8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549




                                    FORM 8-K
                                    --------


     Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934





                         Date of Report: March 16, 2004



                             MIDDLESEX WATER COMPANY
                             -----------------------
             (Exact name of registrant as specified in its charter)



          NEW JERSEY                       0-422                  22-1114430
          ----------                       -----                  ----------
(State or other jurisdiction of         (Commission         (I.R.S. Employer
 incorporation or organization)         File Number)         Identification No.)



            1500 RONSON ROAD, P.O. BOX 1500, ISELIN, NEW JERSEY 08830
            ---------------------------------------------------------
          (Address of principal executive offices, including zip code)


                                 (732)-634-1500
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              (Registrant's telephone number, including area code)








Middlesex Water Company


Item. 5. Other Events

Announcement of 2003 10-K filing referencing the Company's restated December 31,
2002 Consolidated Balance Sheet and December 31, 2002 and 2001 Consolidated
Statement of Cash Flows, as outlined in the attached press release.




                                    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 of the
undersigned hereunto duly authorized.



                                        MIDDLESEX WATER COMPANY
                                              (Registrant)





                                        /s/Kenneth J. Quinn
                                        ----------------------------------------
                                        Kenneth J. Quinn
                                        General Counsel, Secretary and Treasurer


Dated:    March 16, 2004

                                        2

EX-99

FOR IMMEDIATE RELEASE
For More Information, Call:
Bernadette Sohler, Director of Communications
(732) 634-1500

                             MIDDLESEX WATER COMPANY
                              FILES 2003 FORM 10-K

     ISELIN, NEW JERSEY, March 16, 2004 - Middlesex Water Company (NASDAQ: MSEX)
announced it filed its 2003 Form 10-K, including its restated financial results
from prior periods yesterday. On February 3, 2004, the Company announced its
2003 earnings and furnished its related press release. The 2003 Form 10-K filed
yesterday includes the Company's restated December 31, 2002 Consolidated Balance
Sheet and December 31, 2002 and 2001 Consolidated Statement of Cash Flows.

     The reclassifications were made concerning the proceeds from state
sponsored loan programs to present those amounts of Restricted Cash as a non
current asset in the consolidated balance sheet as of December 31, 2002, and to
present changes in that Restricted Cash related to capital expenditures as an
investing activity rather than a financing activity in the consolidated
statement of cash flows for the years ended December 31, 2002 and 2001.
Previously, such amounts and changes in those amounts therein were presented as
Temporary Cash Investments-Restricted. Those amounts and changes in those
amounts are currently described as Restricted Cash.

     The restatement did not affect the company's total assets, net income,
earnings applicable to common stock, cash flows from operations or liquidity.
The Company intends to file an amended Form 10-Q for each of the three quarters
reported for 2003 in the near future reflecting the same reclassifications.

About the Company
- -----------------

     Middlesex Water Company, organized in 1897, is a water utility serving
customers in central and southern New Jersey and in the State of Delaware. The
Company and its regulated New Jersey subsidiaries -- Pinelands Water Company,
Pinelands Wastewater Company and Bayview Water Company -- are subject to the
regulations of the Board of Public Utilities of the State of New Jersey.
Middlesex Water Company operates the water and wastewater systems for the City
of Perth Amboy through its subsidiary, Utility Service Affiliates (Perth Amboy),
Inc. The Company's principal Delaware subsidiary, Tidewater Utilities, Inc., is
subject to the






regulations of the Public Service Commission in Delaware. These companies are
also subject to various Federal and State regulatory agencies concerning water
quality standards and the environment.

     For additional information regarding Middlesex Water Company, visit the
Company's web site at www.middlesexwater.com or call (732) 634-1500.
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     A registration statement relating to the Company's common stock has been
filed with the Securities and Exchange Commission but has not yet become
effective. The Company's common stock may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective. This
press release shall not constitute an offer to sell or the solicitation of an
offer to buy nor shall there be any sale of the common stock in any State in
which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such State.
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               Safe Harbor Statement under the Private Securities
                         Litigation Reform Act of 1995:
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     Certain matters discussed in this press release are "forward-looking
statements" intended to qualify for safe harbors from liability established by
the Private Securities Litigation Reform Act of 1995. Such statements address
future plans, objectives, expectations and events concerning various matters
such as capital expenditures, earnings, litigation, growth potential, rate,
regulatory matters, liquidity, capital resources and accounting matters. Actual
results in each case could differ materially from those currently anticipated in
such statements. The Company undertakes no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise.
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