-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, R9ipuq3d2xF7m83mgyjoKNEvBqR7KnXnAbZYa2ik4McuuxwT0MDukys3Lf/AH+rW EzMTbrborvFPpbPOByPiJQ== 0000108985-02-000017.txt : 20021112 0000108985-02-000017.hdr.sgml : 20021111 20021112130859 ACCESSION NUMBER: 0000108985-02-000017 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020930 FILED AS OF DATE: 20021112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: YORK WATER CO CENTRAL INDEX KEY: 0000108985 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 231242500 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-00690 FILM NUMBER: 02816373 BUSINESS ADDRESS: STREET 1: 130 E MARKET ST CITY: YORK STATE: PA ZIP: 17405 BUSINESS PHONE: 7178453601 MAIL ADDRESS: STREET 1: PO BOX 15089 10-Q 1 sept10q.txt SEPTEMBER 2002 10Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2002 Commission File No. 0-690 THE YORK WATER COMPANY (Exact name of Registrant as specified in its Charter) PENNSYLVANIA 23-1242500 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 130 East Market Street, York, Pennsylvania 17401 (Address of principal executive offices) (Zip Code) Registrant's telephone number including Area Code 717-845-3601 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. YES X NO Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common stock, no par value 6,349,851 Shares outstanding as of November 8, 2002 THE YORK WATER COMPANY PART I - FINANCIAL INFORMATION Item 1. Financial Statements Balance Sheets (Unaudited) As Of As of Sept. 30, 2002 Dec. 31, 2001 UTILITY PLANT, at original cost $125,879,189 $121,109,335 Less-Reserve for depreciation 20,561,366 19,356,553 105,317,823 101,752,782 OTHER PHYSICAL PROPERTY: Less-Reserve for depreciation of $94,213 in 2002 and $89,392 in 2001 509,903 511,007 CURRENT ASSETS: Cash and cash equivalents - 97,447 Receivables, less reserves of $130,000 in 2002 and 2001 2,987,008 2,995,000 Materials and supplies, at cost 458,018 449,777 Prepaid expenses 371,568 229,248 Deferred income taxes 88,655 88,655 3,905,249 3,860,127 OTHER LONG-TERM ASSETS: Prepaid pension cost 2,249,359 2,202,995 Deferred debt expense 324,288 354,346 Deferred rate case expense 85,016 144,042 Notes receivable 860,350 1,121,916 Deferred regulatory assets 2,534,813 1,886,658 Other 1,955,332 1,517,619 8,009,158 7,227,576 $117,742,133 $113,351,492 THE YORK WATER COMPANY Balance Sheets (Unaudited) As Of As Of Sept. 30, 2002 Dec. 31, 2001 CAPITALIZATION Common stock, no par value, authorized 31,000,000 shares, outstanding 6,349,851 shares in 2002 and 6,308,664 shares in 2001 $ 32,106,953 $ 31,473,194 Earnings retained in the business 4,864,339 4,418,280 36,971,292 35,891,474 LONG-TERM DEBT 1.0% Pennvest Loan, due 2019 661,687 690,343 6.00% Industrial Development Authority Revenue Refunding Bonds, Series 1995, due 2010 4,300,000 4,300,000 10.05% Senior Notes, Series C, due 2020 6,500,000 6,500,000 10.17% Senior Notes, Series A, due 2019 6,000,000 6,000,000 9.6% Senior Notes, Series B, due 2019 5,000,000 5,000,000 8.43% Senior Notes, Series D, due 2022 7,500,000 7,500,000 4.40% Industrial Development Authority Revenue Refunding Bonds, Series 1994, due 2009 2,700,000 2,700,000 32,661,687 32,690,343 CURRENT LIABILITIES Short-term borrowings 2,812,610 2,000,000 Current portion of long-term debt 38,161 37,877 Accounts payable 889,184 478,423 Dividends payable 628,820 623,498 Accrued taxes 245,892 527,674 Advance water revenues 27,070 25,037 Accrued interest 494,564 678,163 Other accrued expenses 502,963 470,545 5,639,264 4,841,217 DEFERRED CREDITS Customers' advances for construction 18,208,370 17,777,685 Contributions in aid of construction 11,388,580 10,784,143 Deferred income taxes 10,119,528 8,519,594 Deferred regulatory liabilities 947,143 970,330 Deferred employee benefits 1,806,269 1,876,706 42,469,890 39,928,458 $117,742,133 $113,351,492 THE YORK WATER COMPANY Statements of Income
(Unaudited) (Unaudited) Three Months Ended Nine Months Ended September 30 September 30 2002 2001 2002 2001 WATER OPERATING REVENUES Residential $3,066,866 $3,019,749 $8,718,583 $8,572,316 Commercial and industrial 1,552,230 1,513,943 4,214,952 4,087,492 Other 657,039 576,592 1,898,539 1,709,308 5,276,135 5,110,284 14,832,074 14,369,116 OPERATING EXPENSES Operation and maintenance 1,205,514 1,215,892 3,395,450 3,333,711 Administrative and general 973,901 883,234 3,081,260 2,762,708 Depreciation and amortization 415,874 291,565 1,247,621 1,178,580 Taxes other than income taxes 296,460 (171,078) 666,219 218,075 2,891,749 2,219,613 8,390,550 7,493,074 Operating Income 2,384,386 2,890,671 6,441,524 6,876,042 INTEREST EXPENSE AND OTHER INCOME Interest on long-term debt 689,890 689,984 2,069,742 2,070,003 Interest on short-term debt 20,097 51,580 51,402 155,928 Allowance for funds used during construction (40,729) (10,022) (95,773) (36,455) Other income, net (53,105) 78,520 (137,100) 42,845 616,153 810,062 1,888,271 2,232,321 Income before income taxes 1,768,233 2,080,609 4,553,253 4,643,721 Federal and state income taxes 652,690 716,914 1,641,329 1,621,137 Net Income $1,115,543 $1,363,695 $2,911,924 $3,022,584 Basic earnings per share $.18 $.23 $.46 $.50 Cash dividends per share $.13 $.13 $.39 $.38
THE YORK WATER COMPANY Statements of Shareholders' Investment Earnings Retained Common in the Stock Business Balance, December 31, 2001 $31,473,194 $4,418,280 Net Income - 2,911,924 Cash Dividends - (2,465,865) Issuance of common stock under dividend reinvestment plan 582,569 - Issuance of common stock under employee stock purchase plan 51,190 - Balance, September 30, 2002 $32,106,953 $4,864,339 THE YORK WATER COMPANY Statements of Cash Flows
(Unaudited) (Unaudited) Nine Months Nine Months Ended Ended Sept.30, 2002 Sept.30, 2001 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $2,911,924 $3,022,584 Adjustments to reconcile net income to net cash provided by operating activities Depreciation 1,247,621 1,178,581 Provision for losses on accounts receivable 97,500 97,500 Increase in deferred income taxes (including regulatory assets and liabilities) 928,592 1,070,001 Changes in assets and liabilities: Increase in accounts receivable (89,508) (504,859) Increase in materials and supplies (8,241) (64,614) Increase in prepaid expenses and prepaid pension costs (188,684) (75,741) Increase (decrease) in accounts payable, accrued expenses, other liabilities and deferred employee benefits 380,097 (769,093) Decrease in accrued interest and taxes (465,381) (291,427) (Increase) decrease in other assets (202,676) 462,402 Net cash provided by operating activities 4,611,244 4,125,334 CASH FLOWS FROM INVESTING ACTIVITIES: Construction expenditures (4,957,511) (5,397,600) Customers' advances for construction and contributions in aid of construction 1,035,122 1,344,669 Decrease (increase) in notes receivable 261,566 (73,792) Net cash used in investing activities (3,660,823) (4,126,723) CASH FLOWS FROM FINANCING ACTIVITIES: Repayments of long-term debt (28,372) (28,111) Net borrowings under line-of-credit agreements 812,610 444,054 Issuance of 76,930 shares of common stock - 1,796,674 Issuance of common stock under dividend reinvestment plan 582,569 520,579 Issuance of common stock under employee stock purchase plan 51,190 57,749 Dividends paid (2,465,865) (2,307,816) Net cash (used in) provided by financing activities (1,047,868) 483,129 Net (decrease) increase in cash and cash equivalents (97,447) 481,740 Cash and cash equivalents at beginning of period 97,447 - Cash and cash equivalents at end of period $ - $ 481,740 Supplemental disclosures of cash flow information: Cash paid during the period for: Interest, net of amounts capitalized $2,204,204 $2,407,349 Income taxes 950,777 608,039
THE YORK WATER COMPANY Notes to Interim Financial Statements 1. Interim Financial Information The interim financial statements are unaudited but, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair presentation of results for such periods. These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's Annual Report to Shareholders for the year ended 2001. Operating results for the three month and nine month periods ended September 30, 2002, are not necessarily indicative of the results that may be expected for the year ending December 31, 2002. 2. Basic Earnings Per Share Basic earnings per share for the nine months ended September 30, 2002 and 2001 were based on weighted average shares outstanding of 6,323,782 and 6,105,836, respectively. 3. The Company had a two-for-one stock split during the second quarter 2002. On May 20, 2002, shareholders of record as of May 10, 2002, received one additional share of common stock for each share held as of the record date. The transaction had no effect on total stockholders' equity. All shares outstanding and per share amounts were restated to reflect the effect of the stock split. THE YORK WATER COMPANY Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Three Months Ended September 30, 2002 Compared with Three Months Ended September 30, 2001 Net income for the third quarter of 2002 was $1,115,543, a decrease of $248,152, or 18.2%, compared to the same period of 2001. Water operating revenues for the three months ended September 30, 2002, increased $165,851 or 3.2% compared to the three months ended September 30, 2001. The increase resulted primarily from the 4.2% rate increase approved by the Pennsylvania Public Utility Commission (PPUC), effective September 1, 2001. Drought conditions lessened the impact of the rate increase and an increase in customers during the third quarter 2002 compared to third quarter 2001. Operating expenses for the third quarter of 2002 increased $672,136, or 30.3% compared to the third quarter of 2001. Prior year expenses were substantially reduced by a public utility realty tax refund and lower depreciation expenses handed down from the Commonwealth and the PPUC, respectively. In addition, higher pension expenses due to continued lower plan asset investment returns, higher health insurance premiums, and increased realty taxes caused the remaining increase compared to the three months ended September 30, 2001. Interest on short-term bank loans decreased $31,483, or 61.0%, during the third quarter 2002 compared to the same period in 2001 due to lower interest rates and a lower outstanding balance for most of the quarter. Allowance for funds used during construction for the third quarter 2002 increased $30,707 when compared to the third quarter 2001. Capitalized interest on the costs associated with the pipeline to the river project accounts for the increase. Other income, net, increased by $131,625 during the third quarter 2002 compared to third quarter 2001, due to a decrease in supplemental retirement expenses caused by an increase in the discount rate used in the present value calculations. Federal and state income taxes decreased $64,224, or 9.0%, due to a decrease in taxable income. The effective tax rate was 36.9% for the third quarter 2002 compared with 34.5% for the third quarter 2001. Nine Months Ended September 30, 2002 Compared with Nine Months Ended September 30, 2001 Net income for the first three quarters of 2002 was $2,911,924, a decrease of $110,660, or 3.7%, compared to the first three quarters of 2001. Water operating revenues for the year-to-date period ended September 30, 2002, increased $462,958, or 3.2%, compared to the same period in 2001. The increase resulted primarily from the 4.2% rate increase approved by the PPUC, effective September 1, 2001. Drought conditions reduced the impact of the rate increase and the growth in customers in all classifications. Operating expenses for the first nine months of 2002 increased $897,476, or 12.0% compared to the first nine months of 2001. A substantial public utility realty tax refund was received in 2001 due to the reapportionment of taxes by the Commonwealth. In addition, asset lives were lengthened in 2001 as part of the rate case settlement with the PPUC which reduced depreciation expenses. These two factors resulted in lower than normal expenses in 2001. Higher pension expenses due to lower investment returns and higher health insurance premiums added to the 2002 increase in expenses compared to 2001. Interest on short-term bank loans decreased $104,526, or 67.0%, during the first nine months of 2002 compared to the same period in 2001 due to lower interest rates and a reduction in short-term debt outstanding for the majority of the period. The average daily short-term debt outstanding in 2002 and 2001 was $2,370,116 and $3,607,280, respectively. Allowance for funds used during construction for 2002 increased $59,318 when compared to 2001. Capitalized interest on the costs associated with the pipeline to the river project accounts for the increase. Other income, net, increased by $179,945 in 2002 due to a decrease in supplemental retirement expenses caused by an increase in the discount rate used in the present value calculations. Rate Developments Within the last several years the Company has filed written applications for rate increases with the PPUC and has been granted rate relief as a result of such requests. The most recent request was filed on March 20,2001, seeking a $2,039,790, or 11.1%, rate increase. Effective September 1, 2001, the PPUC authorized an increase in rates designed to produce approximately $800,000 in additional annual operating revenues, an increase of 4.2%. The Company plans to file its next rate increase in January 2003. Off-Balance Sheet Transactions The Company does not use off-balance sheet transactions, arrangements or obligations that may have a material current or future effect on financial condition, results of operations, liquidity, capital expenditures, capital resources, or significant components of revenues or expenses. The Company does not use securitization of receivables or unconsolidated entities. The Company does not engage in trading or risk management activities, has no lease obligations, and does not have material transactions involving related parties. Liquidity and Capital Resources The Company is not aware of demands, events or uncertainties that will result in a decrease of liquidity or in a material change in the mix and relative cost of capital resources. During the first three quarters of 2002, the Company per capita volume of water sold decreased approximately 3.4% compared to the first three quarters of 2001. The Company expects the remainder of the year to continue at 3-5% reduced per capita consumption due to the drought. During the first three quarters of 2002, the Company had $4,957,511 of construction expenditures. The Company financed such expenditures through internally generated funds, customers' advances, short-term borrowings, and proceeds from the issuance of common stock under its dividend reinvestment plan (stock issued in lieu of cash dividends), and employee stock purchase plan. The Company anticipates construction expenditures of approximately $6,518,500 for the year 2002, and the remaining projected capital expenditures during the fourth quarter, or $1,561,000 will be financed in the same manner as the first three quarters of 2002. During the first nine months of 2002, net cash used in investing and financing activities exceeded net cash provided by operating activities. The Company anticipates that during the remainder of 2002 net cash used in investing and financing activities will continue to exceed cash provided by operating activities. Borrowings against the Company's lines of credit, proceeds from the issuance of common stock under its dividend reinvestment plan (stock issued in lieu of cash dividends), and employee stock purchase plan, and customers' advances are expected to be used to satisfy the need for additional cash. As of September 30, 2002, current liabilities exceeded current assets by $1,734,015. Short-term borrowings from lines of credit as of September 30, 2002, were $2,812,610. The Company maintains lines of credit aggregating $14,000,000. Loans granted under these lines of credit bear interest based on the prime or Libor rates plus 1 to 1.25%. The Company is not required to maintain compensating balances on its lines of credit. On April 11, 2002, the PPUC approved the Company's previously announced two-for-one common stock split. On May 20, 2002, shareholders of record as of May 10, 2002, received one additional share for each share held as of the record date. The permitting process for the Company's pipeline to the Susquehanna River continued during the third quarter of 2002. Proposed rule-making has been issued in response to the Company's petition by the Environmental Quality Board to reclassify the lakes as warm water fishes. The issue is now in the public comment stage until November 19, 2002, and will then likely proceed to final rule-making. This rule-making affects only the discharge of water from the Susquehanna River into the lakes. While this process continued, the Environmental Protection Agency and the Susquehanna River Basin Commission both approved the Company's allocation permit to withdraw water from the Susquehanna River. The allocation process now goes to the Federal Energy Regulatory Commission for its approval. While the permitting process advanced, the engineering phase for the design of the intake, the pumphouse, and the first mile of pipeline proceeded as planned. The engineering is expected to be completed by March 2003. Forward Looking Information Certain statements contained herein and elsewhere in this Form 10-Q which are not historical facts are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements address activities or events which the Company expects will or may occur in the future. The Company cautions that a number of important factors could cause the actual results to differ materially from those expressed in any forward-looking statements made on behalf of the Company. The Company is subject to various federal and state regulations concerning water quality and environmental standards. In addition, the water industry is generally dependent on the adequacy of approved rates to allow for a fair rate of return on the investment in utility plant. The Company's profitability also depends on the timeliness of rate relief and numerous factors over which it has little or no control, such as the quantity of rainfall, temperature, industrial demand, financing costs, energy rates, and environmental and water quality regulations. Because of the continuing drought emergency and conservation efforts on the part of customers, the Company anticipates that revenue and net income for the fourth quarter 2002 will be lower than the fourth quarter 2001. Annual net income for 2002 will be lower than in 2001. Drought On February 12, 2002, the Governor issued a drought emergency which continued to be effective through the third quarter. The emergency placed mandatory water use restrictions on the Company's service territory. The drought has reduced operating income through the first three quarters (particularly the third quarter). On November 7, 2002, Pennsylvania Governor Schweiker upgraded the state of drought emergency to a state of drought warning within the Company's service territory. Item 3. Quantitative and Qualitative Disclosures About Market Risk. The Company is not aware of demands, events or uncertainties that will result in a decrease of liquidity or in a material change in the mix and relative cost of capital resources. The Company does not use derivative financial instruments for speculative trading purposes. The Company's operations are exposed to market risks primarily as a result of changes in interest rates and foreign currency exchange rates. This exposure to these market risks relates to the Company's debt obligations under its lines of credit. Loans granted under these lines bear interest based upon the prime or LIBOR rate plus 1 to 1.5 percent. The Company has not entered into financial instruments such as interest rate swaps or interest rate lock agreements. The Company's 4.40% Industrial Development Authority Revenue Refunding Bonds Series 1994 have a mandatory tender date of May 15, 2004. The 6% Series 1995 bonds have a mandatory tender date of June 1, 2005. The Company is required to purchase any unremarketed 1994 and 1995 bonds, despite the rate. Item 4. Controls and Procedures The Company's President and Chief Executive Officer along with the Company's Vice President of Finance and Chief Financial Officer evaluated the Company's disclosure controls and procedures within 90 days of the filing date of this quarterly report. Based upon this evaluation, the Company's President and Chief Executive Officer along with the Company's Vice President of Finance and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective in ensuring that material information required to be disclosed is included in the reports that it files with the Securities and Exchange Commission. There were no significant changes in the Company's internal controls or, to the knowledge of the management of the Company, in other factors that could significantly affect these controls subsequent to the evaluation date. THE YORK WATER COMPANY 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. THE YORK WATER COMPANY _/s/ William T. Morris_________ William T. Morris Principal Executive Officer Date: November 11, 2002 _/s/ Jeffrey S. Osman____ Jeffrey S. Osman Principal Financial and Accounting Officer Date: November 11, 2002 THE YORK WATER COMPANY SECTION 302 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER I, William T. Morris, certify that: 1. I have reviewed this quarterly report on Form 10-Q of The York Water Company; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: ____11/12/02___________ _/s/_William_T._Morris____ William T. Morris President and CEO THE YORK WATER COMPANY SECTION 302 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER I, Jeffrey S. Osman, certify that: 1. I have reviewed this quarterly report on Form 10-Q of The York Water Company; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: ___11/12/02________ _/s/_Jeffrey_S._Osman____ Jeffrey S. Osman Vice President-Finance CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The York Water Company on Form 10-Q for the period ending September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, William T. Morris, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a)); and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. THE YORK WATER COMPANY _/s/_William_T._Morris______ William T. Morris Chief Executive Officer Date: November 11, 2002 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The York Water Company on Form 10-Q for the period ending September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Jeffrey S. Osman, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a)); and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. THE YORK WATER COMPANY _/s/_Jeffrey_S._Osman_______ Jeffrey S. Osman Chief Financial Officer Date: November 11, 2002 -----END PRIVACY-ENHANCED MESSAGE-----