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) September 19, 2008
AMERICAN
STATES WATER COMPANY
(Exact
name of registrant as specified in its charter)
California
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001-14431
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95-4676679
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(State
or other jurisdiction of incorporation or organization)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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|
|
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630
East Foothill Blvd.
San
Dimas, California
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91773
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(Address
of principal executive offices)
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(Zip
Code)
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GOLDEN
STATE WATER COMPANY
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(Exact
name of registrant as specified in its charter)
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Registrant’s
telephone number, including area code: (909) 394-3600
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California
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001-12008
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95-1243678
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(State
or other jurisdiction of incorporation or organization)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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|
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630
East Foothill Blvd.
San Dimas,
California
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91773
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Registrant’s
telephone number, including area code: (909)
394-3600
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing requirement of the registrant under any of the following
provisions (see General
Instruction A.2 below):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the exchange Act (17 CFR
14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section
5 - Corporate Governance and
Management
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Item
5.02.
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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Michael Patrick George has resigned as
Executive Vice President of Corporate Development of American States Water
Company effective September 26, 2008 in order to pursue other
opportunities. In connection with his resignation, the Company and
Mr. George entered into a Resignation Agreement and General Release of
Claims. The Company agreed to pay Mr. George an amount equal to his
current pay, plus an amount equal to the Company 401(k) plan match that he would
have received had he remained an employee of the Company through March 31,
2009. The Company also agreed to pay Mr. George the amounts that Mr.
George would have been entitled to receive under the Company’s Pension Plan and
Pension Restoration Plan if, as of the effective date of his resignation, Mr.
George had been fully vested in both Plans, had earned two years of credited
service for benefit purposes under the Plans and had retired with deferred
benefits under the Plans, payable in monthly installments commencing when he
attains age 65. In addition, the Company agreed to amend his stock
option and restricted stock award agreements to permit the awards to continue to
vest following termination of his employment and to permit him to exercise his
stock options at any time following vesting of the options during the 10-year
term of the applicable stock option agreement. The Company also
agreed to pay for certain relocation and transition expenses.
Mr. George and the Company agreed to a
mutual release of claims that either might have against the other arising out of
or in any connected with his employment by the Company and his resignation from
the Company.
Section
9 - Financial Statements and Exhibits
Item
9.01. Financial
Statements and Exhibits.
Exhibit
10.1
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Resignation
and General Release Agreement dated September 19, 2008 between Michael
Patrick George and American States Water
Company
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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.
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AMERICAN
STATES WATER COMPANY
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Date:
September 19, 2008
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/s/
Robert J. Sprowls
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Robert
J. Sprowls
Executive
Vice President-Finance, Chief Financial Officer, Corporate Secretary
and
Treasurer
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