Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DEBENEDICTIS NICHOLAS
   2. Issuer Name and Ticker or Trading Symbol
AQUA AMERICA INC [WTR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CHAIRMAN & PRESIDENT
(Last)
(First)
(Middle)
762 W LANCASTER AVE.		 3. Date of Earliest Transaction (Month/Day/Year)
01/31/2011
(Street)

BRYN MAWR, PA 19010		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock-GRAT 01/31/2011   J   120,776 (1) D $ 23.1 0 I GRAT #2 - Spouse
Common Stock-GRAT 01/31/2011   J   120,776 (1) A $ 23.1 120,776 I GRAT #4 - Spouse
Common Stock               203,312.95 D  
Common Stock-GRAT               120,776 I GRAT #2
Common Stock-GRAT               120,855.878 I GRAT #3
Common Stock-GRAT               120,855.878 I GRAT #3 - Spouse
Common Stock - Ira               3,907.616 D  
Common Stock - Ira               3,124.465 I IRA - Spouse
Common Stock 401k               13,728.97 I 401k

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DEBENEDICTIS NICHOLAS
762 W LANCASTER AVE.
BRYN MAWR, PA 19010		   X     CHAIRMAN & PRESIDENT  

Signatures

 /s/ Brian Dingerdissen, attorney-in-fact for Mr. DeBenedictis   02/01/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On January 31, 2011, the reporting person's spouse contributed shares to a grantor retained annuity trust ("GRAT") by purchasing the shares from a separate GRAT, created on June 11, 2010, for which she serves as trustee. These shares are reported as indirectly owned by the reporting person by virtue of his spouse serving as trustee of the new GRAT and her pecuniary interest in the retained annuity provided therein.

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