Item 1.01 Entry Into a Material Definitive Agreement

On August 31, 2012, Artesian Resources Corporation ("Artesian") entered into a First Extension of Stock Repurchase Agreement (the "Extension Agreement") with Wilmington Savings Fund Society, FSB ("Wilmington Savings") amending that certain Stock Repurchase Agreement, dated as of August 13, 2011, between Artesian and Wilmington Savings. The Extension Agreement provides that the Stock Repurchase Agreement will terminate on August 31, 2013, which extends the original termination date of August 31, 2012 by one year, unless earlier terminated pursuant to the Stock Repurchase Agreement or extended for an additional period of time by the mutual written consent of Artesian and Wilmington Savings. All other terms and conditions of the Stock Repurchase Agreement remain in full force and effect.

The foregoing description of the Extension Agreement is qualified in entirety by reference to the Extension Agreement, which is attached hereto as Exhibit 10.1 and is incorporated by reference into this Current Report on Form 8-K. The Stock Repurchase Agreement was previously filed as Exhibit 10.1 to Artesian's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 6, 2011.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits. Exhibit No. Exhibit 10.1 First Extension of Stock Repurchase Agreement, dated as of August 31, 2012, between Wilmington Savings Fund Society, FSB, and Artesian Resources Corporation.

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