________________________________________________________________ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST EFFECTIVE AMENDMENT NO. 8 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MIDDLESEX WATER COMPANY ----------------------- (Exact name of Registrant as specified in its charter) New Jersey 22-1114430 - ---------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1500 Ronson Road, Iselin, New Jersey 08830 (Address of principal executive offices) 732-634-1500 (Registrant's telephone number, including area code) MARION F. REYNOLDS Vice President, Secretary and Treasurer Middlesex Water Company 1500 Ronson Road Iselin, New Jersey 08830 732-634-1500 (Name, address, and telephone number of agent for service) Copy to: PETER D. HUTCHEON Norris, McLaughlin & Marcus 721 Route 202 & 206 North PO Box 1018 Somerville, NJ 08876-1018 The Post Effective Amendment filed herewith relates to Registration No. 33-11717 on Form S-E filed by the registrant on December 12, 1991.The date of this Prospectus Supplement is January 29, 2003. RE: SPECIAL 5% DISCOUNT OFFER TO DRIP PLAN PARTICIPANTS Dear Shareholder: This letter supplements certain information contained in the prospectus dated January 25, 2000, (the "Prospectus") covering the Company's Dividend Reinvestment and Common Stock Purchase Plan (the "Plan"). It refers especially to the reduced purchase price provision covered in the answer to Question 25 of the Prospectus. For a limited period of time Middlesex Water Company is offering to sell up to 150,000 shares of its Common Stock at a 5% discount to participants in the Plan. The offer applies to all purchases under the Plan made between February 28, 2003, and September 2, 2003, whether by Optional Cash Payment, Dividend Reinvestment or employee payroll deduction. To take advantage of this offer through Optional Cash Payments, the cash payment form attached to your statement of account, together with your payment, must be received by the Agent (Registrar and Transfer Company, 10 Commerce Drive, Cranford, NJ 07016) between February 20, 2003, and August 20, 2003. The 5% reduction in price also will apply to dividends paid and reinvested on February 28, 2003, (to holders of record February 14, 2003). In addition, this discount will apply to any other dividends declared, paid and reinvested during the discount period. This offer is limited to an aggregate of 150,000 shares on a first-come, first-served basis. During this reduction period, the price of the stock will be 95% of the purchase price as described in the answer to Question 24 of the Prospectus. If purchases are made at the reduced price and shares are then withdrawn from the Plan within six months after the purchase you will be subject to a withdrawal fee equal to the original 5% purchase price reduction on all shares withdrawn. You should refer to the Prospectus for details and other terms of the Plan. If you have any questions about this proposal or need an additional copy of the Prospectus, please feel free to call Marion F. Reynolds, Vice President, Secretary and Treasurer of the Company. If you do not wish to participate in this offer, except for the reinvestment of dividends, no action is required on your part. MIDDLESEX WATER COMPANY /s/ Dennis G. Sullivan ----------------------- Dennis G. Sullivan President SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Registrant Certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Registration Statement or Amendment thereto, to be signed on its behalf by the undersigned, thereunto duly authorized, in the Township of Woodbridge, State of New Jersey on the 29th day of January 2003. MIDDLESEX WATER COMPANY By: /s/ Dennis G. Sullivan ------------------------------ Dennis G. Sullivan, President and Director Pursuant to the requirements of the Securities Act of 1933, this Registration Statement or Amendment has been signed below by the following person in the capacity and on the date indicated. Signature Title Date --------- ----- ---- /s/J. Richard Tompkins Chairman of the Board 1/23/03 ---------------------- and Director -------- J. Richard Tompkins /s/ Dennis G. Sullivan President and Director 1/23/03 - ---------------------- -------- Dennis G. Sullivan /s/ A. Bruce O'Connor Vice President and Controller 1/23/03 - --------------------- -------- A. Bruce O'Connor /s/ Annette Catino Director 1/23/03 - ------------------ -------- Annette Catino /s/ John C. Cutting Director 1/23/03 - ------------------- -------- John C. Cutting /s/ John R. Middleton, M.D. Director 1/23/03 - --------------------------- -------- John R. Middleton, M.D. /s/ John P. Mulkerin Director 1/23/03 - -------------------- -------- John P. Mulkerin /s/Stephen H. Mundy Director 1/23/03 - ------------------- -------- Stephen H. Mundy ______________________ Director _______ Walter G. Reinhard /s/Jeffries Shein Director 1/23/03 - ----------------- -------- Jeffries Shein