-----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,
 PpRsGGKj7wkG5yb+XGhlb7ofISWmvoW+XrjerVBxmH9TCfZabaLx2Enxs1KWx5Ya
 EoSabGW9U1t5ycd0QAVbDw==

<SEC-DOCUMENT>0000950116-05-002788.txt : 20050815
<SEC-HEADER>0000950116-05-002788.hdr.sgml : 20050815
<ACCEPTANCE-DATETIME>20050815172352
ACCESSION NUMBER:		0000950116-05-002788
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20050809
ITEM INFORMATION:		Changes in Registrant.s Certifying Accountant
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20050815
DATE AS OF CHANGE:		20050815

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ARTESIAN RESOURCES CORP
		CENTRAL INDEX KEY:			0000863110
		STANDARD INDUSTRIAL CLASSIFICATION:	WATER SUPPLY [4941]
		IRS NUMBER:				510002090
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-18516
		FILM NUMBER:		051028148

	BUSINESS ADDRESS:	
		STREET 1:		664 CHURCHMANS RD
		CITY:			NEWARK
		STATE:			DE
		ZIP:			19702
		BUSINESS PHONE:		3024536900

	MAIL ADDRESS:	
		STREET 1:		664 CHURCHMANS RD
		CITY:			NEWARK
		STATE:			DE
		ZIP:			19702
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>eightk.txt
<DESCRIPTION>8-K
<TEXT>
<PAGE>

                                  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):  August 9, 2005


                         ARTESIAN RESOURCES CORPORATION
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Delaware                      000-18516              51-0002090
- --------------------------------     ------------------   ----------------------
(State or other jurisdiction of          (Commission           (IRS Employer
         incorporation)                  File Number)       Identification No.)

    664 Churchmans Road, Newark, Delaware                      19702
- --------------------------------------------          ---------------------
   (Address of principal executive offices)                  (Zip Code)


Registrant's telephone number, including area code:     302-453-6900
                                                    -------------------

                                 Not Applicable
       -----------------------------------------------------------------
         (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 (see General Instruction A.2. below):


[ ] Written communications pursuant to Rule 425 under the Securities Act

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act



                                       1

<PAGE>

ITEM 4.01    CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

KPMG LLP ("KPMG") was previously the principal accountants for Artesian
Resources Corporation (the "Company"). On August 9, 2005 that firm resigned. The
Audit Committee of the Board of Directors of the Company (the "Audit Committee")
accepted KPMG's resignation on August 9, 2005.

KPMG's audit reports on the Company's consolidated financial statements for each
of the past two fiscal years ended December 31, 2004 and December 31, 2003 did
not contain any adverse opinions or disclaimers of opinion, nor were such
reports qualified or modified as to uncertainty, audit scope or accounting
principles. The audit report of KPMG LLP on management's assessment of internal
control over financial reporting and the effectiveness of internal control over
financial reporting as of December 31, 2004 did not contain an adverse opinion
or disclaimer of opinion, and was not qualified or modified as to uncertainty,
audit scope or accounting principles.

During the two most recent fiscal years ended December 31, 2004 and December 31,
2003, and through August 9, 2005, there were no disagreements with KPMG on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedures, which disagreement, if not resolved to KPMG's
satisfaction would have caused them to make reference to the subject matter of
the disagreement in connection with the audit reports of the financial
statements for such years. During the two most recent fiscal years ended
December 31, 2004 and December 31, 2003, and through August 9, 2005, there were
no reportable events as described under Item 304(a)(1)(v) of Regulation S-K.

We provided KPMG a copy of the foregoing disclosures and requested from them a
letter indicating whether they agree with these disclosures. A copy of their
letter dated August 15, 2005 is attached as Exhibit 16 hereto.

The Audit Committee has approved the engagement of a new independent registered
public accounting firm as the Company's principal accountants, and is waiting
for the new auditors to complete their client acceptance procedures. The Company
will file an additional Current Report on Form 8-K upon completion of the
engagement process of the new auditors.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS.

        (c)  Exhibits.

Exhibit Number                  Exhibit Title
- --------------                  -------------

      16            Letter of KPMG LLP regarding change in certifying accountant











                                       2

<PAGE>

                                   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.

                                      ARTESIAN RESOURCES CORPORATION

Date: August 15, 2005                 By:  /s/ DIAN C. TAYLOR
                                          -----------------------
                                      Dian C. Taylor
                                      President, Chief Executive Officer and
                                      Chair of the Board


                                      ARTESIAN RESOURCES CORPORATION

Date:  August 15, 2005                By:  /s/ DAVID B. SPACHT
                                          -----------------------
                                      David B. Spacht
                                      Vice President, Chief Financial Officer
                                      and Treasurer








                                       3

<PAGE>


                               INDEX TO EXHIBITS

Exhibit
Number           Exhibit Title
- -------          -------------

  16             Letter of KPMG LLP regarding change in certifying accountants.












</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-16
<SEQUENCE>2
<FILENAME>ex-16.txt
<DESCRIPTION>EXHIBIT 16
<TEXT>
<PAGE>

                                                                      Exhibit 16



August 15, 2005



Securities and Exchange Commission
Washington, D.C.   20549


Ladies and Gentlemen:

We were previously principal accountants for Artesian Resources Corporation
(Company) and, under date of March 30, 2005, we reported on the consolidated
financial statements of the Company as of and for the years ended December 31,
2004 and 2003, and under date of May 2, 2005, we reported on management's
assessment of the effectiveness of internal control over financial reporting as
of December 31, 2004, and the effectiveness of internal control over financial
reporting as of December 31, 2004. On August 9, 2005 we resigned. We have read
the Company's statements included under Item 4.01 of its Form 8-K dated August
15, 2005, and we agree with such statements, except that we are not in a
position to agree or disagree with the Company's statement that the resignation
was accepted by the audit committee of the Company, nor are we in a position to
agree or disagree with the Company's statement that the audit committee of the
Company has approved the engagement of a new independent registered public
accounting firm.


Very truly yours,


/s/ KPMG LLP
- ------------
KPMG LLP

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
