UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ___ |_X_| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1996 OR ___ |___| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________________ to __________________ Commission file number 0-464 CALIFORNIA WATER SERVICE COMPANY (Exact name of registrant as specified in its charter) California 94-0362795 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 1720 North First Street, San Jose, Ca. 95112 (Address of principal executive offices) (Zip Code) 1-408-451-8200 (Registrant's telephone number, including area code) Not Applicable (Former name, former address and former fiscal year, if changed since last report) 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 APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common shares outstanding as of July 31, 1996 - 6,289,896 This Form 10-Q contains a total of 13 pages. 1 PART I - FINANCIAL INFORMATION CALIFORNIA WATER SERVICE COMPANY ITEM 1 FINANCIAL STATEMENTS BALANCE SHEET (In Thousands) June 30, Dec. 31, 1996 1995 ASSETS Utility plant 	 $602,522 $584,392 Less depreciation 168,901 162,217 Net utility plant 433,621 422,175 Current assets: Cash and cash equivalents 920 6,273 Accounts receivable 16,610 13,663 Unbilled revenue 7,722 6,306 Materials and supplies 2,470 2,518 Taxes and other prepaid expenses 3,659 3,949 Total current assets 31,381 32,709 Regulatory assets 25,448 25,316 Other deferred assets 4,571 4,683 $495,021 $484,883 CAPITALIZATION AND LIABILITIES Capitalization Common shareholders' equity: Common stock $44,228 $43,507 Retained earnings 103,853 103,442 Total common shareholders' equity 148,081 146,949 Preferred stock 3,475 3,475 Long term debt 145,540 145,540 Total capitalization 297,096 295,964 Current liabilities: Short-term borrowings 2,000 0 Accounts payable 18,284 14,807 Accrued expenses and other liabilities 13,103 11,023 Total current liabilities 33,387 25,830 Invest tax credit 3,179 3,352 Deferred income taxes 13,939 14,056 Advances for construction 95,256 94,100 Contributions in aid of construction 40,697 40,114 Regulatory liability 11,467 11,467 $495,021 $484,883 See accompanying notes on page 5 2 CALIFORNIA WATER SERVICE COMPANY STATEMENT OF INCOME June 30 1996 1995 In Thousands FOR THE THREE MONTHS ENDED: Operating revenue 49,048 40,371 Operating expenses: Operation 29,306 25,493 Maintenance 1,996 1,847 Depreciation 3,139 2,859 Federal income taxes 3,108 1,834 State income taxes 918 543 Property and other taxes 1,735 1,634 40,202 34,210 Net operating income 8,846 6,161 Other income and expenses Interest and amortization on long-term debt 2,952 2,637 Other income and expenses, net 58 57 3,010 2,694 Net income 5,836 3,467 Preferred dividends 38 38 Net income available for common stock 5,798 3,429 Weighted average shares outstanding 6,285 6,247 Earnings per share of common stock 0.92 0.55 Dividends per share of common stock 0.52 0.51 FOR THE SIX MONTHS ENDED: Operating revenue 81,346 70,787 Operating expenses: Operation 50,136 45,087 Maintenance 3,813 3,709 Depreciation 6,144 5,718 Federal income taxes 3,705 2,357 State income taxes 1,099 703 Property and other taxes 3,575 3,367 68,472 60,941 Net operating income 12,874 9,846 Other income and expenses Interest and amortization on long-term debt 5,904 5,274 Other income and expenses, net (43) 66 5,861 5,340 Net income 7,013 4,506 Preferred dividends 76 76 Net income available for common stock 6,937 4,430 Weighted average shares outstanding 6,280 6,247 Earnings per share of common stock 1.10 0.71 Dividends per share of common stock 1.04 1.02 See accompanying notes on page 5 3 CALIFORNIA WATER SERVICE COMPANY STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED: In Thousands JUNE 30 1996 1995 Operating activities: Net income $ 7,013 $ 4,506 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 6,144 5,718 Regulatory assets and liabilities, net (132) (95) Deferred income taxes and investment tax credits (291) 211 Change in assets and liabilities: Accounts receivable (2,948) (426) Unbilled revenue (1,415) (250) Materials and supplies 463 14 Taxes and other prepaid expenses 290 1,034 Accounts payable 3,477 2,153 Accrued expenses and other liabilities 2,080 665 Other changes, net 25 323 Net adjustments 7,693 9,347 Net cash provided by operating activities 14,706 13,853 Investing activities: Utility plant expenditures (18,458) (12,492) Financing activities: Net short-term borrowings 2,000 3,000 Proceeds from issuance of common stock 721 0 Advances for construction 2,929 2,791 Contributions in aid of construction 1,067 876 Refunds of advances for construction (1,716) (1,696) Dividends (6,602) (6,448) Net cash used for financing activities (1,601) (1,477) Change in cash and cash equivalents (5,353) (116) Cash and cash equivalents at start of period 6,273 1,301 Cash and cash equivalents at end of period $ 920 $ 1,185 See accompanying notes on page 5 4 Notes: 1.Due to the seasonal nature of the water business, the results for interim periods are not indicative of the results for a twelve month period. 2.The interim financial information is unaudited. In the opinion of management, the accompanying financial statements reflect all adjustments which are necessary to provide a fair statement of the results for the periods covered. The adjustments consist only of normal recurring adjustments. 3.Earnings per share are calculated on the weighted average number of common shares outstanding during the period and net income available for common stock as shown on the Statement of Income. 4.Refer to 1995 Annual Report on Form 10-K for a summary of significant accounting policies and detailed information regarding the financial statements. 5 PART I	FINANCIAL INFORMATION Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF SECOND QUARTER OPERATIONS Net income for the second quarter was $5,836,000 equivalent to $0.92 per common share, a 37 cent or 67% increase from the $0.55 earned in 1995. Operating revenue increased $8,677,000 to $49,048,000, primarily in response to increased customer consumption due to warmer and drier weather this year compared to last year's second quarter weather. The increase in operating revenue is accounted for in the following table: General and step rate increases $1,150,000 Offset rate increases 939,000	 Total rate increases 2,089,000 Increased consumption 5,274,000 Usage by 8,200 new customers 1,314,000 Net revenue increase $8,677,000 Water production for the quarter was 18% above last year's level. Well production provided 53% of the supply with 46% purchased from wholesale suppliers and 1% obtained from surface supply and processed through the Company's Bear Gulch district treatment plant. Total production for the quarter was 30,418 million gallons compared to 25,133 million gallons in 1995. Water production costs, which includes purchased water, purchased power and pump taxes, increased $3,558,000 or 23% due to the additional production and suppliers' rate increases which became effective in seven districts since last year. The 6 purchased water rate increases ranged from 1% to 15%. Power savings were achieved by taking advantage of modified power rate tariffs offered by suppliers. Four districts have higher pump tax rates in effect this year. The components of water production expense and the changes from last year are shown in the table below: Second Quarter Dollar	 1996 Cost Change Purchased water $14,045,000 $2,942,000 Purchased power 3,520,000 344,000	 Pump taxes 1,242,000 272,000 Total $18,807,000 $3,558,000 Other operations expense increased $256,000, primarily due to a 3.5% general wage increase which was effective January 1st and increases in related employee benefits. Federal and state income taxes increased $1,649,000 because of greater taxable income. REGULATORY MATTERS The California Public Utilities Commission (Commission) issued its decision concerning the Company's 1995 rate case filing. The decision, which became effective on June 11, applies to five districts covering about 47 percent of the Company's customers. During the first full year, the new rates will provide for $6,668,000 of additional revenue, including $1,242,000 of step and offset rate increases that were effective at the start of 1996. For the five districts, the decision includes a provision to accelerate recovery of the Company's utility plant investment, resulting in an 7 annualized depreciation rate for these districts of about 2.6 percent. The Commission staff and Company stipulated to a 10.3 percent return on equity. The final decision will provide an estimated $10,600,000 in new revenue over a four year period. The Company's application to the Commission had requested a 12.1 percent return on equity which would have resulted in a total revenue increase of $26,000,000 spread over a four year period. In July, 1996, the Company filed its 1996 rate application with the Commission covering two districts, Livermore and Palos Verdes, which represents about 11 percent of the total customers. A 12.05 percent return on equity was requested in the application which would yield $2,780,000 of additional revenue over a four year period with $2,530,000 anticipated in the first full year the rates are effective. LIQUIDITY Interest and amortization expense on long-term debt increased by $315,000. The increase resulted from $364,000 of interest expense on the Series A senior notes issued in August 1995 which was partially offset by reduced first mortgage bond interest due to the retirement of the Series J bonds and sinking fund payments made in the fourth quarter of 1995. Short-term interest expense declined $123,000 due to reduced borrowings under the Company's $30 million bank line of credit during the second quarter as compared to the prior year. At June 30, 1996, $2,000,000 was outstanding under the bank line of credit 8 compared to $10,000,000 in 1995. Cash flow during the quarter was strong due to the increased revenue. The second quarter common dividend was paid on May 15, 1996 at $0.52 per share. This was the Company's 207th consecutive quarterly dividend. The $0.52 is a one cent increase over the 1995 dividend rate. Annualized, the dividend rate is $2.08 per common share. The regular dividend was paid on the Series C preferred stock. Under the Company's Dividend Reinvestment Plan (Plan), 10,299 new common shares were issued to shareholders who elected to reinvest their dividends in additional shares. The new shares were issued at a price of $34.775 per share which contributed $358,000 to shareholders' equity. About 11% of the outstanding shares participate in the Plan. Issuance of the additional shares has a dilutive effect in earnings per share calculations and upon existing equity of shareholders not participating in the Plan. However, the issuance of new shares reduces quarterly cash required to fund dividend payments by about $350,000 per quarter. During the quarter, utility plant expenditures totaled $6,763,000. Of this amount, $5,253,000 was funded through the Company's construction budget with the balance consisting of developers' contributions in aid of construction and 9 refundable advances for construction. The 1996 Company construction budget has been authorized at $22,200,000.	 WATER SUPPLY The Company believes that its various sources of water supply are sufficient to meet customer demand for the remainder of the year. Approximately half of the water source is purchased from wholesale suppliers with the other half pumped from wells. The California Department of Water Resources reports that storage in state reservoirs was about 119% of historic average as of June 30, 1996. Groundwater levels remain adequate. 10 PART II OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders (a) The annual meeting of shareholders of California Water Service Company was held at the Company's executive office in San Jose, California on April 17, 1996. (b) At the annual shareholders' meeting, a Board of Directors was elected for the ensuing year. All directors nominated were elected: William E. Ayer Robert W. Foy Edward D. Harris, Jr., M.D. Robert K. Jaedicke Linda R. Meier Peter C. Nelson C. H. Stump Edwin E. Van Bronkhorst J. W. Weinhardt (c) Two matters were voted on at the meeting: (1) election of directors for the ensuing year and (2) ratification of the Company's selection of independent auditors for 1996. (1) Tabulation of votes for the election of directors was: For Withheld William E. Ayer 6,474,259 59,341 Robert W. Foy. 6,485,933 47,667 Edward D. Harris, Jr., M.D 6,479,235 54,365 Robert K. Jaedicke 6,475,523 58,077	 Linda R. Meier 6,478,459 55,141 Peter C. Nelson 6,470,308 63,292 C. H. Stump 6,477,179 56,421 Edwin E. Van Bronkhorst 6,478,224 55,376 J. W. Weinhardt 6,470,546 63,054 11 (2) KPMG Peat Marwick was elected to serve as independent auditors for 1996. There were 6,441,090 votes cast in favor of KPMG Peat Marwick, 33,535 votes against and 58,975 abstentions. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits required to be filed by Item 601 of Regulation S-K. None (b) No reports on Form 8-K have been filed during the quarter ended June 30, 1996. SIGNATURES Pursuant to the requirement of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CALIFORNIA WATER SERVICE COMPANY Registrant /s/ Gerald F. Feeney Vice President, Chief Financial Officer and Treasurer August 5, 1996 12