8-K

                                 UNITED STATES
                      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): December 12, 2002

                      AMERICAN WATER WORKS COMPANY, INC.
                ----------------------------------------------
              (Exact name of registrant specified in its charter)

           Delaware                 0001-03437                  51-0063696
- ----------------------------       ------------             -------------------
(State or other Jurisdiction       (Commission               (I.R.S. Employer
        of Incorporation)          File Number)             Identification No.)

 1025 Laurel Oak Road, P.O. Box 1770 Voorhees, NJ                  08043
 ------------------------------------------------           -------------------
 (Address of principal executive offices)                        (Zip Code)

      Registrant's telephone number, including area code: (856) 346-8200





ITEM 9.  REGULATION FD DISCLOSURE.

     American Water Works Company, Inc. is furnishing herewith a copy of an
employee communication relating to its proposed merger with a subsidiary of
RWE. This information is attached to this Form 8-K as Exhibit 99.1.





                                   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 hereunto duly authorized.

                                     AMERICAN WATER WORKS COMPANY, INC.


                                     By:  /s/ W. Timothy Pohl
                                          ----------------------------------
                                          Name:   W. Timothy Pohl
                                          Title:  General Counsel and Secretary


Date:  December 12, 2002





                                 EXHIBIT INDEX

Exhibit No.    Description
- -----------    -----------

99.1           RWE Acquisition Update #30 dated December 12, 2002.

EX-99.1

                                                                  Exhibit 99.1


[Logo]                    RWE Acquisition Update #30

December 12, 2002

This is an update on the RWE/Thames transaction for American Water associates.
Future updates will be distributed in the coming weeks via email. They are
then archived, along with other important materials, in the "RWE Acquisition
Update" database on Lotus Notes. The information contained in this Update will
also be filed with the US Securities and Exchange Commission and can be viewed
by accessing the commission's EDGAR database at
http://www.sec.gov/edgar.shtml.

On November 21, 2002 American Water Works announced that regulatory approvals
for the Company's acquisition by RWE AG were received by subsidiaries in
Illinois, New Jersey and New York. Since that announcement, additional
progress in the process of obtaining the necessary regulatory approvals has
occurred in the following states:

Arizona - On December 9, 2002, the commission approved the Administrative Law
Judge's (ALJ's) recommended approval after modifying a condition in that
recommendation regarding the future cost of debt for ratemaking purposes and
revising another condition to establish a three-year period before a rate
increase request can be filed after the acquisition is completed.

California - The California Public Utilities Commission has included
consideration of the ALJ's recommended approval on the agenda for its December
17, 2002 meeting.

West Virginia - On December 6, 2002, the commission issued an order
reaffirming their approval of the transaction with additional conditions and
some revisions of some of the conditions in their October 23, 2002 order. The
company must accept the conditions in both orders on or before December 16,
2002 for the approval to become effective.

At the present time, no closing date has been set and closing is still
anticipated during the first quarter of 2003.