SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 18, 1999 (Date of earliest event reported) CITIZENS UTILITIES COMPANY (Exact name of Registrant as specified in charter) Delaware 001-11001 06-0619596 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 3 High Ridge Park, P.O. Box 3801, Stamford, Connecticut 06905 - ------------------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (203) 614-5600 (Registrant's telephone number, including area code) No change since last report (Former name or address, if changed since last report) Item 5. Other Events. Citizens Utilities Company has agreed to sell its water and wastewater operations, Citizens Water Resources, to American Water Works Inc. for an aggregate purchase price of $835 million consisting of $745 million in cash and $90 million of assumed debt. The transaction is expected to close in mid-year 2000 following regulatory approvals. Item 7. Financial Statements, Exhibits. (c) Exhibits 99.1 Press release of Citizens Utilities Company released October 18, 1999 announcing that it has agreed to sell its water and wastewater operations, Citizens Water Resources to American Water Works Inc. SIGNATURES 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. CITIZENS UTILITIES COMPANY Registrant By:/s/ Robert J. DeSantis ---------------------------- Chief Financial Officer, Vice President and Treasurer Date: October 18, 1999