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 (Date of earliest event reported): November 19,1999 PHILADELPHIA SUBURBAN CORPORATION (Exact name of registrant as specified in its charter) Pennsylvania 1-6659 23-1702594 - -------------- ----------- --------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification Number) incorporation) 762 W. Lancaster Avenue, Bryn Mawr, Pennsylvania 19010 ------------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) (610) 527-8000 ---------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable ------------------------------------------------------------- (Former name or former address, if changed since last report.) Item 5. Other Events The Registrant hereby files as Exhibit 99.5 the consolidated financial statements of Philadelphia Suburban Corporation as of December 31, 1998 and 1997 and for each of the years in the three-year period ended December 31, 1998, which have been restated to reflect the recent business combination with Consumers Water Company accounted for under the pooling-of-interests method of accounting, the notes thereto and the independent auditors' report of KPMG LLP. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits (i) Consolidated balance sheets and statements of capitalization of Philadelphia Suburban Corporation and subsidiaries as of December 31, 1998 and 1997, and the related consolidated statements of income and cash flow for each of the years in the three-year period ended December 31, 1998. (ii) Consent of KPMG LLP. 2 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 thereunto duly authorized. PHILADELPHIA SUBURBAN CORPORATION Date: November 19, 1999 /s/ Roy H. Stahl ------------------------------------ Name: Roy H. Stahl Title: Senior Vice President and General Counsel 3 EXHIBIT INDEX Exhibit Page - ------- ---- 23 Consent of KPMG LLP. 5 99.5 Consolidated balance sheets and statements of capitalization of 6 Philadelphia Suburban Corporation and subsidiaries as of December 31, 1998 and 1997, and the related consolidated statements of income and cash flow for each of the years in the three-year period ended December 31, 1998. 4