SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20S49

                                    FORM 8-K

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

                       Date of Report: September 17, 2001

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

         NEW JERSEY                     0-422                22-114430
         ----------                     -----                ---------
(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
              ----------------------------------------------------
              (Registrant's telephone number, including area code)




Middlesex Water Company

Item 5. 0ther Events

     NEWARK,  DE and ISELIN,  NJ --  September  17,  2001 -- Artesian  Resources
Corporation  (NASDAQ:ARTNA)  and Middlesex  Water Company  (NASDAQ:  MSEX) today
annouces  that  they  are in  negotiations  regarding  the  sale of  Middlesex's
Delaware  subsidiary,  Tidewater  Utilities,  Inc.,  to Artesian.  Any agreement
resulting from these  negotiations would be subject to approval by the Boards of
Directors of Artesian and Middlesex and the Delaware Public Service Commission.




                                   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/ Marion F. Reynolds
                                      ---------------------------------------
                                      Marion F. Reynolds
                                      Vice President, Secretary and Treasurer


Dated:  September 17, 2001