8-K

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): August 9, 2011

RGC RESOURCES, INC.

(Exact name of Registrant as specified in its charter)

Virginia	000-26591	54-1909697
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
519 Kimball Ave., N.E. Roanoke, Virginia		24016
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 540-777-4427

(Former name or former address, if changed since last report)

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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 9, 2011, RGC Resources, Inc. issued a press release announcing the third quarter results for the quarter ending June 30, 2011. A copy of this press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference. The information in this Current Report, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference to such filing.

ITEM 9.01. FINANCIAL STATEMENT AND EXHIBITS.

99.1         Press Release dated August 9, 2011.

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.

	RGC RESOURCES, INC.
Date: August 11, 2011	By:	/s/ Howard T. Lyon
	Howard T. Lyon
	Vice-President, Treasurer and CFO

EX-99.1

Exhibit 99.1

NEWS RELEASE

RGC RESOURCES, INC.

Release Date:	August 9, 2011
Contact:	John B. Williamson, III
	President, Chairman and CEO
Telephone:	540-777-3810

RGC RESOURCES, INC.

THIRD QUARTER FINANCIAL RESULTS

ROANOKE, Va. (August 9, 2011)—RGC Resources, Inc. (NASDAQ: RGCO) announced consolidated Company earnings of $184,617 or $0.08 per average share outstanding for the quarter ended June 30, 2011. This compares to consolidated earnings of $13,466 or $0.01 per average share outstanding for the quarter ended June 30, 2010. President, Chairman and CEO John Williamson attributed the increase in earnings to an improvement in gross margin from higher space heating sales volumes as a result of a colder spring and the implementation of a non-gas rate increase in November.

Earnings for the trailing twelve months ending June 30, 2011 were $4,522,467 or $1.98 per share compared to $4,735,528 or $2.11 per share for the trailing twelve months ended June 30, 2010. Williamson attributed the lower year-over-year earnings primarily to the effect in the prior period of a one-time credit to depreciation expense associated with implementing updated plant depreciation rates in the September 30, 2009 quarter end.

RGC Resources, Inc. provides energy and related products and services to customers in Virginia through its operating subsidiaries Roanoke Gas Company, Diversified Energy Company and RGC Ventures of Virginia, Inc.

From time to time, the Company may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause the Company’s actual results and experience to differ materially from the anticipated results or other expectations expressed in the Company’s forward-looking statements.

Summary financial statements for the third quarter and trailing twelve months are as follows:

RGC Resources, Inc. and Subsidiaries

Condensed Consolidated Statements of Income

(Unaudited)

	Three Months Ended June 30,				Twelve Months Ended June 30,
	2011		2010		2011		2010
Revenues	$	11,107,485	$	10,334,301	$	69,424,195	$	73,859,319
Cost of sales		6,042,498		5,622,992		42,361,406		47,353,464
Gross margin		5,064,987		4,711,309		27,062,789		26,505,855
Other operating expenses, net		4,310,446		4,236,502		17,964,119		17,026,580
Interest expense		456,314		455,551		1,833,754		1,839,732
Income before income taxes		298,227		19,256		7,264,916		7,639,543
Income tax expense		113,610		5,790		2,742,449		2,904,015
Net income	$	184,617	$	13,466	$	4,522,467	$	4,735,528
Net earnings per share of common stock:
Basic	$	0.08	$	0.01	$	1.98	$	2.11
Diluted	$	0.08	$	0.01	$	1.97	$	2.10
Cash dividends per common share	$	0.340	$	0.330	$	1.350	$	1.310
Weighted average number of common shares outstanding:
Basic		2,302,214		2,263,119		2,286,293		2,248,271
Diluted		2,305,981		2,269,503		2,291,128		2,255,568

Condensed Consolidated Balance Sheets

(Unaudited)

	June 30,
	2011		2010
Assets
Current assets	$	34,210,736	$	33,646,959
Total property, plant and equipment, net		84,261,056		80,823,976
Other assets		7,428,175		5,904,387
Total Assets	$	125,899,967	$	120,375,322
Liabilities and Stockholders’ Equity
Current liabilities	$	32,591,556	$	34,131,812
Long-term debt		13,000,000		13,000,000
Deferred credits and other liabilities		30,137,282		25,588,038
Total Liabilities		75,728,838		72,719,850
Stockholders’ Equity		50,171,129		47,655,472
Total Liabilities and Stockholders’ Equity	$	125,899,967	$	120,375,322