0001125282-06-007577 Sample Contracts

645,000 SHARES THE YORK WATER COMPANY COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • December 1st, 2006 • York Water Co • Water supply • Pennsylvania

The York Water Company, a Pennsylvania corporation (“York Water”), proposes, subject to the terms and conditions stated herein, to sell to Janney Montgomery Scott LLC (the “Underwriter”), an aggregate of 645,000 shares of York Water’s Common Stock, with no par value (“Common Stock”). The 645,000 shares of Common Stock to be sold to the Underwriter by York Water are referred to herein as the “Firm Shares.” The Firm Shares shall be offered to the public at a public offering price of $17.90 per Firm Share (the “Offering Price”).

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