UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) 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 0-18516 Artesian Resources Corporation (Exact name of registrant as specified in its charter) Delaware 51-0002090 State or other jurisdiction of (I.R.S. Employer Identification No.) Incorporation or organization 664 Churchmans Road, Newark, Delaware 19702 (Address of principal executive offices) (Zip Code) Registrant s telephone number, including area code (302) 453-6900 Former name, former address, and former fiscal year, if changed since last report No change 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. X Yes No As of July 31 , 1996, 1,239,929 shares and 501,180 shares of Class A Non-Voting Common stock and Class B Voting Common stock, respectively, were outstanding. Page 1 of 12 ARTESIAN RESOURCES CORPORATION INDEX TO FORM 10-Q Part I - Financial Information: Page(s) Item 1 - Financial Statements Consolidated Balance Sheet - June 30, 1996 and December 31, 1995 3 Consolidated Statement of Income for the quarters ended June 30, 1996 and 1995 4 Consolidated Statement of Income for the six months ended June 30, 1996 and 1995 5 Consolidated Statement of Retained Earnings for the six months ended June 30, 1996 and 1995 5 Consolidated Statement of Cash Flows for the six months ended June 30, 1996 and 1995 6 Notes to the Consolidated Financial Statements 7-8 Item 2 - Management s Discussion and Analysis of Results of Operations and Financial Condition 9 Part II - Other Information: Item 4 - Submission of Matters to a Vote of Security Holders 10-11 Item 5 - Other Information 11 Item 6 - Exhibits and Reports on Form 8-K 11 Exhibit 11 - Computation of Earnings per Common Share 11 Signatures 12 Part I - Financial Information Item I - Financial Statements ARTESIAN RESOURCES CORPORATION CONSOLIDATED BALANCE SHEET Unaudited June 30, December31, 1996 1995 ASSETS Utility plant, at original cost less accumulated depreciation $84,603,361 $83,160,422 CURRENT ASSETS Cash and cash equivalents 86,111 149,704 Accounts receivable 1,901,546 2,133,217 Unbilled operating revenues 1,678,000 1,332,000 Materials and supplies - FIFO 640,156 606,674 Prepaid property taxes 462,451 Prepaid expenses and other 337,895 236,860 4,643,708 4,920,906 OTHER ASSETS Non-utility property (less accumulated depreciation 1996-$1,380,271; 1995-$2,108,835) 986,991 2,952,676 Deferred income taxes 1,649,928 1,764,231 Other deferred assets 1,216,047 1,328,218 3,852,966 6,045,125 REGULATORY ASSETS 2,643,904 2,714,713 $95,743,939 $96,841,166 LIABILITIES AND CAPITAL CAPITALIZATION Common stock $ 1,739,685 $1,037,494 Additional paid-in capital 17,057,379 8,041,183 Retained earnings 6,637,424 6,317,222 Total common stockholders equity 25,434,488 15,395,899 Preferred stock-mandatorily redeemable 825,000 972,500 Preferred stock 271,700 271,700 Total preferred stock 1,096,700 1,244,200 Long-term debt, net of current portion 17,382,430 17,558,300 43,913,618 34,198,399 CURRENT LIABILITIES Notes payable 1,525,000 9,225,000 Current portion of long-term debt 5,338,725 7,345,154 Dividends payable 25,206 Accounts payable 1,736,241 2,735,119 Overdraft payable 430,221 669,023 State and federal income taxes 219,844 139,702 Deferred income taxes 165,946 166,241 Interest accrued 623,550 667,157 Customer deposits 343,987 321,811 Other 578,597 577,298 10,987,317 21,846,505 DEFERRED CREDITS AND OTHER LIABILITIES Net advances for construction 21,155,948 21,492,568 Postretirement benefit obligation 1,760,962 1,772,960 Deferred investment tax credits 1,041,804 1,060,636 23,958,714 24,326,164 NET CONTRIBUTIONS IN AID OF CONSTRUCTION 16,884,290 16,470,098 $95,743,939 $96,841,166 ARTESIAN RESOURCES CORPORATION CONSOLIDATED STATEMENT OF INCOME Unaudited For the Quarter Ended June 30, 1996 1995 OPERATING REVENUES Water sales $5,213,783 $5,215,024 Other utility operating revenue 50,781 49,579 Non-utility operating revenue (Note 3) 478,304 5,264,564 5,742,907 OPERATING EXPENSES Utility operating expenses 2,898,976 2,965,163 Non-utility operating expenses (Note 3) (2,856) 401,140 Related party expenses (Note 4) 61,360 61,021 Depreciation 535,129 566,745 Income taxes 322,532 267,732 Taxes other than income 307,612 321,642 4,122,753 4,583,443 OPERATING INCOME 1,141,811 1,159,464 ALLOWANCE FOR FUNDS USED DURING CONSTRUCTION 36,992 31,778 OTHER EXPENSE (30,893) (127,299) INCOME BEFORE INTEREST CHARGES 1,147,910 1,063,943 INTEREST CHARGES Long-term debt 520,829 563,352 Short-term debt 138,239 96,145 Amortization of debt expense 7,566 6,607 Other 5,300 4,476 671,934 670,580 NET INCOME 475,976 393,363 DIVIDENDS ON PREFERRED STOCK 25,206 28,879 NET INCOME APPLICABLE TO COMMON STOCK $450,770 $ 364,484 PER SHARE OF COMMON STOCK: Net income $ 0.30 $ 0.35 Cash dividends $ 0.23 $ 0.15 ARTESIAN RESOURCES CORPORATION CONSOLIDATED STATEMENT OF INCOME Unaudited For the Six Months Ended June 30, 1996 1995 OPERATING REVENUES Water sales $10,145,376 $9,856,495 Other utility operating revenue 109,098 94,482 Non-utility operating revenue (Note 3) 79,949 941,889 10,334,423 10,892,866 OPERATING EXPENSES Utility operating expenses 5,639,241 5,745,912 Non-utility operating expenses (Note 3) 50,472 767,524 Related party expenses (Note 4) 122,720 122,042 Depreciation 1,063,139 1,103,147 Income taxes 575,798 443,932 Taxes other than income 638,446 660,389 8,089,816 8,842,946 OPERATING INCOME 2,244,607 2,049,920 ALLOWANCE FOR FUNDS USED DURING CONSTRUCTION 72,220 62,116 OTHER EXPENSE (61,209) (152,264) INCOME BEFORE INTEREST CHARGES 2,255,618 1,959,772 INTEREST CHARGES Long-term debt 1,060,124 1,127,934 Short-term debt 310,133 154,298 Amortization of debt expense 14,137 13,214 Other 12,172 8,387 1,396,566 1,303,833 NET INCOME 859,052 655,939 DIVIDENDS ON PREFERRED STOCK 54,085 61,431 NET INCOME APPLICABLE TO COMMON STOCK $804,967 $ 594,508 PER SHARE OF COMMON STOCK: Net income $ 0.63 $ 0.58 Cash dividends $ 0.44 $ 0.30 CONSOLIDATED STATEMENT OF RETAINED EARNINGS Unaudited For the Six Months Ended June 30, 1996 1995 BALANCE, beginning of period $6,317,222 $5,877,661 NET INCOME 859,052 655,939 7,176,274 6,533,600 DIVIDENDS 538,850 397,538 BALANCE, end of period $6,637,424 $6,136,062 ARTESIAN RESOURCES CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS Unaudited For the Six Months Ended June 30, 1996 1995 CASH FLOWS FROM OPERATING ACTIVITIES NET INCOME $ 859,052 $ 655,939 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,075,070 1,103,147 Allowance for funds used during construction (72,220) (62,116) Write-down on rental office building (4,862) CHANGES IN ASSETS AND LIABILITIES: Accounts receivable 231,671 137,042 Unbilled operating revenue (346,000) (464,000) Materials and supplies (33,482) (1,026) State and federal income taxes payable 80,426 (324,727) Prepaid property taxes 462,451 430,245 Deferred income taxes, net 95,176 474,895 Deferred debits 111,172 6,813 Prepaid expenses and other (101,035) (257,845) Regulatory assets 70,809 Postretirement benefit obligation (11,998) Accounts payable (1,024,086) (1,206,149) Interest accrued and customer deposits (43,607) (28,293) Other, net 23,475 173,573 NET CASH PROVIDED BY OPERATING ACTIVITIES 1,372,012 637,498 CASH FLOWS USED IN INVESTING ACTIVITIES Capital expenditures (2,723,147) (4,942,053) Proceeds from sale of assets 2,094,225 782 NET CASH USED IN INVESTING ACTIVITIES (628,922) (4,941,271) CASH FLOWS FROM FINANCING ACTIVITIES Net (repayments) borrowings under line of credit agreement (7,700,000) 3,972,000 Net advances and contributions in aid of construction 257,205 704,627 Proceeds from long-term debt 146,206 Repayment on term note (2,005,540) Proceeds from issuance of Common Stock 9,333,944 Proceeds from common stock dividends reinvested and stock options exercised 384,443 187,239 Dividends (513,644) (368,659) Overdraft payable (238,802) 17,443 Principal payments under capital lease obligations (165,676) (141,172) Principal payments under long-term debt obligations (11,113) (36,666) Retirement of preferred stock (147,500) (147,500) NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES(806,683) 4,333,518 NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS(63,593) 29,745 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 149,704 229,673 CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 86,111 $ 259,418 Supplemental Disclosures of Cash Flow Information: Interest paid $1,446,778 $1,285,144 Income taxes paid $ 418,037 $ 275,000 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 1 - General The unaudited financial statements of Artesian Resources Corporation and its wholly-owned subsidiaries ( the Company or Artesian Resources ), including its principal operating company, Artesian Water Company, Inc. (Artesian Water), presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 1995 included in the Company s Annual Report on Form 10-K. The accompanying financial statements have not been examined by independent accountants in accordance with generally accepted auditing standards, but in the opinion of management such financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to fairly summarize the Company s financial position and results of operations. The results of operations for the quarter and for the six months ended June 30, 1996 may not be indicative of the results that may be expected for the year ending December 31, 1996. Note 2 - Regulatory Assets Certain expenses, which are recoverable through rates as permitted by the State of Delaware Public Service Commission ( PSC ), are deferred and amortized during future periods using various methods. Expenses related to rate proceedings are amortized on a straight-line basis over three years. The post retirement benefit obligation, which is being amortized over twenty years is adjusted for the difference between the net periodic post retirement benefit costs and the cash payments. The deferred income taxes will be amortized over future years as the tax effects of temporary differences previously flowed through to the customer reverse. Regulatory assets, net of amortization, comprise: June 30, 1996 December 31, 1995 Postretirement benefit obligation $1,760,962 $1,772,960 Deferred income taxes recoverable in future rates 732,719 740,267 Expense of rate proceedings 150,223 201,486 $2,643,904 $2,714,713 Note 3 - Non-utility Operating Revenue and Expenses Non-utility operating revenue consists of environmental testing revenue received by Artesian Laboratories, Inc. ( Artesian Laboratories ) and rental income received by Artesian Development, Corporation ( Artesian Development ) as follows: For the Quarter Ended For the Six Months June 30, Ended June 30, 1996 1995 1996 1995 Artesian Laboratories $ 0 $410,267 $ 0 $796,150 Artesian Development 0 68,037 79,949 145,739 Total $ 0 $478,304 $79,949 $941,889 Non-utility operating expenses are as follows: Artesian Laboratories $ 0 $342,043 $ 0 $662,382 Artesian Development (2,856) 52,723 50,472 98,768 Artesian Resources Corp. 0 6,374 0 6,374 Total $(2,856) $401,140 $50,472 $767,524 As described in notes 5 and 6, Artesian Development s rental office building was sold and the Board of Directors of Artesian Resources authorized the disposal of substantially all of the net assets of Artesian Laboratories. Note 4 - Related Party Transactions The office building and shop complex utilized by Artesian Water are leased at an aggregate annual rental of $204,052 from a partnership, White Clay Realty, in which certain of the Company s officers and directors are partners. The lease expires in 1997, with provisions for renewals for three five year periods thereafter. Management believes that the payments made to White Clay Realty for the lease of its office building are generally comparable to what Artesian Water would have to pay to unaffiliated parties for similar facilities. Artesian Water leases certain parcels of land for water production wells from Glendale Enterprises Limited, a company wholly owned by Ellis D. Taylor, Director and Chairman Emeritus of Artesian Resources, at an annual rental of approximately $40,000. The initial term of the lease was for the ten years ended September 30, 1995, and thereafter, renewal was automatic from year to year unless 60 days written notice is given by either party before the end of the year s lease. The annual rental is adjusted each year by the consumer price index as of June 30 of the preceding year. Artesian Water has the right to terminate this lease by giving 60 days written notice should the water supply be exhausted or other conditions beyond the control of Artesian Water materially and adversely affect its interest in the lease. Expenses associated with related party transactions are as follows: For the Quarter Ended For the Six Months June 31, Ended June 30, 1996 1995 1996 1995 White Clay Realty $51,013 $51,013 $102,026 $102,026 Glendale Enterprises 10,347 10,008 20,694 20,016 $61,360 $61,021 $122,720 $122,042 Note 5 - Disposal of Non-Utility Assets In March 1996, the Company completed the sale , to an unrelated third party, of Artesian Development s rental office building and 4.27 acres of land resulting in a loss of $780,000. The loss, which was recognized in the fourth quarter of 1995, reflects the difference between the net book value and the selling price, and also includes $176,000 in expenses associated with completing the sale. The proceeds from the sale were used to repay the mortgage on the property and related closing costs. Note 6 - Disposal of Non-Utility Business In December 1995, the Board of Directors of Artesian Resources authorized the disposal of substantially all of the net assets of Artesian Laboratories, resulting in an estimated pre-tax loss of $128,000 recorded as an operating expense in 1995. The loss reflects the difference between the projected sales price and the net book value of substantially all the assets and liabilities of the business, and also includes estimated operating losses of $137,000 through the anticipated disposal date and estimated additional expenses associated with completing the sale. Note 7 - Issuance of Class A Non-Voting Common Stock On May 24, 1996, Artesian Resources Corporation issued 675,000 shares of Class A Non-Voting Common Stock at $15.00 per share. The net proceeds from the issuance of approximately $9,300,000 were used to reduce short-term debt incurred to finance investment in utility plant. ITEM 2 ARTESIAN RESOURCES CORPORATION MANAGEMENT S DISCUSSION AND ANALYSIS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 1996 Results of Operation For the quarter ended June 30, 1996, Artesian Resources recorded net income of $475,976 which represents a $82,613 increase over earnings of $393,363 for the quarter ended June 30, 1995. For the six months ended June 30, 1996, Artesian Resources recorded net income of $859,052 which represents a $203,113 increase over earnings of $655,939 for the six months ended June 30, 1995.The increase is primarily due to Artesian Water s increased water sales revenue attributable to increased rates and an increase in the number of customers served, and Artesian Water s ability to reduce utility operating expenses by approximately $66,000 and $107,000, respectively, for the quarter and six months ended June 30, 1996. Earnings per share of $0.30 for the quarter ended June 30, 1996 decreased $0.05 as compared to the same period in 1995 primarily as a result of the increase in the weighted average shares outstanding due to the issuance of 675,000 shares of Class A Non-Voting Common Stock (Class A Stock) on May 24, 1996. The decrease in utility operating expenses is primarily due to the reduction in purchased water expense of approximately $178,000 and $246,000 for the quarter and six months ended June 30, 1996. Artesian Water made investments in 1995 for the new two million gallon per day Old County Road Iron Removal facility and the addition in 1995 of a new one million gallon per day well at the Artisan s Village well field. A portion of the decrease in purchased water expense is a matter of timing due to contractual obligations to purchase water. Non-utility revenues decreased by approximately $478,000 and $862,000 and non-utility expenses decreased by $404,000 and $717,000, respectively, for the quarter and six months ended June 30, 1996 due to the write-off in 1995 of the net assets of Artesian Laboratories Inc. ( Artesian Laboratories ) and the sale of Artesian Development s rental office building at the end of the first quarter. The write-off for Artesian Laboratories in 1995 included a reserve approximating net operating losses expected through the disposal date. Other expense decreased $96,406 and $91,055, respectively, for the quarter and six months ended June 30, 1996 as compared to the same periods in 1995 due primarily to Artesian Water s settlement of litigation in 1995 with a former employee and officer. For the quarter and six months ended June 30, 1996, interest expense on short-term debt increased $42,094 and $155,835, respectively, as compared with the same periods in 1995 due to Artesian Water s increased use of its $15 million available lines of credit to finance utility plant additions. Liquidity and Capital Resources The primary source of liquidity for the six months ended June 30, 1996 is $9,333,944 from the issuance of common stock. On May 24, 1996 Artesian Resources issued 675,000 shares of Class A Stock at $15.00 per share . The net proceeds from the issuance were contributed entirely to Artesian Water. Artesian Water used the entire net proceeds to reduce the outstanding balances on lines of credit. Artesian Water had $1,500,000 outstanding on the lines of credit at June 30, 1996 . As of July 25, 1996 $1,868,000 is drawn on the $15 million available lines of credit. Artesian Development Corporation also received $1,888,000, net of closing costs of $162,000, for the sale of the rental office building on March 13, 1996. These funds were used to repay the outstanding long term debt obligation associated with the building. At June 30, 1996, Artesian Resources had a working capital deficit of $6,344,000 attributable to the reclassification of the $5 million Series J First Mortgage Bonds which are due December 1996 and to the borrowings on the lines of credit of Artesian Water, noted above. Artesian Water anticipates it will refinance the $5 million Series J Bonds as part of long term financing arrangements to be completed in the fourth quarter of 1996. Capital expenditures for the six months ended June 30, 1996, were approximately $2,700,000 of which $40,000 was for mandatory main relocation projects. The largest single main relocation project originally budgeted for 1996 at a cost of $1,500,000 has been substantially postponed until 1997. This project is planned to incur $300,000 in expenditures for the remainder of 1996 and $1,200,000 for 1997. Budgeted mandatory utility plant expenditures expected to be incurred for the remainder of 1996 through 2000, due to planned state highway projects which require the relocation of Artesian Water s service mains are as follows: Six months ending December 31, 1996 $1,027,000 Year ending December 31, 1997 2,300,000 Year ending December 31, 1998 250,000 Year ending December 31, 1999 1,500,000 Year ending December 31, 2000 2,000,000 $7,077,000 The exact timing and extent of these relocation projects is controlled by the Delaware Department of Transportation. PART II - OTHER INFORMATION ITEM 4 SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS (a) The annual meeting of Class B Common Shareholders was held on April 30, 1996. (b) With 423,304 votes in favor, and 284 votes withheld, the Class B Common Shareholders elected Dian C. Taylor to serve a three year term until her successor shall have been elected and qualified or until her earlier resignation or removal. Ms. Taylor has served as Chair of the Board since July 1993, and Chief Executive Officer and President of the Company since September 1992, and was last reelected at the 1993 Annual Meeting of Stockholders. With 422,285 votes in favor, and 1,019 votes withheld, the Class B Common Shareholders elected John R. Eisenbrey, Jr. to serve a three year term until his successor shall have been elected and qualified or until his earlier resignation or removal. Mr. Eisenbrey has served as a member of the Board since 1993. Following the reelection of Ms. Taylor and Mr. Eisenbrey, the Board and their respective terms are as follows: Dian C. Taylor -- term expires at the 1999 annual meeting John R. Eisenbrey, Jr. -- term expires at the 1999 annual meeting Ellis D. Taylor -- term expires at the 1998 annual meeting William C. Wyer -- term expires at the 1998 annual meeting Kenneth R. Biederman -- term expires at the 1997 annual meeting (c) With 414,860 votes in favor, 1,946 votes opposed, and 6,498 votes withheld of the Class B Common Shareholders, the amendment of the 1992 Non-qualified Stock Option Plan was approved. The 1992 Plan provides for grants of stock options to directors, officers, and other key personnel of the Company to develop or increase their proprietary interest in the long-term growth and prosperity of the Company through stock ownership, and to aid the Company in attracting, retaining and motivating Directors, Officers, and other key personnel. The 1992 Plan, as amended, authorizes up to 100,000 shares of Class A Stock for issuance pursuant to the terms of the 1992 Plan. The maximum number of shares which may be granted, other than to Directors and Officers, is 1,000 shares per grant. Under the amended plan: (i) the number of shares of Class A Non-Voting Common Stock (Class A Stock) authorized for issuance under the Plan was increased to 100,000, (ii) the maximum amount of shares of Class A Stock that may be granted to any individual during the term of the 1992 Plan is an amount equal to 50% of the number of shares of Class A Stock available for issuance under the 1992 Plan, (iii) the Committee may require a participant to enter a covenant not to compete and/or a confidentiality agreement as a condition of an option grant, (iv) provisions relating to grants to directors and officers of the Company were changed to add a prohibition on amending such provisions more than once in any six month period, to extend the exercise term from one year to ten years and to eliminate the possibility of administrative discretion with respect to such grants, and (v) the provision that limited to 34 the number of plan participants eligible to receive options under the 1992 Plan within any calendar year was removed. (d) With 416,008 votes in favor, 547 votes opposed, and 6,749 votes withheld of the Class B Common Shareholders, the adoption of the Artesian Resources Corporation Incentive Stock Option Plan (ISO Plan) was approved with 100,000 shares of Class A Stock authorized for the Plan. Artesian Resources Corporation s Form 10-K Annual Report for the year ended December 31, 1995, Exhibit 10 describes the ISO Plan in detail. ITEM 5 OTHER INFORMATION Artesian Resources Corporation issued 675,000 shares of Class A Non-Vo ting Common Stock at $15.00 per share through underwriters led by Janney Montgomery Scott Inc. Proceeds from the offering were used to reduce debt incurred to finance investment in utility plant. A Form S-2 Registration Statement for the offering became effective with the Securities and Exchange Commission on May 23, 1996. The Class A Non-Voting Common Stock of Artesian Resources Corporation began trading in the Nasdaq National Market (symbol ARTNA) on Friday, May 24, 1996. Also on May 24, 1996, the trading symbol of Artesian Resources Corporation s Class B Common Stock changed to ARTNB. The Class B Common Stock is traded on the Nasdaq Bulletin Board. Senior Vice President and Chief Operating Officer, Peter N. Johnson, P.E., retired May 31, 1996. George F. Powell, P.E., was appointed Vice President of Operations as of June 3, 1996. Mr. Powell was previously employed for nineteen years with Consumers Water Company. Prior to joining Artesian Resources Corporation, Mr. Powell served three years as Vice President of Operations and twelve years as Manager of Engineering for Consumers New Jersey system. ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K No reports on Form 8-K were filed for the quarter ended June 30, 1996. Exhibit 11 - Computation of Earnings per Common Share For the Six Months Ended June 30, 1996 1995 Earnings Income applicable to Common Stock $804,967 $594,508 Shares Weighted average number of Common Stock Shares outstanding 1,238,609 1,025,974 Additional shares assuming conversion of: Stock options 29,290 27,090 Pro Forma Shares 1,267,899 1,053,064 Primary earnings per share based on pro forma shares outstanding which assume conversion of stock options $ 0.63 $ .57 Primary earnings per share based on weighted average number of common shares outstanding $ 0.65 $ .58 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 thereunto duly authorized. ARTESIAN RESOURCES CORPORATION Date August 1, 1996 /s/ Dian C. Taylor Dian C. Taylor President, CEO, and Chair of the Board Artesian Resources Corporation and Subsidiaries Date August 1, 1996 /s/ David B. Spacht David B. Spacht Vice President, Chief Financial Officer, and Treasurer Artesian Resources Corporation and Subsidiaries