Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

American Water Works Company, Inc. (the "Company") is announcing that Ellen C. Wolf, the Company's Senior Vice President and Chief Financial Officer, has notified the Company that she intends to retire during the first half of 2013. Ms. Wolf will continue in her current position with the Company until her retirement to continue to oversee the Company's financial functions, to assist in the search for her replacement and to allow for an effective transition to her successor. The Company has initiated a search to identify a Chief Financial Officer to replace Ms. Wolf. Ms. Wolf's final retirement date will depend on the date a successor is identified and any transition period required once that successor is fully engaged.

Forward-Looking Statements

This report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are based on the Company's current expectations and assumptions regarding future events, including the period of Ms. Wolf's continued service to the Company, and certain tasks to be performed by Ms. Wolf during that period. Actual results could differ materially from those anticipated in the forward-looking statements due to a number of factors, including the time necessary to identify and hire a new chief financial officer and any subsequent determination by Ms. Wolf to retire at an earlier time than indicated in this report.

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