UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
                         PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

        Date of Report (Date of earliest event reported): JULY 27, 2005


                               UGI UTILITIES, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                                                       
  PENNSYLVANIA                            1-1398                 23-1174060
  (STATE OR OTHER JURISDICTION       (COMMISSION FILE          (I.R.S. EMPLOYER
  OF INCORPORATION)                       NUMBER)            IDENTIFICATION NO.)




                              100 KACHEL BOULEVARD
                     GREEN HILLS CORPORATE CENTER, SUITE 400
                          READING, PENNSYLVANIA             19607
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

                                 (610) 796-3400
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

CHECK THE APPROPRIATE BOX BELOW IF THE FORM 8-K FILING IS INTENDED TO
SIMULTANEOUSLY SATISFY THE FILING OBLIGATION OF THE REGISTRANT UNDER ANY OF THE
FOLLOWING PROVISIONS (SEE GENERAL INSTRUCTION A.2. BELOW):

[ ]   WRITTEN COMMUNICATIONS PURSUANT TO RULE 425 UNDER THE SECURITIES ACT (17
      CFR 230.425)

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      CFR 240.14a-12)

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      EXCHANGE ACT (17 CFR 240.14d-2(b))

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      EXCHANGE ACT (17 CFR 240.13e-4(c))


UGI Utilities, Inc.                                               Form 8-K
Page 2                                                            July 27, 2005

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

      On July 27, 2005, UGI Corporation, the parent of UGI Utilities, Inc.,
issued a press release announcing financial results for itself and UGI
Utilities, Inc. for the fiscal quarter ended June 30, 2005. A copy of the press
release is furnished as Exhibit 99 to this report and is incorporated herein by
reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

      (C)   Exhibits.

            99    Press Release of UGI Corporation, the parent of UGI Utilities,
                  Inc., dated July 27, 2005, reporting financial results for
                  UGI Corporation and UGI Utilities, Inc. for the fiscal quarter
                  ended June 30, 2005.

                                   SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d), the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.

                                              UGI UTILITIES, INC.
                                              (REGISTRANT)


                                              By:  /s/  Robert W. Krick
                                                   -----------------------------
                                                   Robert W. Krick
                                                   Assistant Treasurer

Date:  July 27, 2005


                                  EXHIBIT INDEX




EXHIBIT NO.     DESCRIPTION
- -----------     -----------
             
    99          Press Release of UGI Corporation dated July 27, 2005.