                                ___________    ___________ 
   
     TOTAL COMMON EQUITY                         48,323,077     47,643,661 
                                                ___________    ___________ 
 Cumulative Preference Stock,No Par Value 
  Authorized,100,000 Shares;Outstanding,None 
 Cumulative Preferred Stock,No Par Value, 
  Authorized,69,418 Shares 
 Convertible: 
   Outstanding,$7 Series-14,901 Shares            1,564,605      1,564,605 
 Nonredeemable: 
   Outstanding,$7 Series-1,017 Shares               101,700        101,700 
   Outstanding,$4.75 Series-10,000 Shares         1,000,000      1,000,000 
                                                ___________    ___________ 
   
     TOTAL CUMULATIVE PREFERRED STOCK             2,666,305      2,666,305 
                                                ___________    ___________ 
 Long-term Debt: 
  8.02% Amortizing Secured Note, 
                 due December 20,2021             2,500,000      2,500,000 
  7.00% Promissory Notes,due April 21,2000          960,000      1,200,000
  First Mortgage Bonds: 
     7.25%,Series R,due July 1,2021               6,000,000      6,000,000 
     5.20%,Series S,due October 1,2022           12,000,000     12,000,000 
     5.25%,Series T,due October 1,2023            6,500,000      6,500,000 
     6.40%,Series U,due February 1,2009          15,000,000     15,000,000 
     5.25%,Series V,due February 1,2029          10,000,000     10,000,000 
                                                ___________    ___________ 
   
   SUBTOTAL LONG-TERM DEBT                       52,960,000     53,200,000 
    Less: Current Portion of Long-term Debt        (240,000)      (240,000)
                                                ___________    ___________ 
 
     TOTAL LONG-TERM DEBT                        52,720,000     52,960,000 
                                                ___________    ___________ 
   
         TOTAL CAPITALIZATION                  $103,709,382   $103,269,966 
                                                ___________    ___________ 
</TABLE> 
<TABLE> 
<CAPTION> 
                                         Three Months Ended     Year Ended 
                                                   June 30,   December 31, 
                                                       1996           1995 
                                                ___________    ___________ 
                                                (Unaudited) 
<S>                                            <C>            <C> 
RETAINED EARNINGS: 
 BALANCE AT BEGINNING OF PERIOD                $ 18,822,817   $ 17,699,422 
 Net Income                                       2,460,597      5,703,744 
                                                ___________    ___________ 
     TOTAL                                       21,283,414     23,403,166 
                                                ___________    ___________ 
 Cash Dividends:   
  Cumulative Preferred Stock                         79,463        158,497 
  Common Stock                                    2,280,888      4,421,852 
                                                ___________    ___________ 
     TOTAL DEDUCTIONS                             2,360,351      4,580,349 
                                                ___________    ___________ 
 BALANCE AT END OF PERIOD                      $ 18,923,063   $ 18,822,817 
                                                ___________    ___________ 
<FN> 
See Notes to Consolidated Financial Statements.
</TABLE> 
   
<PAGE> 
<TABLE> 
                              MIDDLESEX WATER COMPANY 
                              CONSOLIDATED STATEMENTS OF CASH FLOWS   
                              (Unaudited)   
   
<CAPTION>   
                                                 Six Months Ended June 30, 
                                                       1996           1995 
                                                ___________    ___________ 
<S>                                            <C>            <C>   
CASH FLOWS FROM OPERATING ACTIVITIES:   
 Net Income                                    $  2,460,597   $  2,719,627 
  Adjustments To Reconcile Net Income to   
  Net Cash Provided by Operating Activities:   
   Depreciation and Amortization                  1,498,900      1,427,944 
   Provision for Deferred Income Taxes              299,383        111,223 
   Allowance for Funds Used During Construction     (15,879)       (13,707)
  Changes in Current Assets and Liabilities:   
   Accounts Receivables                             (17,848)       570,657 
   Materials and Supplies                           (80,631)       (58,368)
   Accounts Payable                                 238,203       (204,674)
   Accrued Income Taxes                             261,556        292,093 
   Accrued Interest                                 (42,050)        18,990 
   Unbilled Revenues                               (292,600)      (481,168)
   Other-Net                                         80,565         19,876 
                                                ___________    ___________ 
   
NET CASH PROVIDED BY OPERATING ACTIVITIES         4,390,196      4,402,493 
                                                ___________    ___________ 
   
CASH FLOWS FROM INVESTING ACTIVITIES:   
 Utility Plant Expenditures                      (1,985,955)<F1>(5,271,018)<F1>
 Notes Receivable                                         0     (1,250,000)
 Marketable Securities                                    0        (37,528)
 Preliminary Survey and Investigation Charges       (67,690)        (4,800)
 Other-Net                                         (366,943)        46,807 
                                                ___________    ___________ 
   
NET CASH USED IN INVESTING ACTIVITIES            (2,420,588)    (6,516,539)
                                                ___________    ___________ 
   
CASH FLOWS FROM FINANCING ACTIVITIES:   
 Redemption of Long-term Debt                      (240,000)             0 
 Proceeds from Issuance of Long-term Debt                 0      1,200,000 
 Deferred Debt Issuance Expenses                       (251)        (8,000)
 Temporary Cash Investments-Restricted             (219,154)        (2,123)
 Proceeds from Issuance of Common Stock-Net         579,170        681,716 
 Payment of Preferred Dividends                     (79,463)       (79,034)
 Payment of Common Dividends                     (2,280,888)    (2,183,234)
 Customer Advances and Contributions-Net            140,824       (101,275)
 Redemption of Preferred Stock                            0       (123,800)
                                                ___________    ___________ 
   
NET CASH USED IN FINANCING ACTIVITIES            (2,099,762)      (615,750)
                                                ___________    ___________ 
   
NET CHANGE IN CASH AND CASH EQUIVALENTS            (130,154)    (2,729,796)
                                                ___________    ___________ 
   
CASH AND CASH EQUIVALENTS AT  
  BEGINNING OF PERIOD                             4,900,640      3,854,186 
                                                ___________    ___________ 
CASH AND CASH EQUIVALENTS AT 
  END OF PERIOD                                $  4,770,486   $  1,124,390 
                                                ___________    ___________ 
   
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: 
  Cash Paid During the Period for:   
    Interest(net of amounts capitalized)       $  1,612,667   $  1,428,917 
    Income Taxes                               $  1,125,000   $  1,386,000 
   
<FN>   
<F1>   
Excludes Allowance for funds Used During Construction.
See Notes to Consolidated Financial Statements.
</TABLE> 
 
 
<PAGE>
MIDDLESEX WATER COMPANY
  
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
  
Note 1 - Summary of Significant Accounting Policies
  
Organization - Middlesex Water Company (Middlesex or the 
Company) is the parent company and sole shareholder of 
Tidewater Utilities, Inc. (Tidewater), Pinelands Water 
Company, Pinelands Wastewater Company, and Utility Service 
Affiliates, Inc. (USA).  White Marsh Environmental Systems, 
Inc., is a wholly-owned subsidiary of Tidewater.  The 
financial statements for Middlesex and its wholly-owned 
subsidiaries (Consolidated Group) are reported on a 
consolidated basis.
  
The consolidated notes accompanying the 1995 Form 10-K are 
applicable to this report and, in the opinion of the 
Company, the accompanying unaudited consolidated financial 
statements contain all adjustments (consisting of only 
normal recurring accruals) necessary to present fairly the 
financial position as of June 30, 1996 and the results of 
operations and its cash flows for the periods ended June 30, 
1996 and 1995.  Information included in the Balance Sheet as 
of December 31, 1995 has been derived from the Company's 
audited financial statements included in its annual report 
on Form 10-K for the year ended December 31, 1995.

Note 2 - Regulatory Matters

On February 21, 1996, Pinelands Water and Wastewater 
Companies filed petitions with the New Jersey Board of 
Public Utilities (BPU) for increases in rates seeking 
overall increases in revenues of approximately $0.6 million.  
The Pinelands Companies have requested phasing in the 
proposed rate increase over a three-year period to minimize 
the impact on customers.  The increase is required to allow 
proper maintenance, development and improvement of the 
utility plant and to cover the additional costs of power, 
chemicals, insurance, labor, benefits, depreciation and 
taxes. A decision on this matter is expected by the fourth quarter 
of 1996.

On April 16, 1996,  the Company filed a petition with the 
BPU seeking approval for a Purchased Water Adjustment Clause 
(PWAC).  A PWAC is a regulatory vehicle that allows New 
Jersey water utilities to pass along to, or credit, 
customers changes in the cost of purchasing water, without 
the need for filing a full base rate case.  The Company is 
seeking recovery of approximately $0.2 million of increased 
costs.  A decision on this matter is expected to be rendered 
during the third quarter of 1996.

Note 3 - Capitalization

Common Stock - During the second quarter, 15,606 common 
shares ($0.3 million) were issued under the Company's 
Dividend Reinvestment and Common Stock Purchase Plan.
  
<PAGE>
MIDDLESEX WATER COMPANY
  
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE
THREE AND SIX MONTHS ENDED JUNE 30, 1996 COMPARED TO JUNE 
30, 1995
  
Revenues increased by less than 1% for the second quarter 
and by 3.0% or $0.5 million for the first half of 1996.  
These increases are primarily due to increased consumption 
in New Jersey, an increased customer base in Delaware, and 
contract services rendered by USA.  Revenues have been 
impacted in the second quarter by unseasonal temperatures 
and unexpected rain patterns.
  
Operation and maintenance expenses increased 4.3% for the 
second quarter and 7.5% for the six months ended June 30, 
1996.  This was the result of increased purchased water and 
power, chemicals, outside professional services, labor, 
employee benefits, and the inclusion of the Pinelands Water 
and Wastewater Companies for the entire six month period in 
1996.  These increases were partially offset by decreases in 
insurance and routine maintenance costs.
  
Depreciation expense for the second quarter and first half 
of 1996 increased 4.9% and 5.8%, respectively.  These 
increases reflect the full effect of the acquisition of the 
Pinelands Companies' fixed assets in April of 1995 and other 
plant additions of $3.6 million since June 30, 1995.
  
Federal Income Taxes decreased by 12.3% for both the quarter 
and year-to-date due largely to a lower level of taxable 
income.
  
Interest expense for the second quarter and first half of 
1996 increased 6.5% and 7.8%, respectively, as a result of a 
long-term financing of $2.5 million by Tidewater in late 
1995.
  
Capital Resources:  The consolidated capital program for 
1996 is estimated at $12.9 million, inclusive of $5.0 
million for routine capital expenditures and $7.9 million 
for special plant additions.  The $5.0 million for routine 
plant items is comprised of $1.8 million for mains,       
$1.0 million for cleaning and lining, $0.7 million for 
service lines, $0.6 million for meters, and $0.9 million for 
various other items.  The $7.9 million for special plant 
additions includes $2.6 million for water systems additions 
and improvements in Delaware, $3.5 million for treatment of 
well supplies, $1.0 million for plant modifications and 
improvements, $0.2 million for the South River Basin 
regional supply, $0.2 million for improvements to the 
Pinelands Companies' systems, and $0.4 million for 
miscellaneous items.
  
Liquidity: To finance the 1996 Capital Program, the Company 
will utilize internally-generated cash and cash balances on 
hand at December 31, 1995 and possibly short-term borrowings 
through available lines of credit.  For the six months ended 
June 30, 1996, $2.0 million of capital expenditures have 
been incurred.
  
<PAGE>
MIDDLESEX WATER COMPANY
  
PART II. OTHER INFORMATION
  
Item 1.  Legal Proceedings
         None.
  
Item 2.  Changes in Securities
         None.
  
Item 3.  Defaults upon Senior Securities
         None.
  
Item 4.  Submission of Matters to a Vote of Security Holders
         None.
  
Item 5.  Other Information
         None.
  
Item 6.  Exhibits and Reports on Form 8-K
         Exhibits - 27 Financial Data Schedule
         Reports on Form 8-K - None
  
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 thereto duly 
authorized.
  
  
                          MIDDLESEX WATER COMPANY
                         (Registrant)
  
  
                         /A. Bruce O'Connor/
Date: August 12, 1996     A. Bruce O'Connor
                          Vice President and Controller




<TABLE> <S> <C>

<ARTICLE> UT
<CIK> 0000066004
<NAME> MIDDLESEX WATER COMPANY
       
<S>                                        <C>
<PERIOD-TYPE>                                    6-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               JUN-30-1996
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                  118,486,394
<OTHER-PROPERTY-AND-INVEST>                  1,730,680
<TOTAL-CURRENT-ASSETS>                      13,521,944
<TOTAL-DEFERRED-CHARGES>                    12,653,425
<OTHER-ASSETS>                                       0
<TOTAL-ASSETS>                             146,392,443
<COMMON>                                    29,400,014
<CAPITAL-SURPLUS-PAID-IN>                            0
<RETAINED-EARNINGS>                         18,923,063
<TOTAL-COMMON-STOCKHOLDERS-EQ>              48,323,077
                                0
                                  2,666,305
<LONG-TERM-DEBT-NET>                        52,720,000
<SHORT-TERM-NOTES>                                   0
<LONG-TERM-NOTES-PAYABLE>                            0
<COMMERCIAL-PAPER-OBLIGATIONS>                       0
<LONG-TERM-DEBT-CURRENT-PORT>                  240,000
                            0
<CAPITAL-LEASE-OBLIGATIONS>                          0
<LEASES-CURRENT>                                     0
<OTHER-ITEMS-CAPITAL-AND-LIAB>              42,443,061
<TOT-CAPITALIZATION-AND-LIAB>              146,392,443
<GROSS-OPERATING-REVENUE>                   18,878,801
<INCOME-TAX-EXPENSE>                         1,212,046
<OTHER-OPERATING-EXPENSES>                  13,513,290
<TOTAL-OPERATING-EXPENSES>                  14,725,336
<OPERATING-INCOME-LOSS>                      4,153,465
<OTHER-INCOME-NET>                             (47,773)
<INCOME-BEFORE-INTEREST-EXPEN>               4,105,692
<TOTAL-INTEREST-EXPENSE>                     1,645,095
<NET-INCOME>                                 2,460,597
                     79,463
<EARNINGS-AVAILABLE-FOR-COMM>                2,381,134
<COMMON-STOCK-DIVIDENDS>                     2,280,888
<TOTAL-INTEREST-ON-BONDS>                    2,885,250
<CASH-FLOW-OPERATIONS>                       4,390,196
<EPS-PRIMARY>                                      .57
<EPS-DILUTED>                                      .57
        










</TABLE>


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