CONNECTICUT WATER SERVICE INC / CT (Form: 8-K, Received: 07/29/2011 11:06:59)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): July 29, 2011 (July 26, 2011)

Commission File Number 0-8084

Connecticut Water Service, Inc.

(Exact name of registrant as specified in its charter)

Connecticut (State or other jurisdiction of incorporation or organization)	06-0739839 (I.R.S. Employer Identification No.)

93 West Main Street, Clinton, CT (Address of principal executive office)	06413 (Zip Code)

(860) 669-8636

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, address and former fiscal year, 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 ( see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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 1.01 Entry into a Material Definitive Agreement

CoBank Line of Credit

As previously disclosed, on June 29, 2009, the Company entered into a Master Loan Agreement (the “MLA”) with CoBank, ACB, a federally-chartered instrumentality of the United States (“CoBank”). The Company also delivered to CoBank an initial Promissory Note and Supplement, dated June 29, 2009 (the “Promissory Note”). On the terms and subject to the conditions set forth in the MLA and this Promissory Note, CoBank agreed to make loans (each a “Loan,” and collectively the “Loans”) to the Company from time to time, in an aggregate principal amount not to exceed, at any one time outstanding $15,000,000 (the “Loan Commitment”). Under the terms of the Promissory Note, the original maturity date of the Loan Commitment was June 25, 2010. On May 5, 2010, the Company and CoBank entered into a First Amendment to the Promissory Note, to extend the maturity date of the Loan Commitment until June 25, 2011, or such other later date as CoBank, in its sole discretion, may authorize in writing.

In late June 2011, CoBank unilaterally extended the availability date of the Promissory Note until August 25, 2011. On July 26, 2011, the Company and CoBank entered into a second amendment to the Promissory Note which extended the term of the Promissory Note until June 25, 2013. The second amendment also lowered the LIBOR interest rate provision for the Loans from 1.75% over LIBOR to 1.50% over LIBOR and added a commitment fee provision applicable to the renewed 2-year term until 2013 now applicable under the MLA and Promissory Note.

A copy of the second amendment is attached hereto as Exhibit 10.1 and is hereby incorporated by reference.

Item 9.01 Financial Statements and Exhibits

The following is filed herewith as an exhibit hereto:

(d) Exhibits

10.1	First Amendment to Promissory Note and Supplement, dated July 26, 2011, between Connecticut Water Service, Inc. and CoBank ACB, is filed herewith.

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.

	CONNECTICUT WATER SERVICE, INC. a Connecticut corporation
Date: July 29, 2011	By: /s/ David C. Benoit David C. Benoit Title: Vice President – Finance and Chief Financial Officer

EXHIBIT INDEX

Exhibit No. Description

10.1	First Amendment to Promissory Note and Supplement, dated July 26, 2011, between Connecticut Water Service, Inc. and CoBank ACB.

EXHIBIT 10.1

Loan No. RX0785S1B

SECOND AMENDMENT TO

PROMISSORY NOTE AND SUPPLEMENT

THIS SECOND AMENDMENT TO PROMISSORY NOTE AND SUPPLEMENT (this " Amendment ") is entered into as of July 26, 2011, between CONNECTICUT WATER SERVICE, INC., a Connecticut corporation (the " Company ") and CoBANK, ACB, a federally chartered instrumentality of the United States ("CoBank").

BACKGROUND

The Company and CoBank are parties to a Promissory Note and Supplement dated as of June 29, 2009, as amended by a First Amendment to Promissory Note and Supplement dated as of May 5, 2010 (collectively, the “ Supplement ”). The parties now desire to amend the Supplement.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

SECTION 1. Defined Terms. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to those terms in the Master Loan Agreement dated as of June 29, 2009, between the Company and CoBank, as same may have been amended (the " MLA ").

SECTION 2. Amendments.

(A) Commitment. The title to Section 1 of the Supplement is hereby amended and restated to read “Revolving Credit Commitment”.

(B) Term . Section 3 of the Supplement is hereby amended and restated to read as follows:

Term. The term of the Commitment shall be from the date hereof up to and including June 25, 2013, or such later date as CoBank may, in its sole discretion, authorize in writing.

(C) Interest . Section 5(A)(3) of the Supplement is hereby amended to reduce the spread over LIBOR from “1.75%” to “1.50%”.

(D) Fees . Section 6 is hereby amended and restated to read as follows:

Fees . The Company agrees to pay to CoBank a commitment fee on the average daily unused portion of the Commitment from the date hereof until the date the Commitment expires or is terminated at the rate of 0.15% per annum (calculated on a 360 day basis). Such fee shall be: (A) calculated quarterly in arrears on the last day of each calendar quarter and on the date the Commitment expires or is terminated; and (B) payable on the 20 th day of each April, July, October, and January and on the date the Commitment expires or is terminated. Such fee shall be payable for each quarter or portion thereof occurring during the original or any extended term of the Commitment; provided, however, that nothing contained herein shall constitute an agreement to extend the term of the Commitment.

SECTION 3. Representations and Warranties. To induce CoBank to enter into this Amendment, the Company represents and warrants that: (A) no consent, permission, authorization, order or license of any governmental authority or of any party to any agreement to which the Company is a party or by which it or any of its property may be bound or affected, is necessary in connection with the execution, delivery, performance or enforcement of this Amendment; (B) the Company is in compliance with all of the terms of the Loan Documents, and no Default or Event of Default exists; and (C) this Amendment has been duly authorized, executed and delivered, and creates legal, valid, and binding obligations of the Company which are enforceable in accordance with their terms, except to the extent that enforceability may be limited by applicable bankruptcy, insolvency or similar Laws affecting the rights of creditors generally. Without limiting (B) above, the Company represents and warrants that it is in compliance with all notice provisions of the MLA, including, without limitation, the requirement to notify CoBank of the commencement of material litigation and of certain environmental matters.

SECTION 4. Confirmation. Except as amended hereby, the Supplement shall remain in full force and effect as written.

* * * * * *

IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized officers as of the date shown above.

CoBANK, ACB	CONNECTICUT WATER SERVICE, INC.
By : /s/ Shannon Davoren Title: Assistant Corporate Secretary	By: /s/ David C. Benoit Title: Vice President – Finance and Chief Financial Officer